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Changes in Officers156AMaterial Group Inc.Information and Communications, Services and Others

Notice regarding the transition to a two-representative-director structure and changes in executive management

The representative director structure will change from the current 1-person structure to a 2-person structure, and incumbent Director and CFO Yoshida Kazuki (吉田 和樹) will change from Director and CFO to Representative Director, Executive Vice President and CFO. In addition, Kobayashi Akira (小林 晃) will be nominated as a new candidate for Director serving as an Audit and Supervisory Committee Member, and Nakata Masaki (中田 正樹) will resign.

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Who is moving to which position

Resolved 14 October 2026

Incoming appointee

2 items
Scheduled Appointment Date25 November 2026. Subject to the approval and adoption of the proposals to partially amend the Articles of Incorporation and elect directors at this General Meeting of Shareholders, the change in representative directors is scheduled to be formally decided at a Board of Directors meeting to be held after the conclusion of this General Meeting of Shareholders.
Yoshida Kazuki (吉田 和樹)
Previous positionDirector and CFO
New positionRepresentative Director, Executive Vice President and CFO
生年月日 Yoshida Kazuki (吉田 和樹): 30 January 1988入社年 Yoshida Kazuki (吉田 和樹): 2019所有株式数 Yoshida Kazuki (吉田 和樹): 243,487 shares (as of 31 August 2026)
Kobayashi Akira (小林 晃)
Previous positionNot disclosed
New positionOutside Director (Audit and Supervisory Committee Member)
生年月日 Kobayashi Akira (小林 晃): 23 December 1959入社年 Kobayashi Akira (小林 晃): Not disclosed所有株式数 Kobayashi Akira (小林 晃): — shares (as of 31 August 2026)

Departing officer

1 item
Date of departure25 November 2026 (at the conclusion of this General Meeting of Shareholders)
Nakata Masaki (中田 正樹)Stepping down
Former PositionOutside Director (Full-Time Audit & Supervisory Committee Member)
Reason for departure

Resignation for personal reasons

Whether the incumbent will remain in office (whether they will retain their position)

Will not remain on the Board of Directors

Directors after the change6Number
Filing as an independent officerIf the appointment of Kobayashi Akira (小林 晃) is approved, the company plans to notify the Tokyo Stock Exchange of his appointment as an independent officer in accordance with its rules.
Shareholders’ meeting approvalApproval is required. The company plans to submit proposals to partially amend the Articles of Incorporation and elect directors at the 13th Annual General Meeting of Shareholders, scheduled for 25 November 2026.
Reason for change

Our group is advancing the development of group management, including overseas expansion. To accelerate management decision-making and strengthen the execution structure, the representative director structure will change to a 2-person structure, and Director and CFO Yoshida Kazuki (吉田 和樹) will change from Director and CFO to Representative Director, Executive Vice President and CFO. Representative Director and CEO Aozaki Sō (青﨑 曹) will continue to oversee the management of our group as Representative Director, President and CEO.

Independent officers are outside officers registered with the exchange as having no conflict of interest with general shareholders.
Who is moving to which position
ItemDetails
Resolution date14 October 2026
Scheduled Appointment Date25 November 2026. Subject to the approval and adoption of the proposals to partially amend the Articles of Incorporation and elect directors at this General Meeting of Shareholders, the change in representative directors is scheduled to be formally decided at a Board of Directors meeting to be held after the conclusion of this General Meeting of Shareholders.
Date of departure25 November 2026 (at the conclusion of this General Meeting of Shareholders)
Name of appointeeYoshida Kazuki (吉田 和樹), Kobayashi Akira (小林 晃)
Appointee's new positionRepresentative Director, Executive Vice President and CFO, Outside Director (Audit and Supervisory Committee Member)
Appointee's previous positionDirector and CFO, Not disclosed
Appointee's date of birthYoshida Kazuki (吉田 和樹): 30 January 1988, Kobayashi Akira (小林 晃): 23 December 1959
Year the appointee joined the CompanyYoshida Kazuki (吉田 和樹): 2019, Kobayashi Akira (小林 晃): Not disclosed
Number of shares held by the appointeeYoshida Kazuki (吉田 和樹): 243,487 shares (as of 31 August 2026), Kobayashi Akira (小林 晃): — shares (as of 31 August 2026)
Name of departing officerNakata Masaki (中田 正樹)
Former position of departing officerOutside Director (Full-Time Audit & Supervisory Committee Member)
Reason for departureResignation for personal reasons
Whether the incumbent will remain in officeWill not remain on the Board of Directors
Reason for changeOur group is advancing the development of group management, including overseas expansion. To accelerate management decision-making and strengthen the execution structure, the representative director structure will change to a 2-person structure, and Director and CFO Yoshida Kazuki (吉田 和樹) will change from Director and CFO to Representative Director, Executive Vice President and CFO. Representative Director and CEO Aozaki Sō (青﨑 曹) will continue to oversee the management of our group as Representative Director, President and CEO.
Number of directors after the change6 (including 4 outside directors)
Filing as an independent officerIf the appointment of Kobayashi Akira (小林 晃) is approved, the company plans to notify the Tokyo Stock Exchange of his appointment as an independent officer in accordance with its rules.
Subject to Approval by the General Meeting of ShareholdersApproval is required. The company plans to submit proposals to partially amend the Articles of Incorporation and elect directors at the 13th Annual General Meeting of Shareholders, scheduled for 25 November 2026.
Items this document does not state (4)
New position of departing officerReasons for appointmentDetails of organizational changesChange in Corporate Governance Structure

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

To respond to the advancement of group management, including overseas expansion, and to accelerate management decision-making and strengthen the execution structure.

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Notice regarding the transition to a two-representative-director structure and changes in executive management | Material Group Inc. (156A) timely disclosure | Komori