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Share Issuance and Disposal1718MIKIKOGYO CO.,LTD.Construction and Materials

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 700 treasury shares held by the Company at ¥7,610 per share as restricted stock compensation for 3 directors. The eligible directors will receive total monetary compensation claims of ¥5,327,000, and the full amount will be contributed in kind to receive the shares.

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Scale
700
Shares
Wording
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much700Shares

700 shares of the Company's common stock (treasury shares)

3 directors of the Company (excluding outside directors)700 shares

The lower thin line represents the existing number of shares to which these shares will be added.

¥7,610 per share
Total issue value

¥5,327,000

Total Stock-Based Compensation
Total monetary compensation claims of ¥5,327,000. Monetary compensation claims under the scheme are limited to ¥25 million per year.
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 24 April 2026 until the later of the date on which the eligible director ceases to hold the position of director of the Company or the date on which the semiannual report for the business year to which the date of allocation of the shares belongs is filed.
Conditions for lifting transfer restrictions
The transfer restrictions will be fully lifted upon expiration of the transfer restriction period, provided that the eligible director continuously holds the position of director of the Company throughout the service provision period from the date of the annual general meeting of shareholders to the date of the annual general meeting of shareholders held in the following year. If the director ceases to hold office upon expiration of the term or for another legitimate reason, the restrictions will be lifted in proportion to the number of months in office.
Reason for acquisition without consideration
If the eligible director ceases to hold the position of director of the Company without a legitimate reason before expiration of the transfer restriction period. Also, if any shares remain subject to the restrictions at the expiration of the transfer restriction period. In the event of a corporate reorganization, the Company will also acquire without consideration any shares that remain subject to the restrictions after the restrictions are lifted.
Categories and Number of Persons Covered
3 directors of the Company (excluding outside directors), with 700 shares allocated
Payment date
24 April 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange on 25 March 2026, the business day preceding the date of the Board of Directors' resolution, was ¥7,610. No discount or premium is stated.
Procedures under the Corporate Code of Conduct
At the 64th annual general meeting of shareholders held on 26 March 2026, approval was obtained for the payment of monetary compensation claims of up to ¥25 million per year, among other matters.
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 of700 shares of the Company's common stock (treasury shares)
Issue price and disposal price¥7,610 per share
Total issue value¥5,327,000
Payment date24 April 2026
Intended allotteeName 3 directors of the Company (excluding outside directors) / Number of Shares 700 shares
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Tokyo Stock Exchange on 25 March 2026, the business day preceding the date of the Board of Directors' resolution, was ¥7,610. No discount or premium is stated.
Transfer restriction periodFrom 24 April 2026 until the later of the date on which the eligible director ceases to hold the position of director of the Company or the date on which the semiannual report for the business year to which the date of allocation of the shares belongs is filed.
Conditions for lifting transfer restrictionsThe transfer restrictions will be fully lifted upon expiration of the transfer restriction period, provided that the eligible director continuously holds the position of director of the Company throughout the service provision period from the date of the annual general meeting of shareholders to the date of the annual general meeting of shareholders held in the following year. If the director ceases to hold office upon expiration of the term or for another legitimate reason, the restrictions will be lifted in proportion to the number of months in office.
Reason for acquisition without considerationIf the eligible director ceases to hold the position of director of the Company without a legitimate reason before expiration of the transfer restriction period. Also, if any shares remain subject to the restrictions at the expiration of the transfer restriction period. In the event of a corporate reorganization, the Company will also acquire without consideration any shares that remain subject to the restrictions after the restrictions are lifted.
Categories and Number of Persons Covered3 directors of the Company (excluding outside directors), with 700 shares allocated
Total Stock-Based CompensationTotal monetary compensation claims of ¥5,327,000. Monetary compensation claims under the scheme are limited to ¥25 million per year.
Procedures under the Corporate Code of ConductAt the 64th annual general meeting of shareholders held on 26 March 2026, approval was obtained for the payment of monetary compensation claims of up to ¥25 million per year, among other matters.
Items this document does not state (15)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsIntended allottee's holding policyDilution RateTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioMost 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 provide the eligible directors with an incentive to achieve sustained growth in corporate value and to further promote the sharing of value between the eligible directors and shareholders.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | MIKIKOGYO CO.,LTD. (1718) timely disclosure | Komori