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Notice Regarding Stock Split and Partial Amendment to the Articles of Incorporation

May 28, 2021

On May 28, 2021, the TechnoPro Holdings, Inc. Board of Directors has resolved a three-for-one stock split and partial amendment to its Articles of Incorporation, as described below.

1. Purpose of the stock split

Through the stock split, TechnoPro Holdings, Inc. intends to lower the price of each trading unit, making its shares more accessible to a wider range of investors and enhancing liquidity in the stock market.

2. Overview of the stock split

(1) Method

With Wednesday, June 30, 2021 as the record date, TechnoPro Holdings Inc. will conduct a three-for-one split for each share outstanding held by shareholders listed or recorded on the final shareholders registry as of said date.

(2) Number of shares to be increased by the stock split

i. Number of shares outstanding before the stock split36,140,388 shares
ii. Number of shares added through the stock split72,280,776 shares
iii. Number of shares outstanding after the stock split108,421,164 shares
iv. Total number of authorized shares after the stock split300,000,000 shares

(3) Schedule

i. Public notice date of the record dateTuesday, June 15, 2021
ii. Record dateWednesday, June 30, 2021
iii. Effective dateThursday, July 1, 2021

3. Partial amendment to the Articles of Incorporation

(1) Reason for the amendment

Upon the implementation of the stock split described above, TechnoPro Holdings, Inc. will change the total number of authorized shares stated in Article 6 of its Articles of Incorporation effective Thursday, July 1, 2021, pursuant to the Article 184, Paragraph 2 of the Companies Act.

(2) Details of the amendment

(Underlined text indicates changed text)

CurrentAfter Amendment

Article 6. (Total Number of Shares Authorized to Be Issued)

The total number of shares authorized to be issued by the Company shall be one hundred thirty-six million two hundred and ninety-six thousand (136,296,000).

Article 6. (Total Number of Shares Authorized to Be Issued)

The total number of shares authorized to be issued by the Company shall be three hundred million (300, 000,000).

(3) Schedule

Effective date: Thursday, July 1, 2021

4. Others

(1) Change in capital

The stock split will not change the amount of share capital.

(2) Dividends

Since the stock split will become effective Thursday, July 1, 2021, the year-end dividends for the fiscal year ending June 30, 2021 to be paid to shareholders of record on Wednesday, June 30, 2021 will be based on the number of shares before the stock split.

The year-end dividend forecast for the fiscal year ending June 30, 2021 remains unchanged from that stated in the “Notice Regarding Revisions of Earnings Guidance and Dividend Forecast” announced on April 28, 2021. TechnoPro Holdings, Inc. plans to distribute a year-end dividend of ¥122.0 per share.

(Note on translation)
This document is provided for informational purpose only. If there are any discrepancies between this and the original, the original Japanese document prevails.

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