Komori
Share Issuance and Disposal2983Arr Planner Co.,Ltd.Real Estate

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company has resolved to dispose of 14,750 treasury shares held by the Company as restricted stock compensation for directors, officers and employees. The shares will be subject to a 50-year transfer restriction.

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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much14,750Shares

14,750 shares of the Company's common stock (treasury shares)

Directors of the Company (excluding outside directors)1 / 1,350 shares
Employees of the Company and its subsidiaries20 / 13,400 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.

¥1,476 per share
Amount of funds to be raised

Total payment amount: ¥21,771,000 (estimated net proceeds: Not disclosed)

Total Stock-Based Compensation
Total monetary claims: ¥21,771,000
発行済株式総数

The total number of issued shares will not increase because this is a disposal of treasury shares.

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 (25 June 2026 to 24 June 2076)
Conditions for lifting transfer restrictions
Provided that the eligible directors and other recipients continuously hold a position during the transfer restriction period 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 its subsidiaries, all transfer restrictions will be lifted upon expiration of the transfer restriction period. If a recipient retires or resigns upon expiration of the term of office, mandatory retirement or for another legitimate reason, the restrictions will be lifted immediately after the retirement or resignation with respect to the number of shares calculated by multiplying the shares held by the percentage corresponding to the recipient's period in office or employment.
Reason for acquisition without consideration
The Company will acquire without consideration any of the shares subject to this allocation for which the transfer restrictions have not been lifted as of the expiration of the transfer restriction period or the time of lifting the restrictions upon retirement or resignation. 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 after the transfer restrictions have been lifted.
Categories and Number of Persons Covered
1 director of the Company (excluding outside directors), 1,350 shares; 20 employees of the Company and its subsidiaries, 13,400 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 manner. The transfer restriction period runs from 25 June 2026 through 24 June 2076.
Payment date
25 June 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange Growth Market on 20 May 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,476. No discount or premium rate is stated.
Procedures under the Corporate Code of Conduct
The matter was submitted to the Remuneration Advisory Committee for consultation. No disclosure is made regarding obtaining an opinion from an independent third party or confirming shareholder intent.
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 of14,750 shares of the Company's common stock (treasury shares)
Issue price and disposal price¥1,476 per share
Amount of funds to be raisedTotal payment amount: ¥21,771,000 (estimated net proceeds: Not disclosed)
Payment date25 June 2026
Intended allotteeName Directors of the Company (excluding outside directors) / Number of Employees 1 / Number of Shares 1,350 shares, Name Employees of the Company and its subsidiaries / Number of Employees 20 / Number of Shares 13,400 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 manner. The transfer restriction period runs from 25 June 2026 through 24 June 2076.
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 stock on the Tokyo Stock Exchange Growth Market on 20 May 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,476. No discount or premium rate is stated.
Transfer restriction period50 years (25 June 2026 to 24 June 2076)
Conditions for lifting transfer restrictionsProvided that the eligible directors and other recipients continuously hold a position during the transfer restriction period 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 its subsidiaries, all transfer restrictions will be lifted upon expiration of the transfer restriction period. If a recipient retires or resigns upon expiration of the term of office, mandatory retirement or for another legitimate reason, the restrictions will be lifted immediately after the retirement or resignation with respect to the number of shares calculated by multiplying the shares held by the percentage corresponding to the recipient's period in office or employment.
Reason for acquisition without considerationThe Company will acquire without consideration any of the shares subject to this allocation for which the transfer restrictions have not been lifted as of the expiration of the transfer restriction period or the time of lifting the restrictions upon retirement or resignation. 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 after the transfer restrictions have been lifted.
Categories and Number of Persons Covered1 director of the Company (excluding outside directors), 1,350 shares; 20 employees of the Company and its subsidiaries, 13,400 shares
Total Stock-Based CompensationTotal monetary claims: ¥21,771,000
Procedures under the Corporate Code of ConductThe matter was submitted to the Remuneration Advisory Committee for consultation. No disclosure is made regarding obtaining an opinion from an independent third party or confirming shareholder intent.
Items this document does not state (13)
Total issue valueEstimated issuance expensesSpecific use of fundsDilution RateExercise 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.

The purpose is to provide an incentive for the sustained enhancement of the Company's corporate value, promote value sharing with shareholders, and further increase the motivation of the eligible recipients.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | Arr Planner Co.,Ltd. (2983) timely disclosure | Komori