Notice Regarding Approval Resolution on Share Consolidation, Abolition of the Number of Shares per Unit, and Partial Amendment of Articles of Incorporation

Overview of Share Consolidation and Amendments to Articles of Incorporation

Hogi Medical Co., Ltd. approved a plan to consolidate 7,186,355 common shares into 1 share at the Extraordinary General Meeting of Shareholders held on April 24, 2026. As a result, the total number of issued shares will decrease from 22,535,463 shares to 3 shares, and the total number of authorized shares will be adjusted to 12 shares. Additionally, the provision for the number of shares per unit will be abolished, and related provisions such as the record date and electronic provision measures will be deleted from the Articles of Incorporation. These changes are scheduled to take effect on May 19, 2026.

Impact on Shareholders and Market, and Future Schedule

In connection with the share consolidation, fractional shares will be sold to the tender offeror, TCG2509 Co., Ltd., and the proceeds will be distributed to shareholders. The Company's shares will be designated as issues under delisting monitoring from April 24, 2026, and will be delisted from the Tokyo Stock Exchange Prime Market on May 15, 2026. After the delisting, the Company’s shares will no longer be tradable on the market, so shareholders are advised to take note. The distribution of proceeds from the sale is expected around late August 2026.