Notice Concerning Management Changes

February 23, 2015, Japan

Corporate

February 23, 2015 - The Board of Directors of Honda Motor Co., Ltd. (the “Company”), at its meeting held on February 23, 2015, has decided on changes in its Operating Officers as of April 1, 2015 and its Directors as of June 2015. Those changes in its Directors as of June 2015 are subject to approval at the General Meeting of Shareholders of the Company scheduled to be held in June 2015.

Particulars:

1. Changes in Board Members

<As of June 2015>

Planned changes in Representative Directors

Name New Title Current Title
Takahiro Hachigo President, Chief Executive Officer and Representative Director Managing Officer
Takanobu Ito Director and Advisor President, Chief Executive Officer and Representative Director

Mr. Takahiro Hachigo is to become a Senior Managing Officer in April 1, 2015.
Mr. Takahiro Hachigo is also one of the candidates (along with those mentioned hereafter) to be newly appointed a Director, subject to approval at the General Meeting of Shareholders scheduled to be held in June 2015.

Planned changes in Directors

Directors (not including Representative Directors) to be newly appointed

Name New Title Current Title
Koichi Fukuo Senior Managing Officer and Director Senior Managing Officer
Yoshiyuki Matsumoto Senior Managing Officer and Director Managing Officer
Yoshi Yamane Senior Managing Officer and Director Managing Officer
Masayuki Igarashi Operating Officer and Director Director of Asian Honda Motor Co., Ltd.

Mr. Masayuki Igarashi is to become an Operating Officer in April 1, 2015.

Directors to retire

Name New Title Current Title
Takashi Yamamoto   Senior Managing Officer and Director
Yoshiharu Yamamoto   Senior Managing Officer and Director
Toshihiko Nonaka Managing Officer Managing Officer and Director
Yuji Shiga   Operating Officer and Director

Mr. Toshihiko Nonaka is expected to assume the office of President, Chief Executive Officer and Representative Director of Honda Engineering Co., Ltd. as of April 1, 2015.

2.Planned changes in Corporate Auditors

<As of June 2015>

Corporate Auditors to be newly appointed

Name New Title Current Title and Background
Hideo Takaura Corporate Auditor Certified Public Accountant, Hideo Takaura Office; Auditor, Innovation Network Corporation of Japan (INCJ); Auditor, The Uehara Memorial Foundation
Mayumi Tamura Corporate Auditor Former Executive Officer, Senior Vice President and Chief Financial Officer of Walmart Japan Holdings GK; Former Executive Officer, Senior Vice President and Chief Financial Officer of Seiyu GK

Mr. Hideo Takaura and Ms. Mayumi Tamura are candidates for the outside corporate auditors defined under the provision of the Companies Act.

Corporate Auditors to retire

Name Current Title
Hirotake Abe Corporate Auditor
Tomochika Iwashita Corporate Auditor

3. Planned changes in Operating Officers

<As of April 1, 2015>

Operating Officers to change titles

Name New Title Current Title
Takuji Yamada Senior Managing Officer Managing Officer
Yoshiyuki Matsumoto Senior Managing Officer Managing Officer
Toshiaki Mikoshiba Senior Managing Officer Managing Officer
Yoshi Yamane Senior Managing Officer Managing Officer
Takahiro Hachigo Senior Managing Officer Managing Officer
Takashi Sekiguchi Managing Officer Operating Officer
Soichiro Takizawa Managing Officer Operating Officer
Kohei Takeuchi Managing Officer and Director Operating Officer and Director

Operating Officers to be newly appointed

Name New Title Current Title
Kazuhiro Odaka Operating Officer General Manager of Associate Relations Division of Business Support Operations
Masayuki Igarashi Operating Officer Director of Asian Honda Motor Co., Ltd.
Hiroyuki Kachi Operating Officer Senior Vice President & Director of Honda Cars India Ltd.

< As of June 2015 >

Operating Officer to be promoted

Name New Title Current Title and Background
Takahiro Hachigo President, Chief Executive Officer and Representative Director Managing Officer