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Kyocera : Transition to a Company with Audit & Supervisory Committee

Kyocera : Transition to a Company with Audit & Supervisory

Kyocera CorporationFebruary 2, 20265
Kyocera : Transition to a Company with Audit & Supervisory Committee

About this update from Kyocera Corporation

February 2, 2026 To All Persons Concerned Name of Company Listed: Kyocera Corporation Name of Representative: Hideo Tanimoto, President and Representative Director (Code number: 6971, TSE Prime Market) Contact Person: Hiroaki Chida Director, Managing Executive Officer, Executive General Manager of Headquarters (CFO) (Tel: +81-75-604-3500) Transition to a Company with Audit & Supervisory Committee At the meeting of the Board of Directors of Kyocera Corporation (the "Company") held today, the Company resolved to transition from a "company with audit & supervisory board" to a "company with audit & supervisory committee" as described below, subject to approval at the 72nd Ordinary General Shareholders Meeting to be held in late June 2026. Purpose and Background of the Transition The Company has been launching the Strategic Business Transformation Project and working on various measures to return to its position as a high growth and profitable company, and to achieve continuous growth and increase corporate value in the mid-to-long term. Furthermore, from the perspective of corporate governance, which is a material management foundation, the Company has decided to transition to a company with audit & supervisory committee to strengthen the supervisory function of the board of directors and to enhance the board's deliberative processes. Directors in an audit & supervisory committee hold various powers, including voting rights at meetings of the board of directors, which will provide an enhanced supervisory function of the board of directors based on the insights and experience of the outside directors of the Company. The Company believes that the establishment of the committee will also facilitate placement of the mid-to-long-term management vision and strategy of the Company as a key focus of discussion at meetings of the board of directors, thereby enhancing corporate governance and increasing corporate value. Timing of Transition The Company plans to transition to a company with audit & supervisory committee upon approval of the requisite amendments to its articles of incorporation at the 72nd Ordinary General Shareholders Meeting to be held in late June 2026. Others The substance of the amendments to the Article of Incorporation will be communicated separately once decided. Cautionary Statements with respect to Forward-Looking Statements Certain of the statements made in this document are forward-looking statements, which are based on our current assumptions and beliefs in light of the information currently available to us. These forward-looking statements involve known and unknown risks, uncertainties and other factors. Such risks, uncertainties and other factors include, but are not limited to the following: General conditions in the Japanese or global economy; Unexpected changes in economic, political and legal conditions in countries where we operate or export; The effect of foreign exchange fluctuations on our results of operations; Intense competitive pressures to which our products are subject; Fluctuations in the price and ability of suppliers to provide the required quantity of raw materials for use in our production activities; Manufacturing delays or defects resulting from outsourcing or internal manufacturing processes; The possibility that future initiatives and in-process research and development may not produce the desired results; Companies or assets acquired by us not produce the returns or benefits, or bring in business opportunities; Inability to secure skilled employees; Damages on our information security systems from cyberattacks, etc. and significant costs in order to recover and maintain the systems; Insufficient protection of our trade secrets and intellectual property rights including patents; Expenses associated with licenses we require to continue to manufacture and sell products; Unintentional conflict with laws and regulations or newly enacted laws and regulations; Environmental liability and compliance obligations by tightening of environmental laws and regulations; Inability to respond to global climate change problems or delay in such response, which may lead to increased costs and negatively impact our corporate brands; Our market or supply chains being affected by plague, infectious diseases, terrorism, wars or similar events; Earthquakes and other natural disasters affecting our headquarters and major facilities as well as our suppliers and customers; Credit risk on trade receivables; Fluctuations in the value of financial instruments held by us; Impairment losses on property, plant and equipment, goodwill and intangible assets; Uncertainty over income tax and deferred tax assets; and Changes in accounting standards. Due to such risks, uncertainties and other factors, our actual results, performance, achievements or financial condition may be substantially different from any future results, performance, achievements or financial condition expressed or implied by these forward-looking statements. We undertake no obligation to publicly update any forward-looking statements included in this document.

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