Toshiba Tec Corp.TSE: 6588

Matters Concerning Controlling Shareholder, etc.

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Note : This document has been translated from the Japanese original for reference purposes only. In the event of any discrepancy between this translated document and the Japanese original, the original shall prevail.



May 11, 2026

Company: Toshiba Tec Corporation Representative: Hironobu Nishikori

Representative Director

President and Chief Executive Officer (Securities code: 6588,

Tokyo Stock Exchange Prime Market)

Contact: Akira Abe

General Manager of Corporate Communications Department (Tel: +81-3-6830-9151)

Matters Concerning Controlling Shareholder, etc.

  1. Trade names and other information of the parent companies (as of March 31, 2026)

    Name

    Attribute

    Percentage of voting rights held by the parent companies (%)

    Financial instruments exchange, etc. where shares issued by the parent companies are listed

    Voting rights directly held

    Voting rights subject to aggregation

    Total

    Toshiba Corporation

    Parent company

    50.3

    0.1

    50.5

    -

    TBJH Inc.

    Parent company

    -

    50.5

    50.5

    -

    TBJ Holdings Inc.

    Parent company

    -

    50.5

    50.5

    -

  2. Trade name of the company within the category of parent companies that is recognized as having the greatest influence on the Company and reason for having such recognition

    Name

    Reason

    Toshiba Corporation

    Toshiba Corporation is the largest shareholder of the Company and directly holds

    more than half of the voting rights.

  3. Relationships between the Company and the parent company, etc., including its position within the corporate group of the parent company, etc. (as of March 31, 2026)

    1. The position of the Company within the corporate group of the parent company, etc., business relationships, human or capital relationships with the parent company, etc., and its group companies

      The parent company of Toshiba Tec Corporation ("the Company") is Toshiba Corporation, which holds 50.5% of the voting rights of the Company (including 0.1% held indirectly).

      The Company is responsible for the Retail & Printing Solutions business within the Toshiba Group, and autonomously operates all facets of the business from development and manufacturing to sales, etc. The Company engages in a wide range of business cooperation with Toshiba Corporation and Toshiba Group companies, including research and development, mutual supply of products and parts, sales activities, etc., and will continue this collaboration in the future, while maintaining and ensuring its independence as a listed company.

      In the Company's business transactions with Toshiba Corporation and Toshiba Group companies, prices are determined according to normal terms of trade, through negotiation with reference to factors such as market prices. The Company has also entered into various contracts for the consignment of research, development and business services to facilitate the efficient utilization of resources within the Toshiba Group. Matters concerning transactions with Toshiba Corporation are set forth under "4. Transactions with the controlling shareholder, etc." on page 3.

      Human relationships with Toshiba Corporation include the mutual exchange of personnel as appropriate, such as concurrent service by corporate officers, for the purpose of sharing management expertise and technology and developing human resources, etc. The status of concurrent service by corporate officers and the acceptance of employees seconded within the Toshiba Group is as follows.

      (Status of concurrent service by corporate officers)

      Position

      Name

      Positions at the parent company, etc.

      or its group companies

      Reason for appointment

      Director (part-time)

      Takamasa Mihara

      Parent company Toshiba Corporation

      Corporate Officer, Corporate Senior Vice President, General Executive, Legal & Compliance Div. and Human Resources and Administration Div.

      To utilize his extensive experience, insight, etc. acquired at the parent company in decision-making, supervising the execution of duties, etc. at the Company

      (Status of acceptance of seconded employees)

      Segment name

      Number of seconded employees

      Name of the parent company, etc., or its group companies from which employees were seconded

      Reason for acceptance of seconded employees

      Retail Solutions

      2

      Parent company Toshiba Corporation

      To utilize experience, insight, etc. acquired at the parent company

      Corporate

      18

      Parent company Toshiba Corporation

      To utilize experience, insight, etc. acquired at the parent

      company

      1

      Subsidiary of the parent company

      Toshiba Accounting Service Corporation

      To utilize experience, insight,

      etc. acquired at the subsidiary of the parent company

      Note: The Company has 2,894 employees.

      Following the completion of a tender offer by TBJH (reorganized as TBJH Inc. as of September 26, 2023), Toshiba Corporation became a subsidiary of TBJH Inc. on September 27, 2023. As a result, TBJH Inc. and TBJ Holdings Inc., the parent company of TBJH Inc., have become the parent companies of the parent company of the Company.

    2. Business restrictions, risks and merits arising from the position of the Company within the corporate group of the parent company, etc., and the impact on management, business activities, etc. from business relationships, human or capital relationships, etc. with the parent company, etc. and its group companies The Company enjoys merits from its position within the Toshiba Group, including the ability to effectively utilize the Group's resources, such as its technological capabilities and product brand strength. However, if a situation were to arise within the Toshiba Group that damaged the Group's social credibility, there is a risk that the Company's management and business activities may also be affected.

    3. Views on ensuring a degree of independence from the parent company, etc., and measures to ensure this independence

      The Company has a broad range of cooperative business relationships with Toshiba Corporation and companies in the Toshiba Group. However, it ensures independence by engaging in business activities under an autonomous business management structure, and operating, in general, based on the unique management resources of the Company and its corporate group.

    4. Status of efforts to ensure a degree of independence from the parent company, etc.

      The Company engages in the Retail & Printing Solutions business under its own unique business management structure, in general.

  4. Transactions with the controlling shareholder, etc. (from April 1, 2025 to March 31, 2026)

    Type

    Name of company

    Location

    Share capital or equity (Million yen)

    Business description or occupation

    Ownership ratio of voting rights (%)

    Parent company

    Toshiba Corporation

    Kawasaki-shi, Kanagawa

    201,449

    Energy business, social infrastructure business, electronic devices

    business, etc.

    (Ownership of the Company)

    Direct: 50.3

    Indirect: 0.1

    Notes: There are no transactions that qualify as significant.

    In addition, TBJH Inc. and TBJ Holdings Inc. exist as the parent companies of the parent company of the Company. However, there are no transactions that qualify as significant between the Company and these two companies.

  5. Status of the implementation of measures to protect minority shareholders when engaging in transactions, etc. with the parent company

In the Company's business transactions with Toshiba Corporation and Toshiba Group companies, prices are determined according to normal terms of trade, through negotiation with reference to factors such as market prices. The Company has also entered into various contracts for the consignment of research, development and business services with Toshiba Corporation and Toshiba Group companies to facilitate the efficient utilization of resources within the Toshiba Group.

The Company has established the Special Committee consisting of four (4) outside directors to deliberate and review important transactions and actions that conflict with the interests of Toshiba Corporation and minority shareholders.

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