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Share Issuance and Disposal3087DOUTOR・NICHIRES Holdings Co.,Ltd.Retail

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 52,100 treasury shares to 16 directors and other eligible recipients as restricted stock compensation. The disposal price is ¥2,663 per share, and the total disposal amount is ¥138,742,300.

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52100
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much52,100Shares

52,100 common shares of the Company (treasury shares)

7 directors of the Company (excluding directors who are Audit & Supervisory Committee members and outside directors)36,000 shares
9 directors of the Company's subsidiaries16,100 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.

¥2,663 per share
Total issue value

¥138,742,300

Amount of funds to be raised
Total payment amount: ¥138,742,300; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Monetary compensation claims: up to ¥200 million per year (the compensation limit under the scheme; excluding salaries for the employee portion of directors who concurrently serve as employees)
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 26 June 2026 until the time the recipient retires or resigns from the position of director, executive officer who does not concurrently serve as a director, Audit & Supervisory Board member, employee, or another equivalent position at the Company or one of its subsidiaries
Conditions for lifting transfer restrictions
In principle, the recipient must remain continuously in a designated position from the month including 26 June 2026 until immediately before the conclusion of the first annual general meeting of shareholders held thereafter. In the event of retirement or resignation due to death or another legitimate reason, the restrictions will be lifted immediately after the retirement or resignation. In the event of a corporate reorganization or similar event, the restrictions may be lifted before the effective date.
Reason for acquisition without consideration
The Company will automatically acquire without consideration any shares subject to this allotment for which the transfer restrictions have not been lifted at the end of the transfer restriction period or when the transfer restrictions are lifted.
Categories and Number of Persons Covered
Category The Company's directors (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 7 / Number of allocated shares 36,000 shares, Category Directors of subsidiaries of the Company / Number of Employees 9 / Number of allocated shares 16,100 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred, pledged, or otherwise disposed of. The transfer restriction period runs from 26 June 2026 until the time the recipient retires or resigns from a designated position at the Company or one of its subsidiaries.
Payment date
26 June 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 26 May 2026, the business day preceding the date of the Board of Directors' resolution, was ¥2,663. No discount or premium rate was 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 of52,100 common shares of the Company (treasury shares)
Issue price and disposal price¥2,663 per share
Total issue value¥138,742,300
Amount of funds to be raisedTotal payment amount: ¥138,742,300; estimated net proceeds: Not disclosed
Payment date26 June 2026
Intended allotteeName 7 directors of the Company (excluding directors who are Audit & Supervisory Committee members and outside directors) / Number of Shares 36,000 shares, Name 9 directors of the Company's subsidiaries / Number of Shares 16,100 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred, pledged, or otherwise disposed of. The transfer restriction period runs from 26 June 2026 until the time the recipient retires or resigns from a designated position at the Company or one of its subsidiaries.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 26 May 2026, the business day preceding the date of the Board of Directors' resolution, was ¥2,663. No discount or premium rate was stated.
Transfer restriction periodFrom 26 June 2026 until the time the recipient retires or resigns from the position of director, executive officer who does not concurrently serve as a director, Audit & Supervisory Board member, employee, or another equivalent position at the Company or one of its subsidiaries
Conditions for lifting transfer restrictionsIn principle, the recipient must remain continuously in a designated position from the month including 26 June 2026 until immediately before the conclusion of the first annual general meeting of shareholders held thereafter. In the event of retirement or resignation due to death or another legitimate reason, the restrictions will be lifted immediately after the retirement or resignation. In the event of a corporate reorganization or similar event, the restrictions may be lifted before the effective date.
Reason for acquisition without considerationThe Company will automatically acquire without consideration any shares subject to this allotment for which the transfer restrictions have not been lifted at the end of the transfer restriction period or when the transfer restrictions are lifted.
Categories and Number of Persons CoveredCategory The Company's directors (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 7 / Number of allocated shares 36,000 shares, Category Directors of subsidiaries of the Company / Number of Employees 9 / Number of allocated shares 16,100 shares
Total Stock-Based CompensationMonetary compensation claims: up to ¥200 million per year (the compensation limit under the scheme; excluding salaries for the employee portion of directors who concurrently serve as employees)
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 provide an incentive for the sustained enhancement of corporate and shareholder value over the medium to long term, and to further promote the sharing of value with shareholders.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | DOUTOR・NICHIRES Holdings Co.,Ltd. (3087) timely disclosure | Komori