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General Meetings of Shareholders285AKioxia Holdings CorporationElectrical Equipment and Precision Instruments

Notice of Convocation of the 8th Annual General Meeting of Shareholders

For the 8th Annual General Meeting of Shareholders, 9 proposals have been submitted, including a proposal to delete from the Articles of Incorporation provisions concerning the Class A and Class B preferred shares that have been acquired and cancelled. The number of directors will be increased by 1 to 7, and the compensation and stock compensation plans are also scheduled to be revised.

Worth reading
59In focus
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Direction
Mixed performance
Direction inferred from the company’s description.
Scale
7
Number of director candidates
Wording
Definitive
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Resolutions for the General Meeting of Shareholders

Annual (8th fiscal year)
2026
Jun 25
Date and time(Thursday), 10:00 a.m. (受付開始: 9:00 a.m.)21 days from this disclosure to the meeting
Matters for resolution9 items
  1. Partial Amendments to the Articles of Incorporation

  2. Election of 7 Directors

  3. Election of 1 Audit & Supervisory Board member

  4. Revision of the Amount of Compensation and Other Benefits for Directors

  5. Revision of the Amount of Compensation and Other Benefits Relating to the Service-Continuity-Based Stock Compensation for Directors (for the initial applicable period from the close of the 7th Annual General Meeting of Shareholders to this Annual General Meeting of Shareholders)

  6. Revision of the Amount of Compensation and Other Benefits Relating to the Performance-Linked Stock Compensation for Directors (for the initial applicable period from the close of the 7th Annual General Meeting of Shareholders to this Annual General Meeting of Shareholders)

  7. Revision of the Amount and Terms of Compensation and Other Benefits Relating to the Service-Continuity-Based Stock Compensation for Directors

  8. Revision of the Terms of the Service-Continuity-Based Stock Compensation for Outside Directors

  9. Revision of the Amount and Terms of Compensation and Other Benefits Relating to the Performance-Linked Stock Compensation for Directors

Shareholder Proposal

No

A shareholder proposal is a resolution submitted by a shareholder, rather than by the company.
Director nominee
7Nominees
2New
4Outside
Resolutions for the General Meeting of Shareholders
ItemDetails
Type of shareholders' meetingAnnual (8th fiscal year)
Date and time25 June 2026 (Thursday), 10:00 a.m. (受付開始: 9:00 a.m.)
Matters for resolutionProposal No. 1: Partial Amendments to the Articles of Incorporation, Proposal No. 2: Election of 7 Directors, Proposal No. 3: Election of 1 Audit & Supervisory Board member, Proposal No. 4: Revision of the Amount of Compensation and Other Benefits for Directors, Proposal No. 5: Revision of the Amount of Compensation and Other Benefits Relating to the Service-Continuity-Based Stock Compensation for Directors (for the initial applicable period from the close of the 7th Annual General Meeting of Shareholders to this Annual General Meeting of Shareholders), Proposal No. 6: Revision of the Amount of Compensation and Other Benefits Relating to the Performance-Linked Stock Compensation for Directors (for the initial applicable period from the close of the 7th Annual General Meeting of Shareholders to this Annual General Meeting of Shareholders), Proposal No. 7: Revision of the Amount and Terms of Compensation and Other Benefits Relating to the Service-Continuity-Based Stock Compensation for Directors, Proposal No. 8: Revision of the Terms of the Service-Continuity-Based Stock Compensation for Outside Directors, Proposal No. 9: Revision of the Amount and Terms of Compensation and Other Benefits Relating to the Performance-Linked Stock Compensation for Directors
Shareholder ProposalNo
Director nominee7, including 2 new and 4 outside directors
Items this document does not state (1)
Percentage voting in favor

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.

As all preferred shares have been acquired and cancelled and no further issuance is planned, the related provisions of the Articles of Incorporation will be deleted. The number of directors will be increased by 1 to further strengthen the management structure. As Audit & Supervisory Board Member Hatano Koitsu (畑野耕逸) will resign upon the conclusion of the Annual General Meeting of Shareholders, a successor will be elected. The excerpt does not provide details on the reasons for revising the compensation and other benefits.

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Notice of Convocation of the 8th Annual General Meeting of Shareholders | Kioxia Holdings Corporation (285A) timely disclosure | Komori