Mitsubishi Chemical Holdings Corporation (MCHC) hereby announces that it has decided to dispose of treasury shares as equity compensation in the form of restricted shares ('Treasury Share Disposition') at the meeting of the Corporate Executive Officers Committee held today based on a delegation from the Board of Directors.

Outline of disposition (1) Payment date June 25, 2020 (2) Type and number of shares for disposition 102,189 common shares of MCHC (3) Disposition price 604.5 yen per share (4) Total value of disposition 61,773,251 yen (5) Intended allottees 7 (seven) corporate executive officers (6) Other A securities notice pursuant to the Financial Instruments and Exchange Act has been submitted for the Treasury Share Disposition

Purpose and reason for disposition

MCHC has decided at a meeting of its Compensation Committee held on February 28, 2020, to introduce a new program involving equity compensation in the form of restricted shares ('the Program') for corporate executive officers for the purpose of providing an incentive for the continuous improvement of MCHC's corporate value and shareholder value over the medium to long term to enhance retention as well as share further value with shareholders.

MCHC also decided at a meeting of its Compensation Committee held on May 25, 2020, to grant 102,189 common shares of MCHC ('Allotted Shares') to seven corporate executive officers ('Target Corporate Executive Officers') by having them contribute in kind monetary remuneration totaling 61,773,251 yen granted to them in accordance with the Program and in consideration of the purpose of the Program, the business performance of MCHC, the scope of responsibilities of each Target Corporate Officer, and other miscellaneous matters.

Under the Program, the Target Corporate Executive Officers will pay all monetary remuneration paid to them by MCHC in accordance with the Program as contributed assets and receive issuance or disposition of common shares of MCHC. The amount of monetary remuneration paid to each Target Corporate Executive Officer has been decided by the Compensation Committee.

Calculation basis for payment amount and specific details

The Treasury Share Disposition will be carried out with the monetary remuneration paid to the intended allottees based on the Program as the contribution in kind. The payment amount will be 604.5 yen, the closing price of MCHC's common shares on the Tokyo Stock Exchange on May 25, 2020, (the business day immediately prior to the date of resolution by the Corporate Executive Officers Committee) to eliminate arbitrariness. This is the market price immediately prior to the date of the resolution by the Corporate Executive Officers Committee and we believe it is a reasonable price that appropriately reflects MCHC's corporate value in a situation where there are no special circumstances indicating that the latest share price cannot be relied upon and it does not fall under an especially advantageous price for the Target Corporate Executive Officers.

Contact:

Osamu Shimizu

Tel: +81-3-6748-7120

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