Notice Regarding Purchase of Treasury Shares Through Off-Floor Treasury Share Repurchase Trading (ToSTNeT-3)

May 11, 2021

Resona Holdings, Inc.

Resona Holdings, Inc. ("Resona Holdings") has resolved, at its board of directors meeting held today, to acquire its treasury shares pursuant to Article 156, Paragraph 1 of the Companies Act, based upon the provision of Article 50 of Resona Holdings' Articles of Incorporation made under Article 459, Paragraph 1, Item 1 of the Companies Act. Resona Holdings hereby announces that it has resolved the specific method of acquisition as follows.

1. Method of Acquisition

Resona Holdings will consign to an agent to repurchase the Resona Holdings' shares through Off-Floor Treasury Share Repurchase Trading on the Tokyo Stock Exchange (ToSTNeT-3) at 8:45 a.m. on May 12, 2021 at 463.1 yen per share, which is the closing price (including final special quote) as of today, May 11, 2021. The repurchase will not be conducted by any other trading method or at any other trading time. The aforementioned buy order applies to the trading time mentioned above only.

2. Details of Acquisition

(1)Class of shares to be acquired	Ordinary shares
(2)Total number of shares to be acquired	70,000,000 shares
(3)Announcement of acquisition result	The acquisition result will be announced after the completion of the trade at 8:45 a.m. on May 12, 2021.

(Note 1)The number of shares to be acquired will not be changed. Depending on market conditions, the shares may not be acquired, in whole or in part.
(Note 2)The purchase will be conducted with a matching sell order for the number of shares scheduled for acquisition.

3. Others

With regard to the total number of shares remaining after the execution of the above-mentioned repurchase, Resona Holdings plans to conduct market buying pursuant to the discretionary purchase agreement.

(Reference)

1. Details of the resolution held on May 11, 2012 with regard to acquisition of the treasury shares

(1)Class of shares to be acquired	Ordinary shares of Resona Holdings
(2)Total number of shares to be acquired	Up to 88,000,000 shares (3.51% of the total number of ordinary shares issued (excluding treasury shares))
(3)Total acquisition cost	Up to 50,000,000,000 yen
(4)Period of acquisition	From May 12, 2021 to September 30, 2021
(5)Method of acquisition	Market buying on the Tokyo Stock Exchange (i)Purchases through Off-Floor Treasury Share Repurchase Trading on the Tokyo Stock Exchange (ToSTNeT-3) (ii)Market buying pursuant to discretionary purchase agreement

2. Status of treasury share holding (ordinary shares) as of April 1, 2021

Total number of shares issued (including treasury shares)	2,512,049,555 shares^{(note 1)}
Number of treasury shares	5,837,458 shares^{(note 2)}

(note 1) 209,220,364 shares of Resona Holdings that were delivered through effectuation of a share exchange on April 1, 2021 between Resona Holdings, as the wholly-owning parent company, and Kansai Mirai Financial Group, Inc., as the wholly-owned subsidiary, have been added to the total number of shares of Resona Holdings issued as of March 31, 2021.
(note 2) Including shares of Resona Holdings held by the ESOP-type Stock Benefit Trust for the Employee Shareholding Association and the Stock Benefit Trust for the Executives. As of March 31, 2021, 4,840,100 shares of Resona Holdings are held by the ESOP-type Stock Benefit Trust for the Employee Shareholding Association and the Stock Benefit Trust for the Executives.

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