Built for public markets.
Disclosure, internal controls and board governance aligned with global listing standards.
Overview
What is a biotechnology company?
A biotechnology company applies the science of living systems — cells, proteins and enzymes — to create products and services across health, beauty, food and the environment. In practice, that work rests on three functions: research and development, regulated manufacturing, and commercialization.
INSTINCT BIO TECHNICAL COMPANY HOLDINGS INC. (Nasdaq: BIOT) is a vertically integrated biotechnology holding company that carries all three functions inside the Group, working in stem cell and regenerative medicine-related fields, wellness and beauty.
Research & development
Ingredient discovery, analytical chemistry and evidence building for stem cell-related and functional materials.
Regulated manufacturing
In-house cosmetics and supplement production in Japan under quality and regulatory controls.
Commercialization
Own brands, clinics and distribution partners across Japan, Asia and the U.S.
What is a biotechnology company?
A biotechnology company applies the science of living systems — cells, proteins, enzymes and other biological materials — to develop products and services for health, beauty, food and the environment. Most biotechnology companies combine three activities: research and development of biological ingredients or therapies, regulated manufacturing and quality control, and commercialization through brands, clinics or partners.
What kind of biotechnology company is INSTINCT BIO TECHNICAL COMPANY HOLDINGS INC.?
INSTINCT BIO TECHNICAL COMPANY HOLDINGS INC. (Nasdaq: BIOT) is a Cayman Islands holding company for a vertically integrated group in Japan working in stem cell and regenerative medicine-related fields, wellness and beauty. The Group covers ingredient research, manufacturing, brand development and distribution within one structure.
Is INSTINCT BIO TECHNICAL publicly traded?
Yes. The Company's ordinary shares are listed on the Nasdaq Stock Market under the ticker symbol BIOT. Share price data, SEC filings, ownership information and investor FAQs are published on the Investor Relations page.
INSTINCT BIO — Brand Film 2026
A one-minute brand film capturing where the BIOT group stands today — from advanced materials science through manufacturing to global consumer brands, under one vertically integrated holding company.
- Runtime
- 0 min 57 sec · 1080p · Japanese & English subtitles · full transcript
- Audience
- Shareholders, investors & partners
Full Transcript (Japanese / English)
- 0:00
Life is always moving forward. Every cell within us carries possibility.
人生は常に前進しています。私たちの中のすべての細胞は可能性を秘めています。
- 0:07
At Instinct Biotechnical Company Holdings Inc., we connect science, sourcing, manufacturing, brand development, and global markets to turn that possibility into meaningful value.
インスティンクト・バイオテクニカル・カンパニー・ホールディングスでは、科学、調達、製造、ブランド開発、そしてグローバル市場を連携させ、その可能性を意味のある価値へと変えています。
- 0:18
From research and development to manufacturing, to the people we serve, our group brings specialized capabilities together under one vision.
研究開発から製造、そしてお客様へ。私たちのグループは、専門的な能力を一つのビジョンの下に集結させています。
- 0:25
We are not here simply to create products. We are here to help build a future in which people can live longer, healthier, and more fulfilling lives.
私たちは単に製品を作るためにここにいるのではありません。私たちは、人々がより長く、より健康で、より充実した人生を送れる未来を築くためにここにいるのです。
- 0:35
On July 24th, 2026, we began a new chapter on Nasdaq under the ticker BIOT.
2026年7月24日、私たちはナスダックにBIOTのティッカーで新たな章を刻みました。
- 0:42
From Tokyo to the world, we continue to take on the challenges that matter now, with the future always in sight.
東京から世界へ。私たちは常に未来を見据え、今重要な課題に挑戦し続けています。
- 0:48
From a single drop of science to smiles around the world.
一滴の科学から、世界中の笑顔へ。
- 0:53
Instinct Biotechnical Company Holdings Incorporated.
インスティンクト・バイオテクニカル・カンパニー・ホールディングス株式会社
Corporate Profile
Corporate Profile
INSTINCT BIO TECHNICAL COMPANY HOLDINGS INC. (BIOT) is a Cayman Islands-incorporated, vertically integrated group whose core focus areas are stem cell and regenerative medicine-related products, wellness, and beauty, encompassing everything from R&D and manufacturing to branding and distribution.
- Company Name
- INSTINCT BIO TECHNICAL COMPANY HOLDINGS INC.
- Domicile
- Cayman Islands
- Registered Office
- 89 Nexus Way, Camana Bay, Grand Cayman, KY1-9009, Cayman Islands
- Operating Hub (Japan)
- Tokyo (HQ of four operating companies)
- Listing
- Nasdaq
- Ticker
- BIOT
- Representative
- Tomoki Nagano, Chairman & CEO
- Business Areas
- Stem cell & regenerative medicine-related, wellness, beauty
- Business Model
- Vertically integrated
- Principal Operating Companies
- Instinct Brothers Co., Ltd. / HIROKI GLOBAL Co., Ltd. / Artisans Production Co., Ltd. / Instinct RAS Co., Ltd.
* In July 2026, the business combination (de-SPAC) with the special purpose acquisition company Relativity Acquisition Corp. was completed, and the listed entity's name became 'INSTINCT BIO TECHNICAL COMPANY HOLDINGS INC.'

Tomoki Nagano
Tomoki Nagano · Chairman & CEO
MESSAGE FROM THE CHAIRMAN & CEO
Our purpose is simple:
"We exist to bring joy, create smiles, and inspire gratitude for every person in the world."
We believe scientific innovation achieves its greatest value only when it improves people's lives. Our mission is to turn the science of life into everyday value — honestly, safely, and for the long term.
We pursue this through two core businesses. The first is our cosmetics business, where we develop science-driven skincare products. The second is our research and development in regenerative medicine. One creates value for customers today; the other builds the foundations of tomorrow. Everything we do must strengthen one of these two pillars.
As a company listed on the Nasdaq Stock Market, we hold ourselves to the most demanding standards of transparency, governance, and accountability. We do not manage this company for short-term market movements. We manage it to build enterprise value: technology that is difficult to replicate, products that earn trust, people who find meaning in their work, and the discipline to support it all responsibly. We ask to be judged on what we build.
There is a phrase in Japanese that guides how I lead this company: nigenai — "we do not run away." Not from difficult science, not from hard decisions, and not from our responsibilities to the people who trust us. From that phrase come the three principles that define our culture:
Never give up. Never be defeated. Never lose our conviction.
Tomoki Nagano
Chairman & Chief Executive Officer
INSTINCT BIO TECHNICAL COMPANY HOLDINGS INC.(Nasdaq: BIOT)
Philosophy
We deliver joy and smiles to the world.
BIOT's philosophy is captured in three words.
MISSION
Delivering smiles to people around the world through innovation in life science.
We turn the science of life into everyday value — honestly, safely, and for the long term. Scientific innovation reaches its greatest value only when it improves people's lives.
VISION
From raw materials to smiles — a vertically integrated group delivering value to the world.
Through a vertically integrated model spanning R&D, manufacturing, brands, and distribution, we carry quality and intent through unbroken — from Japan to Asia and to global markets.
VALUE
Giving form to instinct. INSTINCT — trust your intuition, then act.
Nigenai — we do not run away: not from difficult science, not from hard decisions, not from our responsibilities to those who trust us. Never give up. Never be defeated. Never lose conviction.
The Thinking at Our Core
Harnessing time flowing from the future — innovation that brings joy and smiles to the world.
To the Present
PresentNOW
From the Future
FUTUREFuture
"It is time from the future that is rushing toward the present" — this understanding of time lies at the heart of how BIOT is managed. We work backward from the ideal future we aspire to, and define what must be done now. That is our starting point.
What we see beyond the frontier of science and technology is not a sterile system. It is the heartfelt joy and overflowing smiles that arise the very moment BIOT's technologies, products, and services reach our customers' hands. No matter how sophisticated the technology, it has no meaning if it cannot make people smile — and that starting point, we will never forget.
We believe that delivering deeper satisfaction and broader smiles to more people is the very foundation on which a company can grow sustainably over the long term. Creating value with integrity and continuing to deliver it — that accumulation, we are convinced, is what builds lasting corporate value.
Our Values · Guiding Principles
Instinct into
action.
Giving form to instinct.
Trust instinct
Trust instinct
Trust your intuition and act without hesitation. That is the origin of INSTINCT.
Start from the smile
Start from the smile
Define what must be done today by working back from the smile you aim to create.
See it through
See it through
From raw materials to finished product, never let the vision or quality break.
Make with integrity
Make with integrity
Speak only what can be verified, and never compromise on quality.
Enjoy the challenge
Enjoy the challenge
Embrace failure without fear, and find excitement in change.
Never forget gratitude
Never forget gratitude
Show gratitude to those who support us, through action.
Corporate Governance
Building a framework aligned with public market standards.
We are progressively building a governance framework that meets the standards required of Nasdaq-listed companies. Specifically, this includes the following.
- Board independence — majority independent directors (three independent directors currently serving)
- Audit Committee — composed solely of independent directors, including a financial expert. External audit conducted by a U.S. PCAOB-registered firm
- Compensation Committee and Nominating Committee established
- Internal controls over financial reporting (ICFR) and disclosure controls — framework to ensure reliability of financial reporting and timely disclosure
- Code of Conduct, insider trading prevention policy, whistleblower program, related-party transaction controls, and fair disclosure policy
- In Japan, advertising review and quality management systems operated in accordance with the Pharmaceutical and Medical Device Act and the Act against Unjustifiable Premiums and Misleading Representations
* Details of progress will be reported in disclosure documents such as the F-4 and in ongoing disclosures after listing.
Governance Documents
Charters & Policies
Board and committee charters, along with our ethics and compliance policies. All documents are available as PDF downloads.
Corporate Governance Guidelines
Corporate Governance Guidelines
v1.1 · Updated 2026-07-28
Code of Ethics and Business Conduct
Code of Ethics and Business Conduct
v1.0 · Updated 2026-07-25
Audit Committee Charter
Audit Committee Charter
v1.0 · Updated 2026-07-25
Compensation Committee Charter
Compensation Committee Charter
v1.0 · Updated 2026-07-25
Nominating and Governance Committee Charter
Nominating and Governance Committee Charter
v1.0 · Updated 2026-07-25
Insider Trading Policy
Insider Trading Policy
v1.0 · Updated 2026-07-25
Related Party Transactions Policy
Related Party Transactions Policy
v1.0 · Updated 2026-07-25
Whistleblower Policy
Whistleblower Policy
v1.0 · Updated 2026-07-25
Executive Officer Compensation Clawback Policy
Executive Officer Compensation Clawback Policy
v1.0 · Updated 2026-07-25
Section 16 Compliance Policy
Section 16 Compliance Policy
v1.0 · Updated 2026-07-25
Board Members
Leadership
Meet the directors, independent directors, and executive officers who lead the BIOT Group, together with the advisors who support them.
- Directors
- 3
- Independent Directors
- 4
- Executive Officers
- 4
- Operating Companies
- 4
Board of directors
Majority of the board
Executive leadership
Japan-based operating entities
Directors
Directors
Chairman & CEO
Tomoki Nagano
Born in 1981 in Yamaguchi Prefecture. After a career in the cosmetics industry, he founded HIROKI GLOBAL Co., Ltd. in 2017. He became Representative Director of INSTINCT BROTHERS Co., Ltd. in 2021, and has served as Chairman & CEO since 2022. He leads the Group with the motto of 'bringing joy and smiles to as many people as possible.'
He oversees all aspects of management, from shaping the Group's vision and directing the brand portfolio to capital strategy and investor engagement. Committed to sustainable growth and the creation of social value, he identifies new opportunities at the intersection of biotechnology, beauty, and wellness.
He also focuses on building relationships with partners both in Japan and abroad, advancing global expansion starting with Southeast Asia, and strengthening governance across the Group.
- Group Management
- Brand Strategy
- Capital Strategy

Director & COO
Yuji Naito
Born in 1979 in Shizuoka Prefecture. After experience in agriculture, food-related businesses, and supporting overseas expansion for more than 30 brands, he was appointed Senior Managing Director of INSTINCT BROTHERS Co., Ltd. in 2021.
He oversees the Group's overall business operations, spanning supply-chain optimization to the launch of overseas facilities. His strengths include cross-domain operational improvement and building organizations grounded in on-the-ground leadership.
He drives international expansion centered on Southeast Asia and collaboration with partners inside and outside the Group, focusing on building scalable manufacturing and sales infrastructure.
- Operations
- International Expansion
- Supply Chain

Director & CMO
Fumihiro Nagano
Born in 1978 in Yamaguchi Prefecture. As a sports trainer, he served on the Japan Olympic Committee's sports science staff and managed multiple facilities before becoming President & Representative Director of INSTINCT BROTHERS Co., Ltd. in 2023.
He directs marketing strategy and brand development, focusing on designing brand experiences that leverage his expertise in sports and wellness. He advances initiatives that communicate product value clearly while maintaining scientific credibility.
He is also involved in athlete support and community contribution activities, working to realize sustainable growth and social impact through the Group's brands.
- Marketing
- Brand Development
- Sports & Wellness
Independent Directors
Independent Directors
Independent Director
Masato Terachi
Specialist in human capital and organizational development. Engaged in talent consulting and executive coaching, serving as an advisor to IPO-stage and listed companies.
He supports organizational design, evaluation systems, and the development and placement of management talent tailored to each stage of corporate growth. From the perspective of enhancing board effectiveness and objectivity, he also works to strengthen governance structures.
Drawing on experience advising clients across diverse industries, he provides an objective viewpoint to support the Group's sustainable growth and organizational capabilities.

Independent Director
Say Leong Lim
Accounting and management professional. Chartered Management Accountant (CIMA) and MBA graduate of Heriot-Watt University. Has served as an independent director of multiple Malaysian public companies.
He supports the board from the perspectives of financial reporting, internal controls, and risk management, promoting disciplined management befitting a listed company. He brings deep knowledge of corporate management and capital markets in the Asia-Pacific region.
He works to strengthen the functions of audit, compensation, and other committees, contributing to the realization of highly transparent governance.

Independent Director
Sally Lim
Expert in accounting, finance, and corporate restructuring. Has led multiple IPOs and business reorganizations, and has experience as a sponsor of a Nasdaq-listed SPAC.
She is well-versed in growth strategies leveraging capital markets, financial due diligence, and the design and execution of M&A processes. Drawing on an international investor network and hands-on experience, she supports the formulation of the Group's IR strategy and capital policy.
She ensures objectivity in management decisions from a financial perspective, working to enhance corporate value and build trust with investors.
Independent Director
Jessica Assaf
Award-winning entrepreneur and activist dedicated to improving health and well-being through business. Her advocacy began at age 15, focusing on safe products, corporate accountability, consumer wellness, and female empowerment.
In high school she co-founded Teens for Safe Cosmetics, which helped secure passage of California's Safe Cosmetics Act of 2005, requiring disclosure of harmful ingredients in personal care products. She earned her undergraduate degree from NYU's Gallatin School and her MBA from Harvard Business School, where she co-founded RAW IS EVERYTHING, a clean skincare company that achieved national distribution.
In 2019 she co-founded Prima, a purpose-driven CBD wellness brand and Public Benefit Corporation (B Corp) that was acquired in 2023. She is now Director of Communications at OSEA Malibu, working with purpose-driven companies on branding, marketing, retail strategy, and partnerships. She was named to Forbes' 30 Under 30 list in 2020.
- Brand Strategy
- Health Advocacy
- Entrepreneurship
Executive Officers
Executive Officers
Executive Officer & CFO
Masashi Ohmatsu
Graduate of Okayama University, Faculty of Economics. Over 30 years of experience in financial services. Following a career at Mizuho Securities, he served as President of ABN AMRO Asset Management Japan and CEO of UOB Asset Management Japan, among other roles. CFO of the Company since 2022.
He oversees finance, accounting, capital markets, IR, and internal controls, supporting disciplined management and the transparency expected of a listed company. He is also deeply involved in dialogue with domestic and international investors and in executing M&A and capital strategies.
He works to strengthen risk management and compliance frameworks, contributing to enhanced corporate value and stakeholder confidence.
- Finance & Accounting
- Capital Markets & IR
- Internal Controls

Chief Technical Officer
Futa Sakakibara, Ph.D.
Ph.D. in Agricultural Chemistry (Tokyo University of Agriculture). Specializes in analytical chemistry, with broad experience in method development spanning food, environment, pharmaceuticals, and cosmetics. His strengths lie in novel ingredient discovery and chemical structure determination, supporting scientifically grounded product development.
He leads R&D and quality/ingredient science, working to establish proprietary ingredient development and product commercialization processes. Through collaboration with academic institutions and external research partners, he integrates the latest analytical technologies into the business.
He evaluates products from both safety and efficacy perspectives, focusing on building a quality-assurance framework grounded in scientific evidence.
- Analytical Chemistry
- R&D
- Quality & Ingredient Science

Executive Officer, Head of Manufacturing (Japan & International)
Kenta Nakajima
With many years of experience on the manufacturing floor, he oversees all domestic and international cosmetics manufacturing operations as the head of the Group's production activities. He works to build an integrated manufacturing framework covering quality control, production planning, and plant operations.
He drives productivity improvements and quality standardization across domestic and international sites, strengthening the Group's overall supply structure. He also focuses on regulatory compliance and lot traceability management to ensure safe and stable product supply.
He is involved in launching new manufacturing facilities and standardizing production technologies, aiming to build a scalable manufacturing base that supports global expansion.

Executive Officer, Head of Sales & Head of Value Athlete Division
Takashi Bota
He leads domestic sales operations while heading the Value Athlete division, promoting community development and talent nurturing through sports. His responsibilities range from sales strategy formulation and sales team management to partner development.
He values building relationships with athletes and local communities, advancing business initiatives that connect brand value with social contribution. He is also involved in planning and operating programs that support health promotion and youth development through sports.
He focuses on developing the sales team and streamlining sales processes, contributing to sustainable revenue growth and the expansion of the customer base.
Advisors
AdvisorsAdvisors are neither directors nor executive officers and hold no voting rights on the board.

Special Advisor, Regenerative Medicine
Koichiro Maruta, M.D.
Physician with backgrounds in obstetrics-gynecology and aesthetic medicine, and extensive clinical and research experience in regenerative medicine. Member of the Japanese Society for Regenerative Medicine.
He is deeply involved in R&D for regenerative medicine products and beauty/health technologies, bringing academic knowledge and clinical perspectives into the business. Through networks with research institutions and medical partners, he stays abreast of the latest medical technology trends.
He works on safety and efficacy evaluation in product development and on strengthening collaboration with medical institutions, supporting scientifically grounded product creation.

Medical Advisor (Indonesia)
M. D. Daniel Hadinoto, MD
Indonesian physician with specialist qualifications in aviation medicine and travel medicine, working to build medical partnerships across Southeast Asia.
He supports relationship-building with medical institutions and regulatory authorities in Indonesia, providing knowledge of local medical practice and regulations necessary for business expansion. With a deep understanding of the medical environments and business practices across Southeast Asian countries, he focuses on advancing cross-border medical collaboration.
In the Group's Indonesia and Southeast Asia strategy, he supports ensuring medical quality and building trust with local partners.

Femcare Strategy Advisor
Akemi Yamaguchi
Akemi Yamaguchi began her career in the beauty industry at age 19, achieving 250% of her sales target in her first year at an esthetic salon. She became the youngest-ever general manager of the salon division and built a consistent top-tier track record in beauty device sales, alongside founding and expanding her own beauty salons.
Under the concept of "making femtech and femcare a new culture in Japan," she works as a certified femcare planner, leading education and awareness activities in women's wellness. She is widely known on social media and has appeared on the popular YouTube program "Reiwa no Tora" (Nadeshiko edition).
Focusing on femcare product development and corporate consulting, her seminars and events for salon owners have attracted more than 10,000 participants in total. With the mission of "bringing health and beauty to the world," she continues to lead the industry while building an educational platform centered on beauty, health, and wealth-building.
* "膣プランナー" (certified femcare planner) is a registered trademark.
History
Our Journey
From materials research to manufacturing, branding, international expansion, and preparation for the public markets — our journey alongside the times.
2017
BIOT Milestones
Commenced R&D, manufacturing, and sales of cosmetics. Launched operations rooted in advanced materials science.
World Events
New U.S. administration took office. Bitcoin surged globally.
2018
BIOT Milestones
Established partnerships with overseas ingredient suppliers and built a distribution framework for the Japanese market.
World Events
Pyeongchang Winter Olympics held. U.S.–China trade tensions emerged.
2019
BIOT Milestones
Established an in-house manufacturing subsidiary in Kakegawa, Shizuoka. Began product development and joint research with external partners.
World Events
Japan's new imperial era 'Reiwa' began. Rugby World Cup hosted in Japan.
2020
BIOT Milestones
Advanced R&D of cosmetic raw materials. Expanded collaboration with specialist clinics and research institutions.
World Events
COVID-19 spread globally, triggering major changes in daily life and the economy.
2021
BIOT Milestones
Deepened specialist partnerships and expanded the scope of business operations.
World Events
Tokyo 2020 Olympics and Paralympics held. Vaccine rollouts advanced worldwide.
2022
BIOT Milestones
Opened directly operated stores and facilities, accelerating full-scale brand expansion.
World Events
Global inflation surged and the yen weakened sharply (briefly exceeding ¥150 per USD).
2023
BIOT Milestones
Exhibited at international beauty trade shows. Continued joint research with universities and research institutions.
World Events
Generative AI spread globally. Inbound tourism to Japan recovered strongly.
2024
BIOT Milestones
Strengthened development and manufacturing capabilities with overseas partners and expanded activities in Southeast Asia. Enhanced the advisory board.
World Events
The Nikkei Average surpassed ¥40,000 for the first time. The new NISA investment scheme launched.
2025
BIOT Milestones
Relativity Acquisition Corp. filed the F-4 registration statement relating to the Group (Instinct Bio Technical Company Holdings Inc.) with the SEC.
World Events
Osaka-Kansai Expo held. Global wellness and beauty markets continued to expand.
2026
Nasdaq Listing
BIOT Milestones
Shareholders of Relativity Acquisition Corp. approved the business combination with the Group. On July 24, 2026, the Group made its Nasdaq debut under the ticker symbol "BIOT" (Nasdaq: BIOT).
World Events
Cross-border listings and fundraising activity accelerated globally.
* The left column summarizes key milestones of the BIOT Group. The right column ('World Events') describes general social and economic occurrences and does not represent the Company's performance or views.
