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Share Issuance and Disposal3683CYBERLINKS CO.,LTD.Information and Communications, Services and Others

Notice Regarding the Issuance of New Shares as Restricted Stock-Based Compensation

The Company has resolved to issue 6,501 shares of its common stock to 8 directors of its subsidiary as restricted stock compensation. The payment date is 15 May 2026, and the issue price is ¥1,031 per share.

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6501
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Details of issuance or disposal

Issuance of new shares as restricted stock compensation

Who receives how much6,501Shares

6,501 shares of the Company's common stock (new shares)

8 directors of the Company's subsidiary: 6,501 shares

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

¥1,031 per share
Total issue value

¥6,702,531

Amount of funds to be raised
Total payment amount: ¥6,702,531; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary remuneration claims: ¥6,702,531
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 15 May 2026 until the date on which the allotment recipient ceases to be a director of the Company's subsidiary
Conditions for lifting transfer restrictions
Provided that the recipient remains a director of the Company's subsidiary continuously through the date of the first annual general meeting of shareholders of the subsidiary held after the start date of this restricted period, all of the allotted shares held at the end of the period will be released from the restrictions. If the recipient ceases to be a director for a reason deemed legitimate, the number of shares released will be calculated by multiplying the number of shares held by the number of months from April 2026 through the month including the date of departure, divided by 9.
Reason for acquisition without consideration
If the recipient ceases to be a director before the day preceding the date of the first annual general meeting of shareholders of the Company's subsidiary held after the start date of the restricted period, unless the Board of Directors recognizes a legitimate reason. The Company will also acquire without consideration any shares for which the restrictions have not been lifted at the end of the period, and any shares for which the restrictions have not been lifted as of the business day preceding the effective date of a corporate reorganization or other similar transaction.
Categories and Number of Persons Covered
8 directors of the Company's subsidiary: 6,501 shares
Intended allottee's holding policy
During the restricted period, the shares may not be transferred to third parties, pledged, subject to a security interest by way of transfer, gifted during the holder's lifetime, bequeathed or otherwise disposed of in any manner. The holding policy after the restrictions are lifted is Not disclosed
Payment date
15 May 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange on the business day immediately preceding the date of the Board of Directors' resolution, 16 April 2026, was ¥1,031. No discount or premium applies.
Impact on Business Performance
No disclosure has been made regarding the impact on financial results: Not disclosed
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of new shares as restricted stock compensation
Number of shares to be issued or disposed of6,501 shares of the Company's common stock (new shares)
Issue price and disposal price¥1,031 per share
Total issue value¥6,702,531
Amount of funds to be raisedTotal payment amount: ¥6,702,531; estimated net proceeds: Not disclosed
Payment date15 May 2026
Intended allottee8 directors of the Company's subsidiary: 6,501 shares
Intended allottee's holding policyDuring the restricted period, the shares may not be transferred to third parties, pledged, subject to a security interest by way of transfer, gifted during the holder's lifetime, bequeathed or otherwise disposed of in any manner. The holding policy after the restrictions are lifted is Not disclosed
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Tokyo Stock Exchange on the business day immediately preceding the date of the Board of Directors' resolution, 16 April 2026, was ¥1,031. No discount or premium applies.
Transfer restriction periodFrom 15 May 2026 until the date on which the allotment recipient ceases to be a director of the Company's subsidiary
Conditions for lifting transfer restrictionsProvided that the recipient remains a director of the Company's subsidiary continuously through the date of the first annual general meeting of shareholders of the subsidiary held after the start date of this restricted period, all of the allotted shares held at the end of the period will be released from the restrictions. If the recipient ceases to be a director for a reason deemed legitimate, the number of shares released will be calculated by multiplying the number of shares held by the number of months from April 2026 through the month including the date of departure, divided by 9.
Reason for acquisition without considerationIf the recipient ceases to be a director before the day preceding the date of the first annual general meeting of shareholders of the Company's subsidiary held after the start date of the restricted period, unless the Board of Directors recognizes a legitimate reason. The Company will also acquire without consideration any shares for which the restrictions have not been lifted at the end of the period, and any shares for which the restrictions have not been lifted as of the business day preceding the effective date of a corporate reorganization or other similar transaction.
Categories and Number of Persons Covered8 directors of the Company's subsidiary: 6,501 shares
Total Stock-Based CompensationTotal monetary remuneration claims: ¥6,702,531
Impact on Business PerformanceNo disclosure has been made regarding the impact on financial results: Not disclosed
Items this document does not state (13)
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 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 pay monetary remuneration claims to 8 directors of the Company's subsidiary as restricted stock compensation for the period from April 2026 through the date of the subsidiary's annual general meeting of shareholders scheduled for December 2026, and to have them contribute the full amount in kind in exchange for an allotment of the Company's common stock.

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Notice Regarding the Issuance of New Shares as Restricted Stock-Based Compensation | CYBERLINKS CO.,LTD. (3683) timely disclosure | Komori