Komori
Share Issuance and Disposal3482Loadstar Capital K.K.Real estate

Notice Regarding the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 38,000 treasury shares as restricted stock compensation to 4 directors and 3 executive officers. Of these, 32,000 shares for directors will be granted without consideration, while 6,000 shares for executive officers will be granted through a contribution-in-kind of monetary compensation receivables.

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38000
Shares
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much

38,000 shares of the Company's common stock (32,000 shares granted without consideration to eligible directors and 6,000 shares granted through a contribution-in-kind to eligible executive officers)

4 eligible directors32,000 shares
3 eligible executive officers6,000 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.

¥2,950 per share
Total issue value

¥112,100,000

Amount of funds to be raised
Total payment amount: ¥112,100,000. Approximate net proceeds: Not disclosed (the shares for eligible directors will be granted without consideration)
Total Stock-Based Compensation
Total disposal amount of the allotted shares for eligible directors and eligible executive officers: ¥112,100,000. The plan's annual upper limit is 60,000 shares and a total share value of no more than ¥200 million.
発行済株式総数

As this is a disposal of treasury shares, the total number of issued shares will not increase

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
For eligible directors: from 20 April 2026 until the date on which they cease to hold any position as an officer or other designated position. For eligible executive officers: from 20 April 2026 through 19 April 2029.
Conditions for lifting transfer restrictions
For eligible directors: the transfer restrictions will be fully lifted upon expiration of the transfer restriction period, subject to continuous service in an officer or other designated position for 5 years from 20 April 2026. However, if an individual ceases to hold such a position due to expiration of the term of office, death or other legitimate reason, the number of shares subject to release and the timing of release may be reasonably adjusted. For eligible executive officers: the transfer restrictions will be fully lifted after expiration of the transfer restriction period, subject to continuous service in an officer or other designated position throughout the transfer restriction period. However, in the event of mandatory retirement, death or other legitimate reason, the number of shares subject to release and the timing of release may be reasonably adjusted.
Reason for acquisition without consideration
The Company will automatically acquire without consideration any allocated shares on which the transfer restrictions have not been lifted when the transfer restriction period expires.
Categories and Number of Persons Covered
4 eligible directors: 32,000 shares; 3 eligible executive officers: 6,000 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred, pledged or otherwise disposed of. For eligible directors, the period runs from 20 April 2026 until the date on which they cease to hold any position as an officer or other designated position. For eligible executive officers, the period runs from 20 April 2026 through 19 April 2029.
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange on 26 March 2026, which was ¥2,950. Discount/premium: none.
Procedures under the Corporate Code of Conduct
At the 10th and 13th Annual General Meetings of Shareholders, approval was obtained to introduce a new restricted stock compensation plan for eligible directors.
Impact on Business Performance
No impact on financial results from this treasury share disposal has been 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 of38,000 shares of the Company's common stock (32,000 shares granted without consideration to eligible directors and 6,000 shares granted through a contribution-in-kind to eligible executive officers)
Issue price and disposal price¥2,950 per share
Total issue value¥112,100,000
Amount of funds to be raisedTotal payment amount: ¥112,100,000. Approximate net proceeds: Not disclosed (the shares for eligible directors will be granted without consideration)
Intended allotteeName 4 eligible directors / Number of Shares 32,000 shares, Name 3 eligible executive officers / Number of Shares 6,000 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred, pledged or otherwise disposed of. For eligible directors, the period runs from 20 April 2026 until the date on which they cease to hold any position as an officer or other designated position. For eligible executive officers, the period runs from 20 April 2026 through 19 April 2029.
Total number of issued sharesAs this is a disposal of treasury shares, the total number of issued shares will not increase
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Tokyo Stock Exchange on 26 March 2026, which was ¥2,950. Discount/premium: none.
Transfer restriction periodFor eligible directors: from 20 April 2026 until the date on which they cease to hold any position as an officer or other designated position. For eligible executive officers: from 20 April 2026 through 19 April 2029.
Conditions for lifting transfer restrictionsFor eligible directors: the transfer restrictions will be fully lifted upon expiration of the transfer restriction period, subject to continuous service in an officer or other designated position for 5 years from 20 April 2026. However, if an individual ceases to hold such a position due to expiration of the term of office, death or other legitimate reason, the number of shares subject to release and the timing of release may be reasonably adjusted. For eligible executive officers: the transfer restrictions will be fully lifted after expiration of the transfer restriction period, subject to continuous service in an officer or other designated position throughout the transfer restriction period. However, in the event of mandatory retirement, death or other legitimate reason, the number of shares subject to release and the timing of release may be reasonably adjusted.
Reason for acquisition without considerationThe Company will automatically acquire without consideration any allocated shares on which the transfer restrictions have not been lifted when the transfer restriction period expires.
Categories and Number of Persons Covered4 eligible directors: 32,000 shares; 3 eligible executive officers: 6,000 shares
Total Stock-Based CompensationTotal disposal amount of the allotted shares for eligible directors and eligible executive officers: ¥112,100,000. The plan's annual upper limit is 60,000 shares and a total share value of no more than ¥200 million.
Procedures under the Corporate Code of ConductAt the 10th and 13th Annual General Meetings of Shareholders, approval was obtained to introduce a new restricted stock compensation plan for eligible directors.
Impact on Business PerformanceNo impact on financial results from this treasury share disposal has been disclosed.
Items this document does not state (12)
Estimated issuance expensesSpecific use of fundsPayment dateDilution 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 provide directors and executive officers with an incentive to achieve sustained and continuous enhancement of the Company's corporate value and to further promote value sharing with shareholders.

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Notice Regarding the Disposal of Treasury Shares as Restricted Stock Compensation | Loadstar Capital K.K. (3482) timely disclosure | Komori