Notice Regarding the Amount and Details of Remuneration as Stock Options for Directors: Japan

Akatsuki Inc. has proposed the implementation of a new stock option plan for its Directors, excluding Outside Directors, to be presented for approval at the 16th Ordinary General Meeting of Shareholders on June 25, 2026. The primary objective of this initiative is to align the interests of the leadership team with those of shareholders while enhancing motivation and morale to drive improved corporate performance and long-term value.

The proposal seeks authorization to provide up to JPY 100 million in annual remuneration specifically for stock acquisition rights, which will be distinct from the existing annual cash remuneration limit of JPY 500 million. Under the plan, the maximum number of stock acquisition rights to be granted annually is 800, representing a maximum of 80,000 common shares. The company estimates that this issuance will result in a minimal dilutive effect, calculated at approximately 0.6% of the total issued shares.

The exercise price for these options will be set at the closing price of the company’s common stock on the Tokyo Stock Exchange on the grant date. The exercise period will be determined by the Board of Directors, spanning between two and ten years from the grant date. Eligibility is generally contingent upon the holder maintaining a position as a Director, Audit & Supervisory Board Member, or employee of the company or its affiliates at the time of exercise, subject to specific exceptions for retirement or other justifiable circumstances. The board retains the authority to adjust the number of shares and the exercise price in the event of corporate restructuring, such as mergers, stock splits, or share exchanges, ensuring the plan remains equitable under varying market conditions.