Komori
Share Issuance and Disposal1867UEKI CORPORATIONConstruction and Materials

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The company resolved to allocate 9,590 restricted shares to 4 directors and 10 executive officers as part of their compensation through the disposal of treasury shares. The recipients may not transfer the shares for a specified period, and the restrictions will be lifted if conditions such as remaining in office or employment are met.

Worth reading
42Recurring
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Direction
Neutral
Direction inferred from the company’s description.
Scale
9590
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much9,590Shares

9,590 treasury shares

Directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors)4 / 3,741 shares
The Company's executive officers10 / 5,849 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.

¥2,773 per share
Total issue value

¥26,593,070

Amount of funds to be raised
Not stated. Monetary compensation receivables of ¥26,593,070 will be contributed in kind.
Total Stock-Based Compensation
Aggregate monetary compensation receivables of ¥26,593,070. The annual compensation framework for eligible directors is capped at ¥50 million.
発行済株式総数

The total number of issued shares will not increase because this is a disposal of treasury shares.

Not applicable (disposal of treasury shares)

The dilution rate shows what proportion the newly issued shares represent of the existing shares. The higher the proportion, the more the value and voting rights per share are diluted.

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 10 August 2026 until the date on which the allottee ceases to hold either the position of director or executive officer of the company. However, if the date of cessation is on or before 30 June 2027, the period will run until 1 July 2027.
Conditions for lifting transfer restrictions
Directors must continuously remain in either the position of director or executive officer until the date of the first annual general meeting of shareholders held after the start of the restriction period, while executive officers must do so until the end of the first fiscal year to end after that date. If they cease to hold office for a valid reason, part of the restrictions will be lifted in proportion to their period of service.
Reason for acquisition without consideration
The company will acquire without consideration any shares whose restrictions have not been lifted if the holder ceases to hold office without a valid reason before the prescribed time, if the conditions for lifting the restrictions are not met and the restrictions therefore remain in place, or if the holder ceases to hold office in connection with a corporate reorganization or similar event.
Categories and Number of Persons Covered
4 directors, 3,741 shares; 10 executive officers, 5,849 shares
Intended allottee's holding policy
During the restriction period, the shares may not be transferred, pledged, used to create a security interest, gifted during the holder’s lifetime, bequeathed or otherwise disposed of. The shares will be held and maintained in a designated account until the restrictions are lifted.
Payment date
10 August 2026
Basis for determining the amount to be paid
The closing price of the company’s common shares on the Tokyo Stock Exchange on 23 July 2026, the business day immediately preceding the date of the Board of Directors’ resolution, was ¥2,773. No discount or premium applies.
Impact on Business Performance
No impact on financial results from this disposal of treasury shares is stated.
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 of9,590 treasury shares
Issue price and disposal price¥2,773 per share
Total issue value¥26,593,070
Amount of funds to be raisedNot stated. Monetary compensation receivables of ¥26,593,070 will be contributed in kind.
Payment date10 August 2026
Intended allotteeCategory Directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 4 / Number of Shares 3,741 shares, Category The Company's executive officers / Number of Employees 10 / Number of Shares 5,849 shares
Intended allottee's holding policyDuring the restriction period, the shares may not be transferred, pledged, used to create a security interest, gifted during the holder’s lifetime, bequeathed or otherwise disposed of. The shares will be held and maintained in a designated account until the restrictions are lifted.
Dilution RateNot applicable (disposal of treasury shares)
Total number of issued sharesThe total number of issued shares will not increase because this is a disposal of treasury shares.
Basis for determining the amount to be paidThe closing price of the company’s common shares on the Tokyo Stock Exchange on 23 July 2026, the business day immediately preceding the date of the Board of Directors’ resolution, was ¥2,773. No discount or premium applies.
Transfer restriction periodFrom 10 August 2026 until the date on which the allottee ceases to hold either the position of director or executive officer of the company. However, if the date of cessation is on or before 30 June 2027, the period will run until 1 July 2027.
Conditions for lifting transfer restrictionsDirectors must continuously remain in either the position of director or executive officer until the date of the first annual general meeting of shareholders held after the start of the restriction period, while executive officers must do so until the end of the first fiscal year to end after that date. If they cease to hold office for a valid reason, part of the restrictions will be lifted in proportion to their period of service.
Reason for acquisition without considerationThe company will acquire without consideration any shares whose restrictions have not been lifted if the holder ceases to hold office without a valid reason before the prescribed time, if the conditions for lifting the restrictions are not met and the restrictions therefore remain in place, or if the holder ceases to hold office in connection with a corporate reorganization or similar event.
Categories and Number of Persons Covered4 directors, 3,741 shares; 10 executive officers, 5,849 shares
Total Stock-Based CompensationAggregate monetary compensation receivables of ¥26,593,070. The annual compensation framework for eligible directors is capped at ¥50 million.
Impact on Business PerformanceNo impact on financial results from this disposal of treasury shares is stated.
Items this document does not state (11)
Estimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioProcedures under the Corporate Code of ConductMost recent equity financingMajor shareholders after the offering

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 the benefits and risks of share price fluctuations with shareholders and increase recipients’ motivation to contribute to higher share prices and enhanced corporate value.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | UEKI CORPORATION (1867) timely disclosure | Komori