Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Chief Financial Officer and Principal Financial Officer
On December 12, 2025, the Board of Directors (the “Board”) of Daily Journal Corporation (the “Company”) approved the appointment of Mr. Erik Nakamura, who currently serves as Chief Financial Officer of the Company’s subsidiary, Journal Technologies, Inc., to the position of Chief Financial Officer and Principal Financial Officer of the Company, effective immediately. As previously announced on October 27, 2025, Ms. Tu To, the Company’s Chief Financial Officer, is expected to retire from the Company effective January 15, 2026.

Mr. Nakamura's appointment is a continuation of the Company's initiatives since 2023 to build the required finance team for the future alongside modernized accounting systems and improved internal controls. Ms. To is transitioning her principal financial and principal accounting officer duties to Mr. Nakamura now so she can focus her attention on transition activities ahead of her departure.

Mr. Nakamura, 50, has served as Chief Financial Officer of Journal Technologies, Inc. since October 2024. From April 2022 to October 2024, he served as Chief Financial Officer and Advisor at Orange Comet, Inc., a leading gaming and entertainment software company. Prior to that, he served as Chief Financial Officer of Nogin, Inc., an e-commerce solutions provider, from September 2021 to April 2022, and as Chief Financial Officer of Dvele, Inc., a smart home technology and healthy home builder, from July 2019 to September 2021. From 2017 to 2019, Mr. Nakamura served in senior finance roles at Roofstock, Inc. Earlier in his career, he held senior finance positions at The Cooper Companies, Inc. (NYSE: COO) and its subsidiary, CooperVision, from 2005 to 2016. He also served at ZipRealty, Inc. from 2004 to 2005, where he led the company through a successful initial public offering. Mr. Nakamura began his career as an auditor with KPMG in the San Francisco Bay Area, where he worked from 2000 to 2004.

In connection with his appointment, the Compensation Committee of the Board authorized the Company to finalize the terms of Mr. Nakamura’s appointment as Chief Financial Officer and Principal Financial Officer, including compensation terms. As of the date of this report, the specific compensation arrangements have not been finalized. Once completed, the Company will disclose such information in a filing with the Securities and Exchange Commission.