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Notice Concerning Amendment to Shelf Registration Statement for Issuance of New Shares or Disposal of Treasury Shares

2025年7月25日

TOKYO, Japan ― Renesas Electronics Corporation (“Renesas”, TSE:6723), a premier supplier of advanced semiconductor solutions, today announced that Renesas filed an amendment to the Shelf Registration Statement filed on July 18, 2025, for the issuance of new shares or the disposal of treasury shares related to the restricted stock units (“RSUs”) to be granted on August 1, 2025, under the stock compensation plan (the “Plan”). This is due to the filing of the extraordinary report and the amendment to the extraordinary report. As a result, the effective date of the Shelf Registration Statement has been changed.

For details of the Shelf Registration Statement for the issuance of new shares or the disposal of treasury shares, please refer to the press release “Notice Concerning Filing of Shelf Registration Statement for Issuance of New Shares or Disposal of Treasury Shares” issued on July 18, 2025.

1. Details of the Amendments (Amendments are Underlined.)

After amendment

Before amendment

(1)  Purpose of Shelf RegistrationTo grant the RSUs to the employees of Renesas and its subsidiary based on the PlanTo grant the RSUs to the employees of Renesas and its subsidiary based on the Plan
(2)  Class of Securities to be OfferedShares of common stock of RenesasShares of common stock of Renesas
(3)  Scheduled Issue PeriodFor the period from the scheduled effective date of the Shelf Registration to the date that is two years after such scheduled effective date (From July 31, 2025 to July 30, 2027)For the period from the scheduled effective date of the Shelf Registration to the date that is two years after such scheduled effective date (From July 26, 2025 to July 25, 2027)
(4)  Scheduled Issue AmountUp to 300 million yenUp to 300 million yen
(5)  Use of ProceedsShares of common stock of Renesas will be allotted to the relevant employees in exchange for the contribution of the monetary compensation receivables provided to each relevant employee, and no proceeds will be gained by RenesasShares of common stock of Renesas will be allotted to the relevant employees in exchange for the contribution of the monetary compensation receivables provided to each relevant employee, and no proceeds will be gained by Renesas

2. Reasons for the Amendments

Today, Renesas filed the extraordinary report and the amendment to the extraordinary report, and subsequently filed an amendment to the Shelf Registration Statement. As a result, the effective date of the Shelf Registration Statement has been changed.

 

About Renesas Electronics Corporation

Renesas Electronics Corporation (TSE:6723) empowers a safer, smarter and more sustainable future where technology helps make our lives easier. A leading global provider of microcontrollers, Renesas combines our expertise in embedded processing, analog, power and connectivity to deliver complete semiconductor solutions. These Winning Combinations accelerate time to market for automotive, industrial, infrastructure and IoT applications, enabling billions of connected, intelligent devices that enhance the way people work and live. Learn more at renesas.com. Follow us on LinkedInFacebookTwitterYouTube, and Instagram.