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Statutory disclosure document3121MBK Co.,Ltd.Information and Communications, Services and Others

Undertaking to Report the Transfer of Shares in Connection with a Third-Party Allotment (Treasury Shares)

The 7 counterparties scheduled to acquire treasury shares through the private placement undertook to make the allocated shares subject to holding-status reporting for 2 years and, if the shares are transferred, to report the transfer to the Tokyo Stock Exchange through the company.

Worth reading
57In focus
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Direction
Neutral
Direction inferred from the company’s description.
Scale
1455700
Shares (total under the 7 undertakings)
Wording
Definitive
How definitive the wording is.

Decision and Details

Undertaking to Report the Transfer of Shares in Connection with a Third-Party Allotment (Treasury Shares)

Decision29 June 2026 (date the undertakings were executed)
Period Covered2 years from 9 July 2026
Implementation9 July 2026 (scheduled allotment date)
Going forwardThe allotment is scheduled for 9 July 2026. After the undertakings are executed, Party B will promptly submit copies of them to the Tokyo Stock Exchange, which will make them available for public inspection. If any shares are transferred during the covered period, Party B will promptly report the transfer to the Tokyo Stock Exchange.
Quantity / scale7 undertakings; total shares covered: 1,455,700 (株式会社Ararik: 1,226,500 shares; Nakata Masaki (中田匡紀): 124,900 shares; Saito Noriaki (齋藤徳明): 46,800 shares; 山央ファイナンス合同会社: 23,400 shares; Nakata Naomi (中田奈緒美): 23,400 shares; 株式会社ファブリス: 15,600 shares; Takahashi Toshio (髙橋俊雄): 15,600 shares)
Reason

To fulfill the obligations under Article 422 of the Tokyo Stock Exchange Listing Regulations and Part II, Chapter 4, Section 2, Subsection 2 of the Enforcement Rules, the parties undertake to report any share transfers, confirm the ownership status and provide any necessary cooperation.

Decision and Details
ItemDetails
Matter CoveredUndertaking to Report the Transfer of Shares in Connection with a Third-Party Allotment (Treasury Shares)
Decision Date29 June 2026 (date the undertakings were executed)
Implementation Date9 July 2026 (scheduled allotment date)
Period Covered2 years from 9 July 2026
Quantity / scale7 undertakings; total shares covered: 1,455,700 (株式会社Ararik: 1,226,500 shares; Nakata Masaki (中田匡紀): 124,900 shares; Saito Noriaki (齋藤徳明): 46,800 shares; 山央ファイナンス合同会社: 23,400 shares; Nakata Naomi (中田奈緒美): 23,400 shares; 株式会社ファブリス: 15,600 shares; Takahashi Toshio (髙橋俊雄): 15,600 shares)
ReasonTo fulfill the obligations under Article 422 of the Tokyo Stock Exchange Listing Regulations and Part II, Chapter 4, Section 2, Subsection 2 of the Enforcement Rules, the parties undertake to report any share transfers, confirm the ownership status and provide any necessary cooperation.
Governing RuleArticle 422 of the Tokyo Stock Exchange Listing Regulations and Part II, Chapter 4, Section 2, Subsection 2 of the Enforcement Rules
Future plansThe allotment is scheduled for 9 July 2026. After the undertakings are executed, Party B will promptly submit copies of them to the Tokyo Stock Exchange, which will make them available for public inspection. If any shares are transferred during the covered period, Party B will promptly report the transfer to the Tokyo Stock Exchange.
Items this document does not state (4)
Decision-Making BodyAmountImpact on Business PerformanceRelated previous disclosures

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 comply with the obligations to monitor and report share transfers accompanying private placements under the Tokyo Stock Exchange listing rules and other applicable regulations.

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Undertaking to Report the Transfer of Shares in Connection with a Third-Party Allotment (Treasury Shares) | MBK Co.,Ltd. (3121) timely disclosure | Komori