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Share Issuance and Disposal3174Happiness and D Co.,Ltd.Retail

Notice Concerning the Large-Scale Exercise of the 14th Series of Stock Acquisition Rights Issued Through a Third-Party Allotment (with Exercise Price Adjustment Provisions)

Between 1 August and 14 August 2026, 1,800 of the 14th Stock Acquisition Rights were exercised, and 180,000 new shares were delivered. At the end of the period, 1,700 rights (170,000 shares) remained unexercised.

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180000
Shares
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How definitive the wording is.

Details of issuance or disposal

Issuance of the 14th Stock Acquisition Rights through a third-party allotment (with an exercise price adjustment clause) and report on their substantial exercise

発行・処分する株式数

Shares delivered since the beginning of the month: 180,000 new shares (0 treasury shares transferred)

Intended allottee
Long Corridor Alpha Opportunities Master Fund, MAP246 Segregated Portfolio, a segregated portfolio of LMA SPC, BEMAP Master Fund Ltd.
発行済株式総数

180,000 shares delivered since the beginning of the month, representing approximately 5.23% of the 3,441,600 issued shares as of the end of the month preceding the applicable month

The dilution rate shows what proportion the newly issued shares represent of the existing shares. The higher the proportion, the more the value and voting rights per share are diluted.

Terms of the stock acquisition rights
Exercise price
¥369.9 and ¥359.1. The rights include an exercise price adjustment clause, but the floor for the adjustment is Not disclosed
Number of Stock Acquisition Rights
Total issued: 6,000 rights. Exercised since the beginning of the month: 1,800 rights. Unexercised balance as of the current date: 1,700 rights
Basis for determining the amount to be paid
The exercise price was ¥369.9 from 3 August to 7 August 2026 and ¥359.1 from 10 August to 14 August 2026. The basis and rate of adjustment are Not disclosed
Most recent equity financing
25 June 2026: Issuance of the 14th Stock Acquisition Rights (with an exercise price adjustment clause), 25 June 2026: Issuance of the 2nd Unsecured Straight Bonds
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of the 14th Stock Acquisition Rights through a third-party allotment (with an exercise price adjustment clause) and report on their substantial exercise
Number of shares to be issued or disposed ofShares delivered since the beginning of the month: 180,000 new shares (0 treasury shares transferred)
Intended allotteeLong Corridor Alpha Opportunities Master Fund, MAP246 Segregated Portfolio, a segregated portfolio of LMA SPC, BEMAP Master Fund Ltd.
Dilution Rate180,000 shares delivered since the beginning of the month, representing approximately 5.23% of the 3,441,600 issued shares as of the end of the month preceding the applicable month
Total number of issued shares3,441,600 shares (as of the end of the month preceding the reporting month) → Not disclosed
Basis for determining the amount to be paidThe exercise price was ¥369.9 from 3 August to 7 August 2026 and ¥359.1 from 10 August to 14 August 2026. The basis and rate of adjustment are Not disclosed
Exercise price¥369.9 and ¥359.1. The rights include an exercise price adjustment clause, but the floor for the adjustment is Not disclosed
Number of Stock Acquisition RightsTotal issued: 6,000 rights. Exercised since the beginning of the month: 1,800 rights. Unexercised balance as of the current date: 1,700 rights
Most recent equity financing25 June 2026: Issuance of the 14th Stock Acquisition Rights (with an exercise price adjustment clause), 25 June 2026: Issuance of the 2nd Unsecured Straight Bonds
Items this document does not state (19)
Issue price and disposal priceTotal issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateIntended allottee's holding policyExercise periodTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioProcedures under the Corporate Code of ConductMajor 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 report the substantial exercise between 1 August and 14 August 2026 of the 14th Stock Acquisition Rights issued on 25 June 2026.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Concerning the Large-Scale Exercise of the 14th Series of Stock Acquisition Rights Issued Through a Third-Party Allotment (with Exercise Price Adjustment Provisions) | Happiness and D Co.,Ltd. (3174) timely disclosure | Komori