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Share Issuance and Disposal1514Sumiseki Holdings,Inc.Energy Resources

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to allocate 44,800 treasury shares to 3 executive directors and 2 executive officers as restricted stock compensation. The total disposal price is ¥23.5648 million. As the monetary compensation receivables owed to the eligible recipients will be contributed in kind, this does not constitute an effective fund-raising transaction for the Company.

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Neutral
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Scale
44800
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much44,800Shares

44,800 shares of the Company's common stock (treasury shares)

The Company's executive directors (excluding directors serving as Audit and Supervisory Committee Members)3 / 36,300 shares
The Company's executive officers2 / 8,500 shares

The height of each bar represents the proportion of shares received by each allottee. The thin line below represents the number of existing shares to which these shares are added.

¥526 per share
Total issue value

¥23,564,800

Amount of funds to be raised
Total payment amount of ¥23,564,800; estimated net proceeds Not disclosed
Total Stock-Based Compensation
Total monetary compensation receivables of ¥23,564,800
Conditions on transfer restrictions

Restricted stock is stock awarded as compensation that cannot be sold during a specified period, with the restrictions lifted once the applicable conditions are met.

Transfer restriction period
From 21 July 2026 until the date on which the recipient resigns or retires from all positions as a director, Audit & Supervisory Board Member, executive officer or employee of the Company or any of its subsidiaries
Conditions for lifting transfer restrictions
Provided that the recipient continuously remains in the position held at the time of allocation throughout the service period, all of the allocated shares will be released from the transfer restrictions upon expiration of the transfer restriction period. In the event of resignation or retirement for a valid reason, the restrictions will be lifted in proportion to the number obtained by dividing the number of months from July 2026 through the month including the date of resignation or retirement by the service period.
Reason for acquisition without consideration
If the recipient resigns or retires without a valid reason during the service period, if any shares remain subject to transfer restrictions upon expiration of the transfer restriction period, or if any shares remain subject to transfer restrictions on the effective date of a reorganization or other similar event.
Categories and Number of Persons Covered
3 of the Company's executive directors (excluding directors serving as Audit and Supervisory Committee Members), 36,300 shares; 2 of the Company's executive officers, 8,500 shares
Intended allottee's holding policy
The shares will be held and maintained in designated accounts opened with SMBC Nikko Securities Inc. until the transfer restrictions are lifted.
Payment date
21 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange on the business day preceding the date of the Board of Directors' resolution, 25 June 2026, was ¥526. No discount or premium was applied.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares as restricted stock compensation
Number of shares to be issued or disposed of44,800 shares of the Company's common stock (treasury shares)
Issue price and disposal price¥526 per share
Total issue value¥23,564,800
Amount of funds to be raisedTotal payment amount of ¥23,564,800; estimated net proceeds Not disclosed
Payment date21 July 2026
Intended allotteeName The Company's executive directors (excluding directors serving as Audit and Supervisory Committee Members) / Number of Employees 3 / Number of Shares 36,300 shares, Name The Company's executive officers / Number of Employees 2 / Number of Shares 8,500 shares
Intended allottee's holding policyThe shares will be held and maintained in designated accounts opened with SMBC Nikko Securities Inc. until the transfer restrictions are lifted.
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Tokyo Stock Exchange on the business day preceding the date of the Board of Directors' resolution, 25 June 2026, was ¥526. No discount or premium was applied.
Transfer restriction periodFrom 21 July 2026 until the date on which the recipient resigns or retires from all positions as a director, Audit & Supervisory Board Member, executive officer or employee of the Company or any of its subsidiaries
Conditions for lifting transfer restrictionsProvided that the recipient continuously remains in the position held at the time of allocation throughout the service period, all of the allocated shares will be released from the transfer restrictions upon expiration of the transfer restriction period. In the event of resignation or retirement for a valid reason, the restrictions will be lifted in proportion to the number obtained by dividing the number of months from July 2026 through the month including the date of resignation or retirement by the service period.
Reason for acquisition without considerationIf the recipient resigns or retires without a valid reason during the service period, if any shares remain subject to transfer restrictions upon expiration of the transfer restriction period, or if any shares remain subject to transfer restrictions on the effective date of a reorganization or other similar event.
Categories and Number of Persons Covered3 of the Company's executive directors (excluding directors serving as Audit and Supervisory Committee Members), 36,300 shares; 2 of the Company's executive officers, 8,500 shares
Total Stock-Based CompensationTotal monetary compensation receivables of ¥23,564,800
Items this document does not state (14)
Estimated issuance expensesSpecific use of fundsDilution RateTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioProcedures under the Corporate Code of ConductMost recent equity financingMajor shareholders after the offeringImpact on Business Performance

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

To share with shareholders the benefits and risks of share price fluctuations and clarify management's responsibility for enhancing corporate value. The Company also comprehensively considered each recipient's position, responsibilities and contribution to the Company's performance.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | Sumiseki Holdings,Inc. (1514) timely disclosure | Komori