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Share Issuance and Disposal3028Alpen Co.,Ltd.Retail

Notice Regarding the Disposal of Treasury Shares as Restricted Stock Compensation

Alpen Co.,Ltd. resolved to dispose of 8,686 treasury shares as restricted stock compensation for 1 director and 11 executive officers. The shares will be subject to transfer restrictions for 3 years for the director and 2 years for the executive officers.

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8686
Shares
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much8,686Shares

8,686 common shares (treasury shares)

1 director (excluding directors who are Audit and Supervisory Committee members and outside directors)2,940 shares
11 executive officers5,746 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.

¥2,381 per share
Total issue value

¥20,681,366

Amount of funds to be raised
As the total of ¥20,681,366 in monetary compensation receivables and monetary claims will be contributed in kind, no funds will be raised in cash and there will be no estimated net proceeds.
Total Stock-Based Compensation
Total monetary compensation receivables and monetary claims of ¥20,681,366. For directors, a compensation framework of up to ¥30 million per year in monetary compensation receivables.
発行済株式総数

As this is a disposal of treasury shares, the total number of issued shares will not increase

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 13 November 2026 to 13 November 2029, for the director, and 2 years, from 13 November 2026 to 13 November 2028, for the executive officers
Conditions for lifting transfer restrictions
Subject to the recipients continuously holding the position of director or executive officer of the Company throughout the transfer restriction period, all transfer restrictions on the shares allotted under this arrangement will be lifted upon expiry of the period. If a recipient loses the position due to expiry of the term of office, expiry of the employment period, death or any other reason deemed legitimate by the Company's Board of Directors, the restrictions will be lifted for the number of shares corresponding to the period of service.
Reason for acquisition without consideration
At the expiration of the restricted period, the Company will automatically acquire without consideration any of the allocated shares for which the transfer restrictions have not been lifted.
Categories and Number of Persons Covered
1 director, 2,940 shares; 11 executive officers, 5,746 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 restrictions will apply until 13 November 2029 for the director and until 13 November 2028 for the executive officers.
Payment date
13 November 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on 13 October 2026, the business day preceding the date of the Board of Directors' resolution, was ¥2,381. No discount or premium.
Procedures under the Corporate Code of Conduct
At the 49th Annual General Meeting of Shareholders held on 28 September 2021, approval was obtained for the payment of monetary compensation receivables, the total number of shares and the transfer restriction period relating to this arrangement.
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 of8,686 common shares (treasury shares)
Issue price and disposal price¥2,381 per share
Total issue value¥20,681,366
Amount of funds to be raisedAs the total of ¥20,681,366 in monetary compensation receivables and monetary claims will be contributed in kind, no funds will be raised in cash and there will be no estimated net proceeds.
Payment date13 November 2026
Intended allotteeCategory 1 director (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Shares 2,940 shares, Category 11 executive officers / Number of Shares 5,746 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 restrictions will apply until 13 November 2029 for the director and until 13 November 2028 for the executive officers.
Total number of issued sharesAs this is a disposal of treasury shares, the total number of issued shares will not increase
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange on 13 October 2026, the business day preceding the date of the Board of Directors' resolution, was ¥2,381. No discount or premium.
Transfer restriction period3 years, from 13 November 2026 to 13 November 2029, for the director, and 2 years, from 13 November 2026 to 13 November 2028, for the executive officers
Conditions for lifting transfer restrictionsSubject to the recipients continuously holding the position of director or executive officer of the Company throughout the transfer restriction period, all transfer restrictions on the shares allotted under this arrangement will be lifted upon expiry of the period. If a recipient loses the position due to expiry of the term of office, expiry of the employment period, death or any other reason deemed legitimate by the Company's Board of Directors, the restrictions will be lifted for the number of shares corresponding to the period of service.
Reason for acquisition without considerationAt the expiration of the restricted period, the Company will automatically acquire without consideration any of the allocated shares for which the transfer restrictions have not been lifted.
Categories and Number of Persons Covered1 director, 2,940 shares; 11 executive officers, 5,746 shares
Total Stock-Based CompensationTotal monetary compensation receivables and monetary claims of ¥20,681,366. For directors, a compensation framework of up to ¥30 million per year in monetary compensation receivables.
Procedures under the Corporate Code of ConductAt the 49th Annual General Meeting of Shareholders held on 28 September 2021, approval was obtained for the payment of monetary compensation receivables, the total number of shares and the transfer restriction period relating to this arrangement.
Items this document does not state (12)
Estimated 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.

To provide incentives for sustained growth in corporate value and promote value sharing with shareholders. Also, to encourage medium- to long-term and continuous service.

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Notice Regarding the Disposal of Treasury Shares as Restricted Stock Compensation | Alpen Co.,Ltd. (3028) timely disclosure | Komori