February 13th 2023
Company name:Name of representative:
Inquiries:

FINDEX Inc
Teruo Aibara, President & CEO(Securities code: 3649; PRIMEMarket)
Atsushi Fujita, Director and Headof Administration(Telephone: +81-89-947-3388)

Notice of Introduction of a Restricted Stock Compensation PlanAt the meeting of the Board of Directors held today, FINDEX Inc. (the “Company”) reviewed the compensation
plan for Directors (excluding Auditors, Supervisory Committee Members and Outside Directors; hereinafterreferred to as “Eligible Directors”) and introduce a restricted stock compensation plan (hereinafter referred to as the“Plan”) for directors and plans to submit a proposal to the 38th Ordinary General Meeting of Shareholders(hereinafter referred to as the “General Meeting of Shareholders”) scheduled to be held on March 28, 2023, seeking
approval for the introduction of a monetary compensation equivalent to the consideration for the restricted stock
allocated under the Plan.

1. Purpose of the introduction of the compensation plan
The Plan will be introduced to provide an incentive to the Eligible Directors to continuously strive to improve
the Company’s corporate value and to further promote value sharing with shareholders by further strengthening
the linkage between the compensation of eligible directors and the value of their stocks.
2. Summary of the Plan
(1) Payment of monetary compensation to Eligible Directors and contribution in kind
Under this plan, in principle, each fiscal year, based on a resolution of the Company's Board of Directors,
monetary compensation are paid to Eligible Directors to allocate restricted stock compensation, and theCompany issues or disposes of common stock of the Company by having them transfer all such monetarycompensation to the Company as assets contributed in kind, which are then held by the Company. The amountof compensation for Directors of the Company (excluding directors who are members of the Audit andSupervisory Committee) was approved at the 31st Ordinary General Meeting of Shareholders held on March 29,
2016 as an annual amount not exceeding 150 million yen (not including employee salaries for directors who arealso employees), and this plan is to provide compensation for the allocation of restricted stocks as a separate
line from such compensation. The total amount of monetary compensation to be paid to the Eligible Directors
under this plan shall not exceed 100 million yen per year. The specific timing and allocation of the payment tothe Eligible Directors will be decided by the Board of Directors after deliberation by the Personnel andCompensation Committee.
(2) Type and total number of restricted stocks to be issued or disposed of to the Eligible Directors
The Restricted Stocks to be issued or disposed of to the Eligible Directors under the Plan shall be common
stocks of the Company, and the total number of common stocks to be issued or disposed of within one year fromthe date of the General Meeting of Shareholders for each fiscal year shall not exceed 100,000 shares per year.
However, if the Company conducts a stock split, reverse stock split or other action that affects the value pershare of common stock with an effective date on or after the date of the resolution at this General Meeting ofShareholders, the total number of shares of common stock to be issued or disposed of under the Plan shall bereasonably adjusted, taking into account the split ratio, reverse stock split ratio and other factors.

(3) Paid-in amount for restricted stocks
The amount to be paid per share of common stock to be issued or disposed of to the Eligible Directors under
this plan will be determined by the Board of Directors based on the closing price of the common stock on theTokyo Stock Exchange on the business day immediately preceding the date of each Board of Directors resolution
to determine the subscription of such common stock (If no transaction is executed on the same day, the closing
price of the most recent trading day prior to that day), to the extent that such amount is not particularly favorable
to the Eligible Directors.
(4) Execution of restricted stock allotment agreement
Upon the issuance or disposal of common stock under the Plan, between the Company and the Eligible Directors
shall enter into a Restricted Stock Allotment Agreement that includes the following details.
1. Eligible Director shall not transfer, grant a security interest in, make a living gift of, or otherwise disposeof the Shares of common stock issued or disposed of under the Plan for a certain period.
2. If certain events occur, the Company shall acquire all or a part of such common stock withoutcompensation.
3. Details of conditions for cancellation of restrictions established in advance by the Board of Directors ofthe Company.
3. Conditions for the introduction of the Plan
Under the Plan, in order to provide the Eligible Directors with monetary compensation claims in an amountequivalent to the amount to be paid in for the common stock to be issued or disposed of as restricted stockcompensation, a proposal necessary for the provision of such monetary compensation claims shall be submitted
to this General Meeting of Shareholders, and the issuance or disposal of such common stock shall be subject tothe approval of shareholders at this General Meeting of Shareholders .
4. Allocation to the Company's executive officers and directors of the Company's subsidiaries
Subject to the approval of the introduction of the Plan at this General Meeting of Shareholders, the Company
plans to allot the same restricted stocks as under the Plan to the executive officers who do not concurrently serve
as directors of the Company and the directors of the Company's subsidiaries.
Note: This report is a translation of the press release of the Company prepared in accordance with the provisions
set forth in the Securities and Exchange Law and its related accounting regulations. The original version ofthis press release is written in Japanese. In the event of any discrepancies in words, accounts, figures or thelike between this press release and the original, the original Japanese version shall govern.