Filing of a Criminal Charge Regarding Insider Trading Case (2) Involving Shares of Makino Milling Machine Co., Ltd.

Today, the Securities and Exchange Surveillance Commission filed a criminal charge with the Tokyo District Public Prosecutors Office against one suspect on suspicion of violating the Financial Instruments and Exchange Act (insider trading). The details of the alleged offense subject to the complaint are as follows.

１．Details of the Offense Subject to Accusation

Suspect A, who is an acquaintance of B, and C, who is also an acquaintance of B and serves as Managing Director and Head of Investment Banking at Mita Securities Co., Ltd., learned in late August 2024, in connection with negotiations for the conclusion of a tender offer agent services agreement and other contracts between the company and Nidec Corporation, that the decision-making body of the company had decided to conduct a tender offer for shares of Makino Milling Machine Co., Ltd. (hereinafter "Makino Milling"), which was listed on the securities market operated by Tokyo Stock Exchange, Inc. (hereinafter "Tokyo Stock Exchange"). D is also an acquaintance of B. Suspect A, in conspiracy with B, C, and D, without any statutory exemption, purchased a total of 329,100 shares of Makino Milling under the names of B and 16 others, through a securities company, on the Tokyo Stock Exchange and other markets, for a total amount of approximately 2,349,800,000 yen, during the period from early September to late December of the same year, prior to the public announcement of the fact regarding the implementation of the tender offer.

２．Relevant Provisions

Financial Instruments and Exchange Act
Article 197-2, Item 13 of the Act (prior to the amendment by Act No. 68 of 2022), Article 167, Paragraph 1, Item 4, and Article 60 of the Penal Code