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Share Issuance and Disposal2962TECNISCO,LTD.Construction and Materials

Notice Regarding the Issuance of New Shares as Restricted Stock Compensation

The Company will issue 2,358 common shares to 1 director as restricted stock compensation. The total payment amount is ¥4,197,240, and the shares generally may not be transferred for 50 years.

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Details of issuance or disposal

Issuance of new shares as restricted stock compensation

Who receives how much2,358Shares

2,358 common shares (new shares)

1 director: 2,358 shares

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

¥1,780 per share
Total issue value

¥4,197,240

Amount of funds to be raised
Total payment amount: ¥4,197,240 (estimated net proceeds: Not disclosed)
Total Stock-Based Compensation
Total monetary claims: ¥4,197,240. The annual compensation limit is ¥50 million or less.
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
50 years (20 November 2026 to 20 November 2075)
Conditions for lifting transfer restrictions
Provided that the eligible director remains continuously in the position of director of the Company throughout the transfer restriction period, all transfer restrictions will be lifted upon expiration of the period. If the director leaves office upon expiration of the term or for another legitimate reason, the restrictions will be lifted immediately after departure with respect to the number of shares corresponding to the period of service.
Reason for acquisition without consideration
Immediately after the expiration of the transfer restriction period or the lifting of the transfer restrictions, the Company will acquire without consideration any shares whose transfer restrictions have not been lifted. In the event of a corporate reorganization or similar transaction, the Company will also acquire without consideration any shares whose transfer restrictions remain in place.
Categories and Number of Persons Covered
1 director of the Company: 2,358 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred to any third party, pledged, or otherwise disposed of in any way. The transfer restriction period runs from 20 November 2026 to 20 November 2075. The shares will be managed in a dedicated account.
Payment date
20 November 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Standard Market on 22 October 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,780. No discount or premium rate is disclosed.
Procedures under the Corporate Code of Conduct
The resolution was approved by the Board of Directors after consultation with the Compensation and Nomination Advisory Committee. Whether an independent third-party opinion was obtained or shareholder approval was sought: Not disclosed.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of new shares as restricted stock compensation
Number of shares to be issued or disposed of2,358 common shares (new shares)
Issue price and disposal price¥1,780 per share
Total issue value¥4,197,240
Amount of funds to be raisedTotal payment amount: ¥4,197,240 (estimated net proceeds: Not disclosed)
Payment date20 November 2026
Intended allottee1 director: 2,358 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred to any third party, pledged, or otherwise disposed of in any way. The transfer restriction period runs from 20 November 2026 to 20 November 2075. 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 Standard Market on 22 October 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,780. No discount or premium rate is disclosed.
Transfer restriction period50 years (20 November 2026 to 20 November 2075)
Conditions for lifting transfer restrictionsProvided that the eligible director remains continuously in the position of director of the Company throughout the transfer restriction period, all transfer restrictions will be lifted upon expiration of the period. If the director leaves office upon expiration of the term or for another legitimate reason, the restrictions will be lifted immediately after departure with respect to the number of shares corresponding to the period of service.
Reason for acquisition without considerationImmediately after the expiration of the transfer restriction period or the lifting of the transfer restrictions, the Company will acquire without consideration any shares whose transfer restrictions have not been lifted. In the event of a corporate reorganization or similar transaction, the Company will also acquire without consideration any shares whose transfer restrictions remain in place.
Categories and Number of Persons Covered1 director of the Company: 2,358 shares
Total Stock-Based CompensationTotal monetary claims: ¥4,197,240. The annual compensation limit is ¥50 million or less.
Procedures under the Corporate Code of ConductThe resolution was approved by the Board of Directors after consultation with the Compensation and Nomination Advisory Committee. Whether an independent third-party opinion was obtained or shareholder approval was sought: Not disclosed.
Items this document does not state (13)
Estimated 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 director with an incentive to pursue sustained increases in corporate value and promote value sharing with shareholders. The purpose is also to further motivate the eligible director and achieve value sharing with shareholders over the medium to long term.

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