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Changes in Officers2146UT Group Co.,Ltd.Information and Communications, Services and Others

Notice of Changes to Directors

Following the annual general meeting of shareholders scheduled for 27 June 2026, 4 directors will be reappointed, and Ishii Ryuichi (石井 隆一) will be newly appointed as an outside director and Audit and Supervisory Committee member. Shima Koichi (島 宏一) is scheduled to retire as an outside director and Audit and Supervisory Committee member.

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Who is moving to which position

Resolved 25 May 2026

Incoming appointee

1 item
Scheduled Appointment DateFollowing the conclusion of the 19th Annual General Meeting of Shareholders scheduled for 27 June 2026 and the subsequent meeting of the Board of Directors, subject to formal approval at the general meeting of shareholders and the Board of Directors meeting
Ishii Ryuichi (石井 隆一)
New positionOutside Director, Audit and Supervisory Committee Member
生年月日 31 May 1965所有株式数 — shares (record date: Not disclosed)

Departing officer

1 item
Date of departureAt the conclusion of the 19th Annual General Meeting of Shareholders scheduled for 27 June 2026
Shima Koichi (島 宏一)Stepping down
Former PositionOutside Director, Audit and Supervisory Committee Member
Whether the incumbent will remain in office (whether they will retain their position)

Will not remain on the Board of Directors

Directors after the change5Number
Filing as an independent officerThe Company plans to notify Ishii Ryuichi (石井 隆一) and the reappointed directors as independent officers under the rules of the Tokyo Stock Exchange.
Shareholders’ meeting approvalYes. The matter is scheduled to be submitted to the 19th Annual General Meeting of Shareholders scheduled for 27 June 2026 as a proposal for the election of directors.
Reason for change

Ishii Ryuichi (石井 隆一) has extensive experience in global management, as well as a strong track record leading IT and digital businesses. The Company expects his deep knowledge and experience in implementing AI and digital technologies in business from a management perspective to contribute to enhancing the value added of its staffing services and increasing corporate value over the medium to long term, and has therefore nominated him as a candidate for outside director and Audit and Supervisory Committee member.

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 date25 May 2026
Scheduled Appointment DateFollowing the conclusion of the 19th Annual General Meeting of Shareholders scheduled for 27 June 2026 and the subsequent meeting of the Board of Directors, subject to formal approval at the general meeting of shareholders and the Board of Directors meeting
Date of departureAt the conclusion of the 19th Annual General Meeting of Shareholders scheduled for 27 June 2026
Name of appointeeIshii Ryuichi (石井 隆一)
Appointee's new positionOutside Director, Audit and Supervisory Committee Member
Appointee's date of birth31 May 1965
Number of shares held by the appointee— shares (record date: Not disclosed)
Name of departing officerShima Koichi (島 宏一)
Former position of departing officerOutside Director, Audit and Supervisory Committee Member
Whether the incumbent will remain in officeWill not remain on the Board of Directors
Reason for changeIshii Ryuichi (石井 隆一) has extensive experience in global management, as well as a strong track record leading IT and digital businesses. The Company expects his deep knowledge and experience in implementing AI and digital technologies in business from a management perspective to contribute to enhancing the value added of its staffing services and increasing corporate value over the medium to long term, and has therefore nominated him as a candidate for outside director and Audit and Supervisory Committee member.
Number of directors after the change5 (including 3 outside directors)
Filing as an independent officerThe Company plans to notify Ishii Ryuichi (石井 隆一) and the reappointed directors as independent officers under the rules of the Tokyo Stock Exchange.
Subject to Approval by the General Meeting of ShareholdersYes. The matter is scheduled to be submitted to the 19th Annual General Meeting of Shareholders scheduled for 27 June 2026 as a proposal for the election of directors.
Items this document does not state (7)
Appointee's previous positionYear the appointee joined the CompanyNew position of departing officerReason for departureReasons 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.

The Company expects Ishii Ryuichi (石井 隆一) to apply his global management experience, track record leading IT and digital businesses, and knowledge of implementing AI and digital technologies in business to enhance the value added of its staffing services and increase corporate value over the medium to long term. No reason has been provided for the retirement of Shima Koichi (島 宏一).

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Notice of Changes to Directors | UT Group Co.,Ltd. (2146) timely disclosure | Komori