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Share Issuance and Disposal3064MonotaRO Co.,Ltd.Retail

Notice Regarding the Disposal of Treasury Shares as Restricted Stock for Employees

The Company resolved to grant 25,171 restricted shares to 118 employees through the disposal of treasury shares, with monetary compensation receivables contributed in kind. The restriction period runs from 25 September 2026 to 31 May 2029.

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Direction
Neutral
Direction inferred from the company’s description.
Scale
25171
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much25,171Shares

25,171 common shares (treasury shares)

Employees of the Company118 people / 25,171 shares

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

¥1,861 per share
Total issue value

¥46,843,231

Amount of funds to be raised
Total payment amount: ¥46,843,231; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary compensation receivables: ¥46,843,231
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
From 25 September 2026 to 31 May 2029
Conditions for lifting transfer restrictions
The eligible employee must continuously hold a position as a director, executive officer, other officer or employee of the Company or one of its subsidiaries during the restriction period. If the employee loses that position due to mandatory retirement, death or another reason deemed valid by the Company, the transfer restrictions will be lifted for the number of shares determined based on the period of service.
Reason for acquisition without consideration
The Company will automatically acquire without consideration any shares subject to the allocation for which the transfer restrictions have not been lifted. The Company will also acquire the shares without consideration in the event of a corporate reorganization or similar event, subject to the prescribed conditions.
Categories and Number of Persons Covered
118 employees of the Company, 25,171 shares
Intended allottee's holding policy
During the restriction period, the shares may not be transferred, pledged or otherwise disposed of. If the prescribed conditions are met when the restriction period expires, the transfer restrictions will be lifted for all of the shares subject to the allocation.
Payment date
25 September 2026
Basis for determining the amount to be paid
The closing price of the Company’s common shares on the Tokyo Stock Exchange on 26 August 2026, ¥1,861. No discount or premium rate is 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 of25,171 common shares (treasury shares)
Issue price and disposal price¥1,861 per share
Total issue value¥46,843,231
Amount of funds to be raisedTotal payment amount: ¥46,843,231; estimated net proceeds: Not disclosed
Payment date25 September 2026
Intended allotteeName Employees of the Company / Number of Employees 118 people / Number of Shares 25,171 shares
Intended allottee's holding policyDuring the restriction period, the shares may not be transferred, pledged or otherwise disposed of. If the prescribed conditions are met when the restriction period expires, the transfer restrictions will be lifted for all of the shares subject to the allocation.
Basis for determining the amount to be paidThe closing price of the Company’s common shares on the Tokyo Stock Exchange on 26 August 2026, ¥1,861. No discount or premium rate is stated.
Transfer restriction periodFrom 25 September 2026 to 31 May 2029
Conditions for lifting transfer restrictionsThe eligible employee must continuously hold a position as a director, executive officer, other officer or employee of the Company or one of its subsidiaries during the restriction period. If the employee loses that position due to mandatory retirement, death or another reason deemed valid by the Company, the transfer restrictions will be lifted for the number of shares determined based on the period of service.
Reason for acquisition without considerationThe Company will automatically acquire without consideration any shares subject to the allocation for which the transfer restrictions have not been lifted. The Company will also acquire the shares without consideration in the event of a corporate reorganization or similar event, subject to the prescribed conditions.
Categories and Number of Persons Covered118 employees of the Company, 25,171 shares
Total Stock-Based CompensationTotal monetary compensation receivables: ¥46,843,231
Items this document does not state (14)
Estimated issuance expensesSpecific use of fundsDilution 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 enhance employees’ awareness of and willingness to contribute to the enhancement of the Company’s medium- to long-term corporate value.

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Notice Regarding the Disposal of Treasury Shares as Restricted Stock for Employees | MonotaRO Co.,Ltd. (3064) timely disclosure | Komori