February 24, 2022

Company Name:

HEALIOS K.K.

Representative:

Hardy TS Kagimoto, Chairman & CEO

(TSE Mothers Code: 4593)

Contact:

Richard Kincaid, Executive Officer CFO

(TEL: 03-5962-9440)

Notice of the Nomination of Candidates for the HEALIOS K.K. Board

of Directors

HEALIOS K.K. ("Healios") announces that its Board of Directors, at a meeting held on February 24, 2022, decided on the following candidates for nomination to the Board of Director based on the decision of the Nomination Committee and resolved to propose their election at the 11th Ordinary General Meeting of Shareholders to be held on March 25, 2022.

1. Candidates for Board of Directors

Director

Tadahisa Kagimoto

Director

Yoshinari Matsuda

Outside Director

Seigo Kashii

Director

Richard Kincaid

Outside Director

Toichi Takenaka

Outside Director

Yuko Yogo

Outside Director

Glenn Gormley

Outside Director

Paul Bresge

Outside Director

Cam Gallagher

Outside Director

James Paradise

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2. Name and Career Summary of the New Candidates for Board of Directors

Name/Birthdate

Career Summary and Positions at the Company

Apr.

1964:

Joined Yamanouchi Pharmaceutical Co., Ltd. (currently Astellas Pharma Inc.)

Jun.

1997:

(Same firm) Managing Director, GM, Drug Discovery Research & Clinical

Development Division

Apr.

2000:

(Same firm) President and CEO

Apr.

2005:

Astellas Pharma Inc, President and CEO

Toichi Takenaka

Jun.

2008:

(Same firm) Chairman and Representative Director

(December 21st,

Apr.

2017:

Japan Microbiome Consortium Representative Director (current position)

1941)

（Award History）

Mar

1995:

The Pharmaceutical Society of Japan Technology Award

Jun.

1997:

Institute of Invention and Innovation Award from the Prime Minister of the Japan

Apr.

1999:

Science and Technology Agency Director-General of Science and Technology

Commendation

May

2000:

Medal with Purple Ribbon

May

2012:

The Order of the Rising Sun, Gold and Silver Star

Apr.

1982:

Morgan Bank (currently JP Morgan) Tokyo Branch

Jan.

1996:

Country Manager, Japan Office, Corporate Attraction Bureau, Scottish

Development Agency

Jun.

2002:

Toronto-Dominion Securities Tokyo Branch Vice President, General Manager of

Yuko Yogo

Administration Headquarters, General Manager of Internal Management

(April 23rd, 1957)

Department

Nov.

2005:

ABN AMRO Securities Tokyo Branch, Human Resources Manager

Sep.

2008:

Fidelity Investments Limited, General Manager, HR

Sep.

2008:

Fidelity Holdings, Representative Executive Officer

Jun.

2016:

Fidelity Investments Limited, Executive Officer, General Manager, HR

Jun.

2019:

AEON Financial Service, External Audit & Supervisory Board Member (current

position)

2

Name/Birthdate

Career Summary and Positions at the Company

Jun.

1988:

MERCK & CO

Sep.

1997:

MERCK & CO, Vice President, Clinical Development

May

2000:

AstraZeneca, Chief Medical Officer

May

2006:

Novartis Pharmaceuticals, Senior Vice President and Head, Global Clinical

Development and Medical Affairs

Jun.

2008:

Gemin X Biotechnologies Inc., President and CEO

Glenn Gormley

Apr.

2009:

Daiichi Sankyo, Inc. (US), Chief Science Officer, Global Head, Development and

(January 16th, 1954)

President

Apr.

2012:

Daiichi Sankyo Ltd. Global Head, Research and Development and Senior

Executive Officer

Aug.

2013:

Daiichi Sankyo, Inc. (US), Chairman and President

Apr.

2019:

(Same firm) Executive Chairman (current position)

May

1988:

Pharmasol, Inc., Director of Operations

Apr.

1992:

Blizzard, Executive Vice-President

Aug.

1998:

ITC, Chairman

Paul Bresge

Mar.

2003:

Blizzard, President and CEO

(January 15th,

Feb.

2011:

jCyte Inc., Advisory Board Chair, Acting CEO

1966)

Aug.

2016:

(Same firm) CEO

Feb.

2021:

Ray Therapeutics, Inc., Co-Founder

Jun.

2021:

(Same firm) Co-Founder and CEO (current position)

3

Name/Birthdate

Career Summary and Positions at the Company

Jun.

1992:

Dura Pharmaceuticals, Inc., Sales & Marketing

Jan.

2001:

CV Therapeutics, Inc., Director of Marketing

Dec.

2004:

Verus Pharmaceuticals, Vice President, Marketing

Jan.

2007:

Nerveda, LLC, President & CEO, Member of the Board of Managers

Sep.

2014:

Retrosense Therapeutics, LLC, Head of Corp Dev, Member of the Board of

Managers

Cam Gallagher

Dec..2014:

Zentalis Pharmaceuticals, Co-founder & Executive Director of the Board

(June 6, 1969)

(current position)

Oct.

2016:

Oncternal Therapeutics, Member of the Board of Directors

Apr.

2017:

SelectION, Inc, Member of the Board of Directors (current position)

Oct.

2018:

VelosBio, Inc., Founding Member of the Board of Directors

Jan.

2019:

Ocuphire, Inc., Chairman of the Board (current position)

May

2020:

Ray Therapeutics, Inc., Co-founder & Member of the Board of Directors

(current position)

Sep.

1986:

Robert Fleming Securities (London)

May

1989:

Goldman Sachs (London), Vice President, Japanese Derivative Sales

Sep.

1997:

Goldman Sachs (London), Head of Emerging Markets

James Paradise

Nov.

2000:

Goldman Sachs (Japan), Managing Director, Prime Services

(March 11, 1964)

Jun.

2004:

Goldman Sachs (London), Partner, Head of International Prime Services

Sep.

2007:

Goldman Sachs (London), Partner, Co-Global Head Prime Services

Jan.

2012:

Goldman Sachs (Hong Kong), Partner, Head of Global Markets Asia

Oct.

2017:

Goldman Sachs (Hong Kong), Partner, Co-President Goldman Sachs Asia

Dec.

2020:

Goldman Sachs (Hong Kong), Advisory Director (Hong Kong)

May

2021:

Goldman Sachs (London), Senior Director (current position)

(note)

1. Each candidates has no special interest in the company.

  1. Mr. Kashii, Dr. Takenaka, Ms. Yogo, Dr. Gormley, Mr. Bresge, Mr. Gallagher, and Mr. Paradise are the candidates for the external directors.
  2. Dr. Toichi Takenaka has been nominated as a candidate for Outside Director in order to express his opinions from an independent standpoint based on his many years of management experience as CEO and chairman of a major pharmaceutical company and his deep experience in making management decisions related to global expansion. Our company believes that his contribution to strategy development along with his oversight and supervision will strengthen our company's management structure and proposes his election as Director.

4

  1. Ms. Yuko Yogo has been nominated as a candidate for Outside Director because she has specialized knowledge on corporate culture, organization, human resource development, etc. from a global perspective as a member of the management team of overseas financial institutions. We believe that these efforts will lead to the strengthening of governance and management at our company, and therefore propose that she be elected.
  2. Dr. Glenn Gormley has extensive experience in the pharmaceutical industry, including as the Global Head of Research and Development and Senior Executive Officer of Daiichi Sankyo Ltd. (Japan) and President of Daiichi Sankyo Inc (US), as well as Chief Medical Officer of Astra Zeneca. In these and other roles he was involved in developing successful therapeutics across a range of disease areas including oncology. Leveraging his experience and scientific expertise, Dr. Gormley will contribute to the development of Healios' global strategy in support of bringing regenerative therapies to patients as fast as possible, and we therefore propose that he be elected.
  3. Mr. Paul Bresge has extensive experience in cell and gene therapy, drug development, raising capital, shareholder value creation and successful transactions. He is the co-founder and Chief Executive Officer of Ray Therapeutics, an optogenetics company developing programs for a range of degenerative retinal diseases, focused on restoring vision in patients. Prior to co-founding Ray, he was the Chief Executive Officer of jCyte Inc., a company focused on treatment for retinitis pigmentosa and other blinding diseases. Mr. Bresge will strengthen Healios with his dedication to curing patients with diseases of the eye and his wealth of experience in driving successful clinical and business outcomes, and we therefore propose that he be elected.
  4. Mr. Cam Gallagher has more than 30 years of life sciences industry experience with a focus on corporate development, marketing and finance. He has led various successful biotech firms in relation to their business activities as well as their financial strategy and transactions, including major deals in the oncology field. Mr. Gallagher's industry expertise and network will support Healios in further developing its business on a global basis, and we therefore propose that he be elected.
  5. Mr. James Paradise spent nearly 35 years as an executive in the financial industry, including over 30 years at Goldman Sachs. Mr. Paradise became a partner at Goldman Sachs in 2004, co-president of Goldman Sachs in Asia in 2017 and was a member of the firm's global management committee. Mr. Paradise will strengthen Healios with his deep experience in financial markets and management of a highly successful global organization, and we therefore propose that he be elected.
  6. Mr. James Paradise holds the title of Senior Director of Goldman Sachs (London). The Company has a business relationship with Goldman Sachs in relation to financial

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Healios KK published this content on 24 February 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 February 2022 06:11:08 UTC.