Gungho Online Entertainment, Inc.TSE: 3765

Notice Regarding Selection of Outside Director Candidates and Retirement of Directors

· Issued by GungHo Online Entertainment, Inc.


February 13, 2026

To Whom It May Concern:

Company name GungHo Online Entertainment, Inc. Representative Kazuya Sakai

Representative Director & President, CEO (Securities code:3765 TSE Prime)

Contact person Kazumasa Takayama

Corporate Officer, CFO & IRO, and Executive General Manager of Corporate Planning Division (TEL:03-6895-1650)

Notice Regarding Selection of Outside Director Candidates and Retirement of Directors

GungHo Online Entertainment, Inc. (the "Company") hereby announces that it resolved at a Board of Directors meeting held on February 13, 2026, to select new Outside Director candidates as follows. This selection will likely be officially determined at the Company's 29th Annual General Meeting of Shareholders scheduled to be held on March 30, 2026. In addition, two Directors will retire at the close of that Annual General Meeting of Shareholders as follows.

  1. Career history of the Outside Director candidates (planned date of appointment: March 30, 2026)

    Name

    (Date of birth)

    Career Summary

    Hiroyuki Uchida

    (October 10, 1973)

    New appointment

    April 1996

    April 2001

    January 2006

    September 2013

    November 2024

    October 2025

    Joined Japan Associated Finance Co., Ltd. (current JAFCO Group Co., Ltd.)

    Certified as Certified Public Accountant Joined FAST RETAILING CO., LTD.

    Executive Officer of FAST RETAILING CO., LTD.

    Registered as Certified Tax Accountant

    Representative of Uchida Hiroyuki Certified Public Accountant and Tax Accountant Office (current)

    Auditor of TRANSIT HOLDINGS INC.(current)

    Auditor of ALTOMOS HEALTH CARE Foundation (current)

    Emiko Maki

    (April 30, 1975)

    New appointment

    October 2006

    January 2016 December 2022

    April 2023

    March 2025

    Registered as Attorney at Law (member of the Dai-ichi Tokyo Bar Association)

    Joined ABE, IKUBO & KATAYAMA

    Partner of ABE, IKUBO & KATAYAMA (current) Registered as Patent Attorney

    Executive Director of Japan Patent Attorneys Association

    Resigned from Executive Director of Japan Patent Attorneys Association

    • The Company does not have any special interest in Mr. Hiroyuki Uchida and Ms. Emiko Maki.

    • Mr. Hiroyuki Uchida and Ms. Emiko Maki are Outside Director candidates stipulated by Item (xv) of Article 2 of the Companies Act.

    • Mr. Hiroyuki Uchida and Ms. Emiko Maki fulfill the requirements for an independent officer as stipulated by the Tokyo Stock Exchange and the Company's standards for the independence of Outside Directors, and, upon the approval of the appointment of Mr. Hiroyuki Uchida and Ms. Emiko Maki, their notification will be provided to the Tokyo Stock Exchange as independent officers.

  2. Reason for selection of the Outside Director candidates

    Mr. Hiroyuki Uchida holds qualifications as a certified public accountant and tax accountant. He possesses extensive experience and broad insight in corporate management, including involvement in global business development through acquisitions and capital alliances while serving as an executive officer at a listed company. He has been determined that he is capable of contributing to the Company's sustainable growth and further enhancement of corporate value and therefore has been nominated as an Outside Director candidate.

    Ms. Emiko Maki possesses extensive experience and deep expertise in the fields of intellectual property rights and corporate legal affairs as both an attorney at law and patent attorney. She has been determined that she can contribute to the Company's sustainable growth and further enhancement of corporate value and therefore has been nominated as an Outside Director candidate. She has never been involved in the management of a company in any way other than serving as an outside director or an outside auditor. However, we determine that she will be able to appropriately fulfill her duties as an Outside Director, for the reasons stated above.

    Furthermore, if the proposal regarding the election of directors is approved as originally proposed at the 29th Annual General Meeting of Shareholders scheduled to be held on March 30, 2026, half of the members of our Board of Directors will become independent outside directors. This will further strengthen the oversight and supervisory functions of our management structure.

  3. Retirement of Director (planned date of retirement: March 30, 2026) Director to retire

Norikazu Oba (Director)

Keiji Miyakawa (Outside Director)

Reason for retirement Expiry of tenure

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