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Share Issuance and Disposal1976MEISEI INDUSTRIAL Co.,Ltd.Construction and Materials

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 7,000 treasury shares to 4 directors as restricted stock compensation. The shares may not be transferred until the directors retire, and the Company will acquire them without consideration if certain specified events occur.

Worth reading
49Recurring
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Direction
Neutral
Direction inferred from the company’s description.
Scale
7000
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much7,000Shares

7,000 common shares (treasury shares)

4 directors of the Company, excluding directors who are Audit and Supervisory Committee members and outside directors; 7,000 shares

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

¥1,818 per share
Amount of funds to be raised

Total payment amount: ¥12,726,000 (the entire amount will be paid through an in-kind contribution of monetary claims; estimated net proceeds: Not disclosed)

Total Stock-Based Compensation
Total monetary claims: ¥12,726,000. The compensation framework approved by the shareholders is up to ¥50 million per year and up to 30,000 shares 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 July 2026 until immediately after the director ceases to hold the position of director of the Company
Conditions for lifting transfer restrictions
Provided that the director remains continuously in the position of director of the Company throughout the service period, the transfer restrictions on all of the shares allotted under this arrangement will be lifted upon expiry of the transfer restriction period. If the director retires upon expiry of the term of office or for another legitimate reason, the transfer restrictions on the number of shares corresponding to the director’s months of service will be lifted immediately after retirement.
Reason for acquisition without consideration
If the director engages in a violation of laws or regulations during the transfer restriction period or falls under any other specified event set out in the share allotment agreement, the Company will acquire all of the shares allotted under this arrangement that the director holds without consideration. The Company will also acquire without consideration any shares whose transfer restrictions are not lifted upon expiry of the transfer restriction period or at other applicable times.
Categories and Number of Persons Covered
4 directors of the Company, excluding directors who are Audit and Supervisory Committee members and outside directors; 7,000 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred to any third party, pledged as collateral or otherwise disposed of. The shares will be managed in a dedicated account.
Payment date
24 July 2026
Basis for determining the amount to be paid
The closing price of the Company’s common shares on the Tokyo Stock Exchange Prime Market on 24 June 2026, the business day preceding the date of the Board of Directors’ resolution, was ¥1,818. No discount or premium was stated.
Procedures under the Corporate Code of Conduct
The matter was referred to the Nomination and Compensation Committee for consultation.
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 of7,000 common shares (treasury shares)
Issue price and disposal price¥1,818 per share
Amount of funds to be raisedTotal payment amount: ¥12,726,000 (the entire amount will be paid through an in-kind contribution of monetary claims; estimated net proceeds: Not disclosed)
Payment date24 July 2026
Intended allottee4 directors of the Company, excluding directors who are Audit and Supervisory Committee members and outside directors; 7,000 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred to any third party, pledged as collateral or otherwise disposed of. The shares will be managed in a dedicated account.
Basis for determining the amount to be paidThe closing price of the Company’s common shares on the Tokyo Stock Exchange Prime Market on 24 June 2026, the business day preceding the date of the Board of Directors’ resolution, was ¥1,818. No discount or premium was stated.
Transfer restriction periodFrom 24 July 2026 until immediately after the director ceases to hold the position of director of the Company
Conditions for lifting transfer restrictionsProvided that the director remains continuously in the position of director of the Company throughout the service period, the transfer restrictions on all of the shares allotted under this arrangement will be lifted upon expiry of the transfer restriction period. If the director retires upon expiry of the term of office or for another legitimate reason, the transfer restrictions on the number of shares corresponding to the director’s months of service will be lifted immediately after retirement.
Reason for acquisition without considerationIf the director engages in a violation of laws or regulations during the transfer restriction period or falls under any other specified event set out in the share allotment agreement, the Company will acquire all of the shares allotted under this arrangement that the director holds without consideration. The Company will also acquire without consideration any shares whose transfer restrictions are not lifted upon expiry of the transfer restriction period or at other applicable times.
Categories and Number of Persons Covered4 directors of the Company, excluding directors who are Audit and Supervisory Committee members and outside directors; 7,000 shares
Total Stock-Based CompensationTotal monetary claims: ¥12,726,000. The compensation framework approved by the shareholders is up to ¥50 million per year and up to 30,000 shares per year.
Procedures under the Corporate Code of ConductThe matter was referred to the Nomination and Compensation Committee for consultation.
Items this document does not state (14)
Total issue valueEstimated issuance expensesSpecific use of fundsDilution 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 sustainably enhance corporate value and promote value sharing with shareholders. The purpose is also to further increase the motivation of each eligible director.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | MEISEI INDUSTRIAL Co.,Ltd. (1976) timely disclosure | Komori