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Share Issuance and Disposal2311EPCO Co.,Ltd.Information and Communications, Services and Others

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 6,875 treasury shares as restricted stock compensation to 4 senior executive officers and 3 executive officers. The total disposal value is ¥5.5 million, and the restriction period is 3 years.

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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much6,875Shares

6,875 common shares of the Company (treasury shares)

Senior Executive Officer4 / 5,000 shares
Executive officers3 / 1,875 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.

¥800 per share
Total issue value

¥5,500,000

Amount of funds to be raised
Total payment amount: ¥5,500,000; estimated net proceeds: Not disclosed (no cash financing is involved, as monetary compensation receivables will be contributed in kind)
Total Stock-Based Compensation
Total monetary compensation receivables: ¥5,500,000
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
3 years, from 12 May 2026 through 11 May 2029
Conditions for lifting transfer restrictions
All of the allocated shares will be released from the transfer restrictions upon expiration of the restriction period, provided that the eligible executive officers have continuously held their positions or equivalent status throughout the restriction period. In the event of resignation or retirement, the number of shares released may be determined based on the period of service. In the event of a reorganization or similar transaction, the number of shares to be released will be reasonably determined by resolution of the Board of Directors.
Reason for acquisition without consideration
The Company will automatically acquire without consideration any allocated shares that remain subject to transfer restrictions immediately after the transfer restrictions are released.
Categories and Number of Persons Covered
4 Managing Executive Officers, 5,000 shares; 3 Executive Officers, 1,875 shares
Payment date
12 May 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on 24 April 2026, the business day preceding the date of the Board of Directors' resolution, was ¥800. No discount or premium rate was 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 of6,875 common shares of the Company (treasury shares)
Issue price and disposal price¥800 per share
Total issue value¥5,500,000
Amount of funds to be raisedTotal payment amount: ¥5,500,000; estimated net proceeds: Not disclosed (no cash financing is involved, as monetary compensation receivables will be contributed in kind)
Payment date12 May 2026
Intended allotteeCategory Senior Executive Officer / Number of Employees 4 / Number of Shares 5,000 shares, Category Executive officers / Number of Employees 3 / Number of Shares 1,875 shares
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange on 24 April 2026, the business day preceding the date of the Board of Directors' resolution, was ¥800. No discount or premium rate was stated.
Transfer restriction period3 years, from 12 May 2026 through 11 May 2029
Conditions for lifting transfer restrictionsAll of the allocated shares will be released from the transfer restrictions upon expiration of the restriction period, provided that the eligible executive officers have continuously held their positions or equivalent status throughout the restriction period. In the event of resignation or retirement, the number of shares released may be determined based on the period of service. In the event of a reorganization or similar transaction, the number of shares to be released will be reasonably determined by resolution of the Board of Directors.
Reason for acquisition without considerationThe Company will automatically acquire without consideration any allocated shares that remain subject to transfer restrictions immediately after the transfer restrictions are released.
Categories and Number of Persons Covered4 Managing Executive Officers, 5,000 shares; 3 Executive Officers, 1,875 shares
Total Stock-Based CompensationTotal monetary compensation receivables: ¥5,500,000
Items this document does not state (15)
Estimated issuance expensesSpecific use of fundsIntended allottee's holding policyDilution 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 provide the eligible executive officers with an incentive to achieve sustained increases in corporate value and promote value sharing with shareholders, and to encourage medium- to long-term, continuous service.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | EPCO Co.,Ltd. (2311) timely disclosure | Komori