Screen : Notice of the 83rd Ordinary General Meeting of Shareholders

This document has been translated from a part of 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. The Company assumes no responsibility for this translation or for direct, indirect or any other forms of damages arising from the translation.

Securities Code: 7735

May 31, 2024

To Shareholders with Voting Rights

Toshio Hiroe

Representative Director and President

Member of the Board

Chief Executive Officer

SCREEN Holdings Co., Ltd.

Tenjinkita-machi1-1,Teranouchi-agaru

4-chome,Horikawa-dori,Kamigyo-ku,

Kyoto, Japan

Notice of the 83rd Ordinary General Meeting of Shareholders

You are cordially notified of the 83rd Ordinary General Meeting of Shareholders of the Company. The Meeting will be held as described below.

If you are not attending the General Meeting of Shareholders, you may exercise your voting rights in writing or electronically. Please see the Reference Documents for the General Meeting of Shareholders and exercise your voting rights by 5:00 p.m. (JST) on Thursday, June 20, 2024.

1. Date and Time: Friday, June 21, 2024 at 10:00 a.m. (JST)

2. Place:	5th Floor of the Head Office Building, SCREEN Holdings Co., Ltd.
	Tenjinkita-machi1-1,Teranouchi-agaru4-chome,Horikawa-dori, Kamigyo-
	ku, Kyoto, Japan

3. Agenda of the Meeting:

Matters to be reported: (1) The Business Report, the Consolidated Financial Statements, and results of audit of the Consolidated Financial Statements by the accounting auditor and the Board of Corporate Auditors for the 83rd fiscal term (from April 1, 2023 to March 31, 2024)

1. The Non-consolidated Financial Statements for the 83rd fiscal term (from April 1, 2023 to March 31, 2024)

Proposals to be resolved:

Proposal No. 1: Appropriation of surplus

Proposal No. 2: Election of eight directors

Proposal No. 3: Election of four corporate auditors

Proposal No. 4: Election of one substitute corporate auditor

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Notes on the provision of electronic documents

1. Provision of electronic documents for general meetings of shareholders

In convening this General Meeting of Shareholders, information in the documents prepared for the event has been made electronically available, and is posted as "Notice of the 83rd Ordinary General Meeting of Shareholders" on the websites indicated below. Please access either website to find the information.

The Company's website

https://www.screen.co.jp/en/ir/shareholder-meetinginfo

Tokyo Stock Exchange website (TSE Listed Company Search)* https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show

*On the TSE website, enter "SCREEN" in the "Issue name (company name)" field or the Company's securities code "7735" in the "Code" field and click "Search." Select "Basic information" and then "Documents for public inspection/PR information."

2. Non-inclusion of certain matters in the paper copy delivered to shareholders

The paper copies of the documents sent to shareholders upon request do not include the matters listed below in accordance with laws and regulations and Article 16 of the Articles of Incorporation of the Company.

1. "Matters concerning the accounting auditor" and "Matters concerning systems for ensuring the properness of operations" of the Business Report
2. "Consolidated statement of changes in shareholders' equity" and "Notes to the consolidated financial statements" of the Consolidated Financial Statements
3. "Balance sheet," "Statement of income," "Statement of changes in shareholders' equity" and "Notes to the non-consolidated financial Statements" of the Non-consolidated Financial Statements
4. "Audit report by the accounting auditor" of the Audit Reports

Notes:

1. above is included in the Business Report audited by corporate auditors during preparation of the Audit Report.
2. and 3) are included in the Consolidated Financial Statements and the Non-consolidated Financial Statements audited by the accounting auditor and corporate auditors during preparation of the Audit Report.

3. In the event of modifications to the documents provided electronically

In the event that the documents provided electronically are modified, the Company will notify such fact and post such modification on the Company's website and the TSE website indicated above.

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Guidance for shareholders

Live streaming

Live streaming of this General Meeting of Shareholders will be available online.

Since it does not constitute attendance under the Companies Act, you cannot exercise your voting rights or ask questions via live streaming. You are requested to exercise your voting rights in writing or electronically in advance.

Acceptance of preliminary questions

Prior to the General Meeting of Shareholders, the Company will accept questions on its website. On the day of the meeting, the Company intends to respond to questions on topics in which shareholders are highly interested from among those received in advance.

Financial briefing

Financial briefing will take place at the same venue after the General Meeting of Shareholders. Live streaming of the briefing session will also be available.

Notice of resolution

Please note that the results of the resolution will be posted on the Company's website below. https://www.screen.co.jp/en/ir/shareholder-meetinginfo

They will not be sent via mail.

Barrier-free measures

If you need assistance at the venue, please contact us by Friday, June 14, 2024 to give us sufficient time for preparation.

Contact:

IR Section, Corporate Communications Department

SCREEN Holdings, Co., Ltd.

Tel: [phone]

Online form: https://www.screen.co.jp/contact/ir

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Guidance on Exercise of Voting Rights

Please see the Reference Documents for the General Meeting of Shareholders and exercise your voting rights by the following methods.

Exercise of voting rights by attendance

Please bring and submit the enclosed Voting Rights Exercise Form at the reception on the day of the meeting.

Date and Time: 10:00 a.m. on Friday, June 21, 2024

Exercise of voting rights in advance 1. Postal mail

Please indicate your approval or disapproval for each of the proposals on the enclosed Voting Rights Exercise Form and return it to the sender by the following deadline.

Deadline: 5:00 p.m. on Thursday, June 20, 2024

2. Online

You can exercise your voting rights online. For details, refer to the next page.

Deadline: 5:00 p.m. on Thursday, June 20, 2024

• If an approval or disapproval is not indicated on the Voting Rights Exercise Form that the Company receives, it will be treated as an indication of a vote for that proposal.
• If your voting rights are exercised in duplicate in writing (postal mail) and online, the latter will be deemed valid.
• If you exercise your voting rights multiple times online or exercise your voting rights in duplicate using a personal computer and smartphone, only the last vote exercised will be deemed valid.
• Institutional investors may also exercise voting rights electronically using the "Electronic Voting Rights Exercise Platform" operated by ICJ, Inc. for this Ordinary General Meeting of Shareholders.

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Procedures for Exercising Voting Rights Online

By scanning the QR code (Smart Exercise)

1. Scan the QR code at the bottom right of the Voting Rights Exercise Form.
2. Follow the instructions on the screen to indicate your approval or disapproval of the proposals.

Exercising of voting rights by Smart Exercise is available only once.

From the second time onward, please refer to the explanation below.

By entering the voting rights exercise code and password

1. Access the Company's designated website for exercise of voting rights(https://www.web54.net).
2. Enter the code and password specified on the enclosed Voting Rights Exercise Form.
3. Follow the instructions on the screen to indicate your approval or disapproval of the proposals.

Notes 1: QR code is a registered trademark of DENSO WAVE INCORPORATED.

1. Internet service provider and telecommunications carrier fees (connection fees, etc.) for exercise of voting rights online shall be borne by the shareholder.

Inquiries concerning exercise of voting rights online

Sumitomo Mitsui Trust Bank Stock Transfer Agency website support (exclusive number) Toll Free Number: 0120-652-031 (9:00 a.m. to 9:00 p.m. (JST))

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Reference Documents for the General Meeting of Shareholders

Proposals and references

Proposal No. 1: Appropriation of surplus

The SCREEN Group works to secure the retained earnings necessary for growth investment and the maintenance of a sound financial base for responding to future changes in the business environment. Considering this aim and other factors, the SCREEN Group's basic policy is to provide a total consolidated shareholder return ratio of 30% or above.

Based on the policy above, it is proposed that year-end dividends for the 83rd fiscal term be distributed as follows:

(1) Distribution of dividends to shareholders and the total amount thereof

¥140 per share of common stock of the Company, or ¥13,629,707,560 in total

1. Date on which the dividend of surplus becomes effective Monday, June 24, 2024

Notes: 1. The Company implemented a share split of common stock in the ratio of 2 for 1 on October 1, 2023. The Company paid ¥83.50 per share on a post-split basis as interim dividend, and therefore, annual dividends will be ¥223.50 per share.

2. Based on the targets set in the Value Up 2023 medium-term management plan, the Company has revised the target consolidated total return ratio to 30% or more in the 81st fiscal term (fiscal term ended March 31, 2022).

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Proposal No. 2: Election of eight directors

The terms of office of eight directors, namely Messrs. Eiji Kakiuchi, Toshio Hiroe, Yoichi Kondo, Yoshihisa Ishikawa, Makoto Yoda, Hidemi Takasu, Ms. Hiroko Okudaira, and Mr. Seiji Narahara, will expire at the close of this Meeting. Accordingly, the Company proposes election of eight directors.

The nominees for directors are as follows:

								Position and responsibility in	Attendance at
No.		Name		Meetings of the
		the Company	Board of
									Directors
								Chairman	100%
1	Eiji Kakiuchi		Reelection
				Member of the Board	(14/14 meetings)
								Representative Director	100%
								President
2	Toshio Hiroe		Reelection
				Member of the Board	(14/14 meetings)
								Chief Executive Officer
								Representative Director	100%
								Senior Managing Director
3	Yoichi Kondo		Reelection
				Member of the Board	(14/14 meetings)
								Chief Financial Officer
								Director	100%
4	Yoshihisa Ishikawa		Reelection
				Member of the Board	(14/14 meetings)
			Reelection		Director	100%
5	Hidemi Takasu		Outside
				Member of the Board	(14/14 meetings)
			Independent
			Reelection		Director	100%
6	Hiroko Okudaira		Outside
			Member of the Board	(14/14 meetings)
			Independent
			Reelection		Director	100%
7	Seiji Narahara		Outside
			Member of the Board	(10/10 meetings)
			Independent
8	Fumikazu Sato		New candidate		-	-
	Outside
			Independent

Note: The attendance at meetings of the Board of Directors for Mr. Seiji Narahara pertains to the meetings of the Board of Directors held following his assumption of office on June 23, 2023.

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No.

1

Eiji Kakiuchi  Profile, position, and responsibility in the Company

Reelection

Date of Birth

April 3, 1954

Number of shares of the Company held

49,952

Number of years in office as Director (at the close of this Meeting)

13 years

Attendance at

Meetings of the

Board of Directors

100% (14/14)

April 1981	Joined the Company
April 2005	Corporate Officer
	President, Media Technology Company
April 2007	Corporate Executive Officer
	President, Semiconductor Equipment Company
April 2011	Chief Officer of IR, Security Export Control, GPS and
	Group G10
June 2011	Director, Member of the Board
April 2014	Representative Director, President, Member of the Board
June 2019	Representative Director, Chairman, Member of the Board
June 2023-present:	Chairman, Member of the Board

• Significant concurrent position

Outside Director, KYOCERA Corporation

• Reasons for selection as a candidate for director

Mr. Eiji Kakiuchi has diverse management experience. He worked in the marketing division of the printing business, served as the president of subsidiaries in the U.S. and Europe, and also served as the president of an in-house company. He led business expansion of the semiconductor business as the company president. He promoted dialogue with capital markets and shareholders as the Chief Officer of IR and then as President of the Company. Currently, as Chairman and Member of the Board, he is responsible for internal audit and corporate governance of the Group. He is also promoting industry-academia-public sector collaboration and regional collaboration as well as social contribution activities. The Company has judged that he can fulfill his responsibilities and duties and requests his continued election as director.

Message to shareholders

I was elected Representative Director and President in 2014 and Chairman, Member of the Board in 2019. Over the years, I have worked to enhance our corporate value to meet the expectations of our shareholders. I am committed to executing supervision in ensuring flexible management in the ever-changing business environment and to enhancing the quality of governance of the entire Group. I will work to invigorate the Board of Directors by maintaining a moderate distance from the executive side from a non-executive standpoint, in order for the Group to grow its global operations.

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No.

Toshio Hiroe

 Profile, position, and responsibility in the Company

2

Reelection

Date of Birth

May 5, 1959

Number of shares of the Company held

26,734

Number of years in office as Director (at the close of this Meeting)

5 years

Attendance at

Meetings of the

Board of Directors

100% (14/14)

April 1983	Joined the Company
April 2006	Vice President, Semiconductor Equipment Company
April 2007	Corporate Officer
October 2009	Deputy General Manager, R&D Center
August 2014	President, SCREEN Finetech Solutions Co., Ltd.
June 2019-present:	Representative Director, President, Member of the Board,
	Chief Executive Officer (CEO)

• Significant concurrent positions

Director, SCREEN Semiconductor Solutions Co., Ltd.

Director, SCREEN Graphic Solutions Co., Ltd.

Director, SCREEN Finetech Solutions Co., Ltd.

Director, SCREEN PE Solutions Co., Ltd.

Director, SCREEN Advanced System Solutions Co., Ltd.

• Reasons for selection as a candidate for director

Mr. Toshio Hiroe has a wealth of experience and achievements in engineering through his engagement in technological development in the semiconductor business for many years. He has profound management experience, including the management of a R&D company in the U.S. as the Deputy General Manager of the R&D Center and the display business as the in-house company president. As Representative Director, President, Member of the Board, and Chief Executive Officer (CEO) of the Company, he has been promoting long-term enhancement of corporate value based on the Management Grand Design and has led the Company to the achievement of record-high performance for three consecutive years.

The Company has judged that he can fulfill his responsibilities and duties and requests his continued election as director.

Message to shareholders

Taking the opportunity of its 80th anniversary in 2023, the Company redefined its corporate philosophy. We also discussed our 10-year vision to be defined in the Management Grand Design and reaffirmed our commitment to long-term growth to external parties. I believe that the Management Grand Design, which is a long-term management plan, maps out how we can create value in alignment with our corporate philosophy. In the current fiscal term, we have formulated a new medium-term management plan for the next three years. Convinced that continuously delivering solutions that impact society will lead to continued enhancement of corporate value, I will do my utmost to achieve the plan.

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No.

3

Yoichi Kondo

Reelection

Date of Birth

September 25, 1958

Number of shares of the Company held

9,908

Number of years in office as Director (at the close of this Meeting)

10 years

Attendance at

Meetings of the

Board of Directors

100% (14/14)

• Profile, position, and responsibility in the Company

April 1982	Joined The Bank of Tokyo, Limited*
June 2010	Corporate Officer, The Bank of Tokyo-Mitsubishi UFJ, Ltd.*
	*Currently MUFG Bank, Ltd.
June 2013	Joined the Company
	Corporate Officer (Senior)
April 2014	General Manager, General Administration Division
June 2014	Managing Director, Member of the Board
June 2014-present:	Chief Financial Officer (CFO)
April 2021	Senior Managing Director, Member of the Board
	Chief Officer of IR & PR
June 2023-present:	Representative Director, Senior Managing Director, Member
	of the Board

• Significant concurrent position

Director, SCREEN Semiconductor Solutions Co., Ltd.

• Reasons for selection as a candidate for director

Mr. Yoichi Kondo has a wealth of knowledge and a high level of expertise in finance, accounting, and risk management gained through his experience in these fields in and outside Japan. He also has experience of engaging in constructive dialog with institutional investors. Currently, as Representative Director, Senior Managing Director, Member of the Board, and Chief Financial Officer (CFO) of the Company, he has been promoting the establishment of a robust financial position as the basis for investment for growth, with focus on cash flows and ROIC. He is also working to enhance transparency through appropriate information disclosure.

The Company has judged that he can fulfill his responsibilities and duties and requests his continued election as director.

Message to shareholders

Under the previous medium-term management plan, we worked to establish a robust financial position to enable flexible responses to changes in market conditions. We strove to improve our ability to withstand economic downturns by shortening payment tenor and aimed to achieve a balanced net cash position by improving cash conversion cycle. The Company's long-term issuer rating by Japan Credit Rating Agency, Ltd. was raised to A (stable), the highest ever. In addition, we implemented a share split and introduced interim dividends from the viewpoint of optimizing the investment unit and expanding opportunities for shareholder returns. We will continue to promote investment for further growth and shareholder returns in line with the Management Grand Design, while maintaining financial discipline.

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