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Share Issuance and Disposal2359CORE CORPORATIONInformation and Communications, Services and Others

Notice Concerning the Disposal of Treasury Shares for the Grant of Restricted Stock

The Company resolved to dispose of 20,400 treasury shares as restricted stock compensation to a total of 36 people, including directors, executive officers, directors of subsidiaries and division heads. The total disposal amount is ¥41,412,000, and the transfer restriction period is generally 30 years.

Worth reading
44Recurring
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Direction
Neutral
Direction inferred from the company’s description.
Scale
20400
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much

Disposal on 24 July 2026 15,500 common shares / Disposal on 4 September 2026 4,900 common shares / Total 20,400 common shares

Directors of the Company, excluding outside directors and directors serving as Audit and Supervisory Committee Members3 / 9,000 shares
The Company's executive officers who do not concurrently serve as directors12 / 5,600 shares
Directors of subsidiaries of the Company3 / 900 shares
The Company's division heads13 / 3,900 shares
Division heads of the Company's subsidiaries5 / 1,000 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.

¥2,030 per share
Total issue value

Not applicable (disposal of treasury shares)

Amount of funds to be raised
Not applicable (the eligible persons will make an in-kind contribution of all monetary compensation claims or monetary claims)
Total Stock-Based Compensation
Total monetary compensation claims and monetary claims of ¥41,412,000
Specific use of funds
Not applicable (in-kind contribution of compensation claims)
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
30 years (eligible directors and directors of the Company's subsidiaries: 24 July 2026 to 23 July 2056; the Company's division heads and division heads of the Company's subsidiaries: 4 September 2026 to 3 September 2056)
Conditions for lifting transfer restrictions
Provided that the eligible person continuously holds a position as a director, executive officer, executive officer who does not concurrently serve as a director, Audit & Supervisory Board member, employee, adviser, counselor or other equivalent position of the Company or one of its subsidiaries during the transfer restriction period, all transfer restrictions will be lifted upon expiration of the transfer restriction period. If the eligible person retires or resigns upon expiration of the term of office, reaching mandatory retirement age or for another legitimate reason, the restrictions will be lifted in proportion to the period of service.
Reason for acquisition without consideration
The Company will acquire without consideration any of the shares granted under this allocation for which the transfer restrictions have not been lifted upon expiration of the transfer restriction period or at the time the restrictions are lifted. The Company will also acquire without consideration any shares whose transfer restrictions have not been lifted in the event of a corporate reorganization.
Categories and Number of Persons Covered
Category Directors of the Company, excluding outside directors and directors serving as Audit and Supervisory Committee Members / Number of Employees 3 / Number of allocated shares 9,000 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 12 / Number of allocated shares 5,600 shares, Category Directors of subsidiaries of the Company / Number of Employees 3 / Number of allocated shares 900 shares, Category The Company's division heads / Number of Employees 13 / Number of allocated shares 3,900 shares, Category Division heads of the Company's subsidiaries / Number of Employees 5 / Number of allocated shares 1,000 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred, pledged as collateral or otherwise disposed of. The transfer restriction period runs from 24 July 2026 to 23 July 2056 for the eligible directors and directors of the Company's subsidiaries, and from 4 September 2026 to 3 September 2056 for the Company's division heads and division heads of the Company's subsidiaries.
Payment date
24 July 2026 and 4 September 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, ¥2,030. The discount and premium rates are both 0%.
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 ofDisposal on 24 July 2026 15,500 common shares / Disposal on 4 September 2026 4,900 common shares / Total 20,400 common shares
Issue price and disposal price¥2,030 per share
Total issue valueNot applicable (disposal of treasury shares)
Amount of funds to be raisedNot applicable (the eligible persons will make an in-kind contribution of all monetary compensation claims or monetary claims)
Specific use of fundsNot applicable (in-kind contribution of compensation claims)
Payment date24 July 2026 and 4 September 2026
Intended allotteeCategory Directors of the Company, excluding outside directors and directors serving as Audit and Supervisory Committee Members / Number of Employees 3 / Number of Shares 9,000 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 12 / Number of Shares 5,600 shares, Category Directors of subsidiaries of the Company / Number of Employees 3 / Number of Shares 900 shares, Category The Company's division heads / Number of Employees 13 / Number of Shares 3,900 shares, Category Division heads of the Company's subsidiaries / Number of Employees 5 / Number of Shares 1,000 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred, pledged as collateral or otherwise disposed of. The transfer restriction period runs from 24 July 2026 to 23 July 2056 for the eligible directors and directors of the Company's subsidiaries, and from 4 September 2026 to 3 September 2056 for the Company's division heads and division heads of the Company's subsidiaries.
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 Prime Market on 24 June 2026, ¥2,030. The discount and premium rates are both 0%.
Transfer restriction period30 years (eligible directors and directors of the Company's subsidiaries: 24 July 2026 to 23 July 2056; the Company's division heads and division heads of the Company's subsidiaries: 4 September 2026 to 3 September 2056)
Conditions for lifting transfer restrictionsProvided that the eligible person continuously holds a position as a director, executive officer, executive officer who does not concurrently serve as a director, Audit & Supervisory Board member, employee, adviser, counselor or other equivalent position of the Company or one of its subsidiaries during the transfer restriction period, all transfer restrictions will be lifted upon expiration of the transfer restriction period. If the eligible person retires or resigns upon expiration of the term of office, reaching mandatory retirement age or for another legitimate reason, the restrictions will be lifted in proportion to the period of service.
Reason for acquisition without considerationThe Company will acquire without consideration any of the shares granted under this allocation for which the transfer restrictions have not been lifted upon expiration of the transfer restriction period or at the time the restrictions are lifted. The Company will also acquire without consideration any shares whose transfer restrictions have not been lifted in the event of a corporate reorganization.
Categories and Number of Persons CoveredCategory Directors of the Company, excluding outside directors and directors serving as Audit and Supervisory Committee Members / Number of Employees 3 / Number of allocated shares 9,000 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 12 / Number of allocated shares 5,600 shares, Category Directors of subsidiaries of the Company / Number of Employees 3 / Number of allocated shares 900 shares, Category The Company's division heads / Number of Employees 13 / Number of allocated shares 3,900 shares, Category Division heads of the Company's subsidiaries / Number of Employees 5 / Number of allocated shares 1,000 shares
Total Stock-Based CompensationTotal monetary compensation claims and monetary claims of ¥41,412,000
Items this document does not state (11)
Estimated issuance expensesExercise 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.

The purpose is to provide medium- to long-term incentives, share value with shareholders, share the benefits and risks of share price fluctuations, and further enhance the motivation of the eligible persons.

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Notice Concerning the Disposal of Treasury Shares for the Grant of Restricted Stock | CORE CORPORATION (2359) timely disclosure | Komori