Nippon Television Holdings, Inc.TSE: 9404

Notice of Convocation of the 92nd Ordinary General Meeting of Shareholders

· Issued by Nippon Television Holdings, Inc.
  • Management Philosophy

    Enrich people's lives by providing accurate and timely news, high-quality content, and creating a diverse culture.

  • Management Vision Change the 'World' Through the Power of Content

    Being at the forefront of inspiration and reliability, the Nippon TV Group aspires to create an enriching future through our "content"-the various services and products spawned by each and every one of us. We will continue to create, produce, and deliver our "content" for a 'world' where a better future unfolds.

  • Slogan of Medium-Term Management Plan 2025 to 2027

Gear up, go global

To become Global Content Creator originating from Japan

To Those Shareholders with Voting Rights

(Securities Code: 9404)

May 30, 2025

(Commencement of electronic provision measures: May 29, 2025)

Yoshikuni Sugiyama Representative Director

Nippon Television Holdings, Inc. 6-1, Higashi Shimbashi 1-chome, Minato-ku, Tokyo

NOTICE OF CONVOCATION OF THE 92ND ORDINARY GENERAL MEETING OF SHAREHOLDERS

We hereby inform you of the 92nd Ordinary General Meeting of Shareholders of Nippon Television Holdings, Inc. ("the Company"). The Meeting will be held as described below.

Electronic provision measures have been taken upon convening the Meeting. Matters subject to electronic provision measures are posted on the following website.

The Company's website: https://www.ntvhd.co.jp/english/ir/holder/meeting/

In addition to the above website, the matters are also posted on the website of the Tokyo Stock Exchange ("TSE"). Please access the following TSE website (Listed Company Search), enter "Nippon Television Holdings" in the issue name (company name) column or "9404" in the code column, and click "Search." Then click on "Basic information" and "Documents for public inspection/PR information" to view the information.

TSE website: https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show

You may exercise your voting rights via the Internet or in writing (by mail) instead of attending the meeting in person. Please review the Reference Documents for the General Meeting of Shareholders and cast your vote according to the "Information on Exercising Voting Rights" by 6 p.m. on Thursday, June 26, 2025.

  1. Date and Time 10 a.m., Friday, June 27, 2025
  2. Place Nippon Television Tower 2F Hall

    6-1, Higashi Shimbashi 1-chome, Minato-ku, Tokyo

    *The venue for the Meeting will differ from that of the previous year. Please refer to the map at the end of this notice.

  3. Agendas of the Meeting
Matters to be Reported: Items of Business:
  1. Business Report and Consolidated Financial Statements for the 92nd Fiscal Term (from April 1, 2024 to March 31, 2025) and Reports of Audit on the Consolidated Financial Statements by the Independent Auditor and the Audit & Supervisory Board

  2. Non-Consolidated Financial Statements for the 92nd Fiscal Term (from April 1, 2024 to March 31, 2025)

First Item of Business: Appropriation of Surpluses Second Item of Business: Election of Ten (10) Board Directors Third Item of Business: Election of One (1) Alternate Audit & Supervisory Board Member Fourth Item of Business: Determination of Compensation for Granting Restricted Stock to

Executive Board Directors

Matters Disclosed on the Internet
  • Treatment of Voting Rights Exercise Forms with no indication of consent or dissent to the proposals

    Any exercise of voting rights with no indication of consent or dissent to the proposals on the Voting Rights Exercise Form will be treated as a vote of consent.

  • In accordance with the law and the provisions of the Company's Articles of Incorporation, the following matters subject to electronic provision measures are not included in the documents delivered to shareholders who requested the delivery of documents. Audit & Supervisory Board Members and the Independent Auditor have audited the documents subject to the audit including the following matters.

    1. Business Report "3. A System to Ensure Appropriateness of Business Operations and its Operating Situation" and "4. Basic Policy Regarding Control of the Company"

    2. Notes to the Consolidated Financial Statements

    3. Notes to the Non-Consolidated Financial Statements

  • In case of any changes in the information provided electronically, a notice for the said changes will be published through the website of the Company and the Tokyo Stock Exchange, with new descriptions and the relevant original related to the changed information posted on the both.

After the end of the Meeting, we plan to post a video of a digest version of the Meeting on the Company's website for a limited period.

https://www.ntvhd.co.jp/ir/holder/meeting/

To view the video, please enter the login ID and password printed on the enclosed attachment "Requests regarding the exercise of voting rights at the 92nd Ordinary General Meeting of Shareholders of Nippon Television Holdings, Inc."

Viewing the video may not be possible depending on your device or network environment. Any provider connection fees and communication costs (telephone charges) for viewing shall be borne by the shareholder. Please note that sections of the video that infringe the privacy of shareholders may be edited out when distributing the video.

Information on Exercising Voting Rights

Voting at the General Meeting of Shareholders is an important right of shareholders. Shareholders are strongly recommended to exercise their voting rights in writing (by mail) or via the Internet beforehand after examining the Reference Documents for the General Meeting of Shareholders.

Shareholders who exercise their voting rights beforehand Exercising voting rights via the Internet

Please see the next page and cast your vote on the items of business by the deadline below. Deadline for exercising voting rights: Cast by 6 p.m. on Thursday, June 26, 2025 Exercising voting rights in writing by mail

Please cast your vote on the items of business using the enclosed Voting Rights Exercise Form and return it by mail so that it arrives by the deadline below. Any exercise of voting rights with no indication of consent or dissent to the proposals on the Voting Rights Exercise Form will be treated as a vote of consent.

Deadline for exercising voting rights: Arrive by 6 p.m. on Thursday, June 26, 2025

If sending the enclosed Voting Rights Exercise Form by mail, you are kindly requested to send it well before the deadline since it may take some time until it arrives at the Company. We recommend that you exercise your voting rights via the Internet since that is received by the Company instantly.

Shareholders who attend the General Meeting of Shareholders

Please present the enclosed Voting Rights Exercise Form at the reception desk on arrival at the Meeting.

The venue for the Meeting will differ from that of the previous year. Please refer to the map at the end of this notice.

Note: You can only designate one (1) shareholder with voting rights to act as your representative and vote on your behalf. Note that, anyone who acts as a representative of another shareholder, must submit documents verifying that they have been delegated the right to act on the other party's behalf.

Date of General Meeting of Shareholders: 10 a.m. on Friday, June 27, 2025

Information on Exercising Voting Rights via the Internet, etc. Exercising voting rights using your smartphones, etc.
  1. Scan the QR Code® printed on the Voting Rights Exercise Form.

  2. Tap the "Exercise Voting Rights" button on the top page of the Portal of Shareholders' Meeting®.

  3. Once you have accessed the Smart Voting® page, follow the instructions on the screen to cast your vote.

* QR Code is a trademark of DENSO WAVE INCORPORATED.

Exercising voting rights using your PCs, etc.

Please access either of the following URLs and enter the login ID and password for the Portal of Shareholders' Meeting printed on the Voting Rights Exercise Form. Follow the instructions on the screen to cast your vote.

The Portal of Shareholders' Meeting: https://www.soukai-portal.net

Website for exercising voting rights is also available: https://www.web54.net

For Institutional Investors:

Institutional investors may use the electronic voting system platform that is operated by ICJ, Inc.

Notes:
  • If you wish to change your vote after exercising your voting rights, you will have to enter the "voting code" and "password" printed on the Voting Rights Exercise Form.

  • If you have exercised your voting rights several times via the Internet, etc., only the final execution shall be deemed as your effective exercise of voting rights. If you have exercised your voting rights both by sending the Voting Rights Exercise Form and via the Internet, the latest one that arrives shall be deemed as your effective exercise of voting rights. If they arrive at the Company on the same day, only the one via the Internet shall be deemed and handled as your effective exercise of voting rights.

Inquiries:

Securities Agency Web Support (Dedicated dial-in) Sumitomo Mitsui Trust Bank, Limited

Phone: 0120-652-031

(Business hours: 9 a.m.-9 p.m.)

* Please also check the FAQ page.