M3 : Notice Regarding Repurchase of Own Shares (Repurchase of Shares Under the Provision of M3’s Articles of Incorporation Pursuant to Article 459, Paragraph 1 of the Companies Act)

Disclaimer: This document is a translation of the original Japanese version. The original Japanese version was prepared and disclosed by the Company in accordance with Japanese accounting standards. This document does not contain or constitute any guarantee and the Company will not compensate for any losses or damages arising from interpretations or actions taken based on this document. In the case of any discrepancies between the Japanese original and this document, the Japanese original is assumed to be correct.

Listed Name: M3, Inc.

(TSE Prime Market, Ticker Code: 2413) (https://corporate.m3.com/en)

Headquarters: 1-11-44 Akasaka, Minato-ku, Tokyo Representative: Itaru Tanimura, Representative Director Contact: Hirofumi Oba, Corporate Officer

(Repurchase of Shares Under the Provision of M3's Articles of Incorporation Pursuant to Article 459, Paragraph 1 of the Companies Act)

M3, Inc. ("Company") hereby announces that it has resolved, at a meeting of its Board of Directors held today, to repurchase its own common shares pursuant to Article 459, Paragraph 1 of the Companies Act of Japan and the Company's Articles of Incorporation, as follows.

1. Reason for the Repurchase

   Our basic policy for resource allocation is to retain earnings internally and reinvest them to strengthen our fundamental resource base and prepare for new business development. We determine the level of shareholder returns by comprehensively considering trends in funding needs and cash flow conditions.

   For the current fiscal year, considering our financial position, the business environment, including the fiscal year 2025 and fiscal year 2026 earnings forecasts, the current stock price level, and the request for "Action to Implement Management that is Conscious of Cost of Capital and Stock Price" published by the Tokyo Stock Exchange in 2023, we have comprehensively reviewed our resource allocation. As a result, for the current fiscal year, we have decided to implement both a dividend of surplus and the acquisition of treasury shares as shareholder returns.

   Going forward, while strengthening our fundamental resource base and preparing for new business development, we will continue to consider flexible resource allocation in response to our financial condition and the business environment.

2. Details of Matters Relating to the Repurchase

Depending on market environment and other factors, it is possible that no share repurchase, or a share repurchase of only a portion of the above, will be carried out.

(Reference 1) Status of treasury shares as of March 31, 2025

(Reference 2) Action to Implement Management that is Conscious of Cost of Capital and Stock Price

We calculate and understand our business's cost of capital and report it to the Board of Directors, firmly confirming that our Return on Equity (ROE) exceeds this cost. On the other hand, regarding market valuation, key stock price indicators such as the Price-to-Earnings Ratio (PER) have decreased by approximately half over the past two years. We analyze that one of the contributing factors to this is a decline in ROE compared to the past, following the normalization of the rapid demand surge triggered by the COVID-19 pandemic.

Our priority is to maximize business expansion and growth. Simultaneously, we aim to allocate capital to highly capital-efficient uses such as business investment, thereby improving capital profitability indicators, including ROE. Given that the impact of the multi-year COVID-19 pandemic on our earnings has largely dissipated in the fiscal year ended March 2025, we will further promote initiatives aimed at future business expansion and growth.

Our basic policy for resource allocation is to retain earnings internally and reinvest them to strengthen our fundamental resource base and prepare for new business development.

Furthermore, when considering resource allocation, we comprehensively take into account trends in funding needs and cash flow conditions to determine the level of shareholder returns. The ROE for the fiscal year ended March 2025 is 11.1%, and the consolidated dividend payout ratio based on the planned dividends for the fiscal year ending March 2026 is 35.2%. Additionally, we have decided to undertake a share repurchase program in the fiscal year ending March 2026.

Moving forward, our foremost priority remains business expansion. By allocating capital to highly capital-efficient uses, we aim to enhance corporate value and improve capital profitability indicators.