Governance

Corporate Governance

Basic Views

The Company believes that it is a foundation for sustainable growth of corporate value, to comply with laws and regulations and sincerely fulfill its social responsibilities as a listed company conducting business globally, and to enhance management transparency and the reliability of disclosures, which protects the benefit of stakeholders, including shareholders and customers and is the foundation for achieving long-term, continuous improvement in corporate value. Therefore, the Company believes that its most important responsibilities of the entire group are to fully commit to compliance that can realize vision as its basic policy for corporate activities, and to establish and operate an effective internal control system that should continuously enhance corporate governance.

Governance System

The Company adopts a Company with Audit Committee (from June 2015), and makes prompt and appropriate decisions covering whole range of corporate management at the Board of Directors held monthly in general.

The nine directors of the Company, including three Audit Committee members, are responsible for supervising the performance of management by examining the determination of management policy, the establishment of execution plan and the progress of implementation. In addition, the Company appoints representative director of the Company as group CEO and assigns the person responsible to each business unit to accelerate speed of business execution and enhance its responsiveness to changes in business environment.

The Company regularly holds the Executive Committee and examines progress of the business plan of each business unit together with individual issues related to business execution from the practical perspective for necessary actions. Responsible person assigned to each affiliated company establishes and operates internal control system at each affiliated company, ensuring the appropriateness of doing business and its approval processes.

Overview of the Governance Structure

• As of March 31, 2026, Mr. Nakajima has transitioned from outside director to inside director; however, this change is not reflected in the above list.

Board and Committee Composition(◎ indicates the Chair / Committee Chair)

• As of March 31, 2026, Mr. Nakajima has transitioned from outside director to inside director.

The Board of Directors’ policies and procedures in appointment and dismissal of the senior management, and in nominating candidates of director

Regarding the representative director, directors, and executive managers, the Nominating Committee, which is composed solely of outside directors and chaired by an outside director, sets the criteria for selecting candidates and makes recommendations to the Board of Directors regarding their nomination.

To select candidates, the Board of Directors comprehensively takes into main account understanding and sympathy for corporate vision and strategies, leadership and qualification, ability of business execution and its expertise, and job experience in a listed company or global company.

If the representative director, a director, or an executive manager no longer satisfies the criteria for candidate selection or violates criteria for dismissal of representative director set by the Nominating Committee, the Committee shall make a proposal to the Board of Directors for dismissal of the said person. When the Board of Directors make appointment of candidates for director or proposal for dismissal of director in office, the Company shall make explanation of the said person in the Notice of the Ordinary Shareholders’ Meeting.

Standards for Independence and Qualifications of Outside Director

The Company has established the independence standards of Outside Directors as follows, and appoints Outside Directors through judgement of their independence from the Company.

Skill Matrix

Skill matrix of directors of the Company is as follows:

• As of March 31, 2026, Mr. Nakajima has transitioned from outside director to inside director.

1. Community Engagement is based on such things as knowledge of community building and ecosystem development, which are key elements of the medium-term management plan “Wacom Chapter 4.”
2. Service Business is based on our IT experience as well as our knowledge of the industry and technology.

Policy and Procedures for Determining the Compensation of Board Directors

The Compensation Committee (which is an optional committee and composed of three or more directors of which more than half are outside directors) shall prepare a draft of method for calculating individual amount of compensation for directors (excluding Audit Committee member) with reference to the surveys on director’s compensation of the other companies, which are the same size as the Company, and the survey results by an external research organization, and propose it to the Board of Directors,. The Board of Directors shall deliberate and resolve the proposal by the Compensation Committee, and delegate to the President & representative director of the Board of Directors and chairperson of the Compensation Committee to decide the individual amount of compensation for directors (excluding Audit Committee member).

The amount of compensation for each director of the Company is composed of a fixed salary, which is paid monthly as basic compensation to all directors, and short-term incentives and long-term incentives, which is paid to directors (excluding outside directors). The total amount of compensation for directors consists of 15%- 20% of long-term incentives and 80%-85% of the following allocation, 60%-75% of fixed salary, and 25%-40% of short-term incentives, of which composition ratio is defined by each position.

Evaluation of Board of Directors’ Effectiveness

Wacom recognizes the current status of its Board of Directors and seeks to enhance the Board’s effectiveness by identifying and addressing issues. To this end, the Company has conducted an annual self-evaluation of the effectiveness of the Board of Directors since FY2016.As for the evaluation method, a questionnaire is distributed to each director after explaining the purpose and intent of the evaluation. Based on the responses received, the Board secretariat conducts detailed interviews with each director to obtain further insights. A report summarizing the results is then submitted to the Board of Directors, where the members collectively analyze and evaluate the Board’s overall effectiveness.

A summary of the Board effectiveness evaluation is provided in the report.

Policy on Cross-Shareholdings

The Company may engage in cross-shareholdings if it finds positive synergy effect from the viewpoint of business strategies and economic rationale when it mainly looks into possibility of meaningful opportunities to realize for its future businesses. However, the Company shall not hold shares only for the purpose of short-term dividends nor capital gains.

If the Company engages in cross-shareholdings, it shall regularly check business relationships with the issuer and proceed to examination on sale of shares held in case it concludes that the cross-shareholding does not contribute to enhancement of the business relationship.Regarding the exercise of voting rights pertaining to cross-shareholdings, the Company shall take into account whether each proposal will contribute to improving corporate value, not solely depending on the business relationship with the issuer.

Compliance

Basic Compliance Policy

Maintaining the trust of our customers and partners is a responsibility shared by all directors and employees of Wacom, including all group companies. The foundation of Wacom’s business is compliance with laws and regulations, integrity, and public responsibility. If any one of these is lacking, it can have a significant impact on Wacom and its brand. Wacom therefore believes that all directors and employees must always act and make business decisions ethically and in full compliance with applicable laws.

Wacom Code of Ethics and Business Conduct

Wacom has established the “Wacom Code of Ethics and Business Conduct” as the standards and guidelines for ensuring that all directors and employees act ethically and lawfully in their business decisions and actions. We are committed to ensuring full compliance with this Code across the organization.The principles set forth in this Code apply not only to Wacom’s directors and employees, but also to our partners, outsourced service providers, consultants, and other suppliers who work with or on behalf of Wacom. To this end, we have also established the “Wacom Supplier Code of Conduct” as guidance for our suppliers in adhering to these principles.

Compliance Management System

Wacom has established Internal Audit, a division directly under the Group CEO, which is responsible for conducting internal audits and evaluating internal controls, and audits compliance with laws, the Articles of Incorporation, rules and regulations, as well as business execution.In addition, we have established the following committees to strengthen compliance.

For directors and employees, we post “Wacom Code of Ethics and Business Conduct” on the internal portal and promote companywide compliance, including through regular online training and seminars.　Furthermore, we have established “Wacom Speak-up Line”, an internal reporting system run by an external third-party organization, to reinforce our compliance framework.

Compliance Training

Wacom provides regular online training and seminars on compliance. In addition, at the time of onboarding—including mid career hires—we always provide compliance training on risk management conducted by Corporate Administration. Furthermore, we remind all employees of compliance issues that may exist within the organization.

Internal Reporting System: Wacom Speak-up Line

Wacom has established the Wacom Speak up Line, operated by an external third-party organization, as a contact point for directors and employees to report or consult when they identify compliance related issues. This system aims to maintain internal control and enhance the Company’s self-purging process. The service is provided in multiple languages by specialized third party professionals.Reports may be submitted anonymously, and Wacom ensures that no disadvantage is imposed on anyone making a report. To raise awareness of this internal reporting channel, we promote it through postings on the intranet, training, and other initiatives.

When a report is received through the Wacom Speak up Line, Wacom immediately convenes the Compliance Response Team (CRT) within the Company to conduct necessary investigations, take appropriate actions, and provide a response to the reporter.

Information Security

Wacom continues to take measures such as improving and strengthening its IT environment and providing regular training to enhance employees’ information literacy as part of its preparation against cyberattacks such as computer viruses. However, we recognize that risks from unforeseen attacks may still remain. Therefore, it is not possible to completely prevent data damage or leakage caused by external cyberattacks or computer virus intrusions, and depending on the scale of the damage, there may be an impact on business performance.We will continue to work on responding to external cybersecurity assessments, establishing company wide information classification and management systems, strengthening technical information management both inside and outside the Company, improving companywide training, and continuing the migration of local servers to the cloud.

Privacy Policy

Wacom aims to achieve business growth and continuously enhance corporate value through its global business activities, based on compliance with laws and social ethics as well as contributions to society. We recognize that appropriately protecting the personal information of our customers, shareholders, employees, and other stakeholders is an important social responsibility as a company. Accordingly, we have established our Privacy Policy and will continue to implement and maintain it.

For details on our policies and initiatives regarding the protection of personal information, please visit:
https://www.wacom.com/en-jp/privacy

Training against Anti-Social Forces

Wacom has established the Wacom Code of Ethics and Business Conduct as the foundation for directors and employees to perform their duties in accordance with laws and sound social norms, and ensures strict adherence to the Code. In particular, we have no relationship whatsoever with anti‑social forces or organizations that threaten social order and the sound conduct of corporate activities, and we take a resolute stance against them.

Governance Data

Board Composition

• As of March 31, 2026, Mr. Nakajima has transitioned from outside director to inside director.

Board and Committee Composition & Activities

• As of March 31, 2026, Mr. Nakajima has transitioned from outside director to inside director.

Attendance of Directors

• As of March 31, 2026, Mr. Nakajima has transitioned from outside director to inside director.

1. Appointed on June 26, 2024
2. Appointed on June 26, 2025