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Share Issuance and Disposal2173Hakuten CorporationInformation and Communications, Services and Others

Notice Regarding the Issuance of New Shares as Restricted Stock

The Company resolved to issue 45,800 common shares as restricted stock to 10 directors, executive officers and employees holding certain positions. The total issue price is ¥43,784,800, and transfers will be restricted until the recipients retire or resign, or otherwise cease to hold the relevant position.

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Neutral
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43784800
yen
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Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of new shares as restricted stock

Who receives how much45,800Shares

45,800 common shares (new shares)

The Company's directors (excluding directors who are Audit and Supervisory Committee members and outside directors)3 / 39,600 shares
Executive officers of the Company2 / 3,700 shares
Employees of the Company holding certain positions5 / 2,500 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.

¥956 per share
Total issue value

¥43,784,800

Total Stock-Based Compensation
Total monetary compensation receivables: ¥43,784,800
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 the payment date until the later of the date on which the recipient retires or resigns from the position of director of the Company or any other position designated by the Company’s Board of Directors, or otherwise ceases to hold such position, and the date falling more than 3 months after the end of the fiscal year containing the payment date.
Conditions for lifting transfer restrictions
On the condition that the recipient continuously holds a position as a director, executive officer or employee of the Company or any of its subsidiaries from the payment date until the conclusion of the first annual general meeting of shareholders of the Company thereafter, all transfer restrictions will be lifted upon expiry of the restriction period. In the event of retirement or resignation, or otherwise ceasing to hold such position, for a legitimate reason or due to death, the restrictions will be lifted for the number of shares corresponding to the period of service.
Reason for acquisition without consideration
If the recipient retires or resigns, or otherwise ceases to hold any position as a director, executive officer or employee of the Company or any of its subsidiaries without a legitimate reason. If any shares remain subject to transfer restrictions when the restrictions are lifted. If any shares remain subject to transfer restrictions in connection with a reorganization or similar transaction.
Categories and Number of Persons Covered
Category The Company's directors (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 3 / Number of allocated shares 39,600 shares, Category Executive officers of the Company / Number of Employees 2 / Number of allocated shares 3,700 shares, Category Employees of the Company holding certain positions / Number of Employees 5 / Number of allocated shares 2,500 shares
Intended allottee's holding policy
To achieve sustained growth in corporate value and the sharing of value with shareholders over the medium to long term, the recipients may not transfer, create security interests over, make lifetime gifts of, or otherwise dispose of the shares during the restriction period.
Payment date
16 April 2026
Basis for determining the amount to be paid
The closing price of the Company’s common shares on the Tokyo Stock Exchange on the business day immediately preceding the date of the Board of Directors’ meeting, 26 March 2026, was ¥956. There was no discount or premium.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of new shares as restricted stock
Number of shares to be issued or disposed of45,800 common shares (new shares)
Issue price and disposal price¥956 per share
Total issue value¥43,784,800
Payment date16 April 2026
Intended allotteeName The Company's directors (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 3 / Number of Shares 39,600 shares, Name Executive officers of the Company / Number of Employees 2 / Number of Shares 3,700 shares, Name Employees of the Company holding certain positions / Number of Employees 5 / Number of Shares 2,500 shares
Intended allottee's holding policyTo achieve sustained growth in corporate value and the sharing of value with shareholders over the medium to long term, the recipients may not transfer, create security interests over, make lifetime gifts of, or otherwise dispose of the shares during the restriction period.
Basis for determining the amount to be paidThe closing price of the Company’s common shares on the Tokyo Stock Exchange on the business day immediately preceding the date of the Board of Directors’ meeting, 26 March 2026, was ¥956. There was no discount or premium.
Transfer restriction periodFrom the payment date until the later of the date on which the recipient retires or resigns from the position of director of the Company or any other position designated by the Company’s Board of Directors, or otherwise ceases to hold such position, and the date falling more than 3 months after the end of the fiscal year containing the payment date.
Conditions for lifting transfer restrictionsOn the condition that the recipient continuously holds a position as a director, executive officer or employee of the Company or any of its subsidiaries from the payment date until the conclusion of the first annual general meeting of shareholders of the Company thereafter, all transfer restrictions will be lifted upon expiry of the restriction period. In the event of retirement or resignation, or otherwise ceasing to hold such position, for a legitimate reason or due to death, the restrictions will be lifted for the number of shares corresponding to the period of service.
Reason for acquisition without considerationIf the recipient retires or resigns, or otherwise ceases to hold any position as a director, executive officer or employee of the Company or any of its subsidiaries without a legitimate reason. If any shares remain subject to transfer restrictions when the restrictions are lifted. If any shares remain subject to transfer restrictions in connection with a reorganization or similar transaction.
Categories and Number of Persons CoveredCategory The Company's directors (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 3 / Number of allocated shares 39,600 shares, Category Executive officers of the Company / Number of Employees 2 / Number of allocated shares 3,700 shares, Category Employees of the Company holding certain positions / Number of Employees 5 / Number of allocated shares 2,500 shares
Total Stock-Based CompensationTotal monetary compensation receivables: ¥43,784,800
Items this document does not state (15)
Amount of funds to be raisedEstimated 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 enhance the recipients’ awareness of participating in management and promote the sharing of value with shareholders, thereby increasing corporate value over the medium to long term.

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Notice Regarding the Issuance of New Shares as Restricted Stock | Hakuten Corporation (2173) timely disclosure | Komori