The following statement is an English-language translation of the original Japanese-language document provided for your convenience.
In the event there is any discrepancy between the Japanese and English versions, the Japanese version is presumed to be correct.

February 13, 2023
To whom it may concern:
Company name: JGC HOLDINGS CORPORATION
Representative: Masayuki Sato
Chairman and Chief Executive Officer (CEO)(Code number: 1963, Stock Exchange: Tokyo)
Contact: Akihiro Yamagami
Manager, Corporate Communication Group
Group Strategic Planning & Management Development Department(TEL: 81-45-682-8026)

Notice on the Decision of Terms of the 1st Issuance of Stock Acquisition Rights via Third-Party
Allotment for Acquisition of Own Shares via Fully Committed Share Repurchase (Japanese ASR)
JGC Holdings Corporation (the “Company”) hereby announces that as a result of the purchase of treasury shares throughTokyo Stock Exchange (“TSE”) off-auction own share repurchase trading (ToSTNeT-3), terms have been decided for the1st issuance of stock acquisition rights via third-party allotment as resolved at the Board of Directors meeting convened onFebruary 10, 2023. For details, please refer to the Company’s press release entitled “Notice Regarding Treasury ShareRepurchase and the Purchase of Treasury Shares through the Off-Auction Share Repurchase Trading (ToSTNeT-3) System(Repurchase of Treasury Shares Based on the Stipulations of Article 165, Clause 2 of the Companies Act, and Repurchaseof Treasury Shares through a Fully Committed Share Repurchase (Japanese ASR)” dated February 10, 2023 or theCompany’s electronic announcements.
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Overview of the terms(1)

Exercisable shares

Exercisable shares: 12,070,000 shares (maximum) **The maximum number of exercisable shares is based on the assumption that theaverage number of shares acquired in (2) below is zero.

(2)

Number of Exercisable shares

Number of Exercisable shares = (i) Number of shares acquired – (ii) Average
number of shares acquired(i) The Number of shares acquired is 12,070,000 shares(ii) The Average number of shares acquired is calculated as follows
Average number of shares acquired =① Repurchase amount②

Average share price① Repurchase amount is 19,999,990,000 yen② The average share price is calculated by multiplying the arithmetic
mean of the volume weighted average price (VWAP) of ordinary
trades of the Company’s common shares released by TSE on eachtrading day during the period for calculating the average share priceNote: This press release does not constitute an offer of any securities for sale. This press release has been prepared
for the purpose of publicly announcing the repurchase of our own stock and allotment of our stock acquisition rights
to a specific third party and not for the purpose of soliciting investment or engaging in any other similar activities.
This press release is not an offer of securities for sale in the United States. The securities referred herein have notbeen and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in
the United States.

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by 100%. The period for calculating the average share price shall be
the period from February 14, 2023 to the day before the date of
exercising the stock acquisition rights.

Note: This press release does not constitute an offer of any securities for sale. This press release has been prepared
for the purpose of publicly announcing the repurchase of our own stock and allotment of our stock acquisition rightsto a specific third party and not for the purpose of soliciting investment or engaging in any other similar activities.
This press release is not an offer of securities for sale in the United States. The securities referred herein have notbeen and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold inthe United States.

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