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Share Issuance and Disposal3277Sansei Landic Co.,LtdReal Estate

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 18,000 treasury shares to 4 eligible directors as restricted stock compensation. The disposal price is ¥1,419 per share, and the transfer restriction period is 50 years.

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Scale
18000
Shares
Wording
Definitive
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much18,000Shares

18,000 common shares of the Company (treasury shares)

4 directors of the Company, excluding outside directors; 18,000 shares

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

¥1,419 per share
Total issue value

¥25,542,000

Amount of funds to be raised
Total amount paid: ¥25,542,000; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary claims: ¥25,542,000. The compensation limit under the plan is ¥50 million per year.
発行済株式総数

The total number of issued shares will not increase because this is a disposal of treasury shares.

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
8 May 2026 to 8 May 2076 (50 years)
Conditions for lifting transfer restrictions
The transfer restrictions will be fully lifted upon expiry of the transfer restriction period, provided that the eligible director has continuously held a prescribed position at the Company or one of its subsidiaries throughout the transfer restriction period. If the director loses the position due to the expiry of the term of office, death or another reason deemed legitimate by the Company's Board of Directors, the restrictions will be lifted on the number of shares calculated based on the director's period of service.
Reason for acquisition without consideration
The Company will acquire without consideration any of the allocated shares whose transfer restrictions have not been lifted as of the expiry of the transfer restriction period or the date on which the transfer restrictions are lifted. In the event of a corporate reorganization or similar event, the Company will likewise acquire without consideration any shares whose transfer restrictions have not been lifted.
Categories and Number of Persons Covered
4 directors of the Company, excluding outside directors; 18,000 shares
Intended allottee's holding policy
During the transfer restriction period, the recipients are prohibited from transferring the shares to third parties, creating security interests over them or otherwise disposing of them in any way. The transfer restriction period is 50 years, from 8 May 2026 to 8 May 2076.
Payment date
8 May 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Standard Market of the Tokyo Stock Exchange on 13 April 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,419. No discount or premium rate was stated.
Procedures under the Corporate Code of Conduct
The matter was referred to the Compensation Committee for consultation.
Impact on Business Performance
No impact on business results from this disposal of treasury shares is disclosed.
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 of18,000 common shares of the Company (treasury shares)
Issue price and disposal price¥1,419 per share
Total issue value¥25,542,000
Amount of funds to be raisedTotal amount paid: ¥25,542,000; estimated net proceeds: Not disclosed
Payment date8 May 2026
Intended allottee4 directors of the Company, excluding outside directors; 18,000 shares
Intended allottee's holding policyDuring the transfer restriction period, the recipients are prohibited from transferring the shares to third parties, creating security interests over them or otherwise disposing of them in any way. The transfer restriction period is 50 years, from 8 May 2026 to 8 May 2076.
Total number of issued sharesThe total number of issued shares will not increase because this is a disposal of treasury shares.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Standard Market of the Tokyo Stock Exchange on 13 April 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,419. No discount or premium rate was stated.
Transfer restriction period8 May 2026 to 8 May 2076 (50 years)
Conditions for lifting transfer restrictionsThe transfer restrictions will be fully lifted upon expiry of the transfer restriction period, provided that the eligible director has continuously held a prescribed position at the Company or one of its subsidiaries throughout the transfer restriction period. If the director loses the position due to the expiry of the term of office, death or another reason deemed legitimate by the Company's Board of Directors, the restrictions will be lifted on the number of shares calculated based on the director's period of service.
Reason for acquisition without considerationThe Company will acquire without consideration any of the allocated shares whose transfer restrictions have not been lifted as of the expiry of the transfer restriction period or the date on which the transfer restrictions are lifted. In the event of a corporate reorganization or similar event, the Company will likewise acquire without consideration any shares whose transfer restrictions have not been lifted.
Categories and Number of Persons Covered4 directors of the Company, excluding outside directors; 18,000 shares
Total Stock-Based CompensationTotal monetary claims: ¥25,542,000. The compensation limit under the plan is ¥50 million per year.
Procedures under the Corporate Code of ConductThe matter was referred to the Compensation Committee for consultation.
Impact on Business PerformanceNo impact on business results from this disposal of treasury shares is disclosed.
Items this document does not state (11)
Estimated issuance expensesSpecific use of fundsDilution RateExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioMost recent equity financingMajor shareholders after the offering

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 further motivate each eligible director, taking into consideration the purpose of the plan, the Company's operating performance, the scope of each eligible director's responsibilities and other relevant circumstances. The plan is also intended to align directors' interests with shareholders and realize shared shareholder value over the medium to long term.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | Sansei Landic Co.,Ltd (3277) timely disclosure | Komori