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Share Issuance and Disposal3773Advanced Media,Inc.Information and Communications, Services and Others

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The company resolved to dispose of 60,000 treasury shares to 5 directors as restricted stock compensation. In principle, the shares may not be transferred for 5 years.

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Neutral
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Scale
60720000
¥
Wording
Definitive
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much60,000Shares

60,000 common shares of the Company (treasury shares)

5 directors (excluding outside directors and directors who are Audit and Supervisory Committee members)60,000 shares

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

¥1,012 per share
Total issue value

¥60,720,000

Total Stock-Based Compensation
Total monetary compensation receivables of ¥60,720,000. Under the system, monetary compensation receivables are limited to ¥300 million per year.
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
5 years (22 July 2026 to 21 July 2031)
Conditions for lifting transfer restrictions
The restrictions will be fully lifted upon expiration of the restriction period, provided that the recipient has continuously held a position as a director of the company or one of its group companies during the restriction period, excluding outside directors and directors who are Audit and Supervisory Committee members. The conditions for lifting the restrictions in cases such as retirement upon expiration of the term of office, mandatory retirement or retirement for other legitimate reasons are as described in the main text.
Reason for acquisition without consideration
The company will automatically acquire without consideration any of the allocated shares for which the restrictions have not been lifted as of the end of the restriction period or the date on which the restrictions are lifted.
Categories and Number of Persons Covered
5 directors (excluding outside directors and directors who are Audit and Supervisory Committee members), 60,000 shares
Intended allottee's holding policy
During the restriction period, the shares may not be transferred, pledged or otherwise disposed of. The restriction period runs from 22 July 2026 to 21 July 2031.
Payment date
22 July 2026
Basis for determining the amount to be paid
The closing price of the company's common shares on the Tokyo Stock Exchange Growth Market on 24 June 2026, the business day immediately preceding the date of the Board of Directors' resolution, was ¥1,012. No discount or premium applies.
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 of60,000 common shares of the Company (treasury shares)
Issue price and disposal price¥1,012 per share
Total issue value¥60,720,000
Payment date22 July 2026
Intended allotteeName 5 directors (excluding outside directors and directors who are Audit and Supervisory Committee members) / Number of Shares 60,000 shares
Intended allottee's holding policyDuring the restriction period, the shares may not be transferred, pledged or otherwise disposed of. The restriction period runs from 22 July 2026 to 21 July 2031.
Basis for determining the amount to be paidThe closing price of the company's common shares on the Tokyo Stock Exchange Growth Market on 24 June 2026, the business day immediately preceding the date of the Board of Directors' resolution, was ¥1,012. No discount or premium applies.
Transfer restriction period5 years (22 July 2026 to 21 July 2031)
Conditions for lifting transfer restrictionsThe restrictions will be fully lifted upon expiration of the restriction period, provided that the recipient has continuously held a position as a director of the company or one of its group companies during the restriction period, excluding outside directors and directors who are Audit and Supervisory Committee members. The conditions for lifting the restrictions in cases such as retirement upon expiration of the term of office, mandatory retirement or retirement for other legitimate reasons are as described in the main text.
Reason for acquisition without considerationThe company will automatically acquire without consideration any of the allocated shares for which the restrictions have not been lifted as of the end of the restriction period or the date on which the restrictions are lifted.
Categories and Number of Persons Covered5 directors (excluding outside directors and directors who are Audit and Supervisory Committee members), 60,000 shares
Total Stock-Based CompensationTotal monetary compensation receivables of ¥60,720,000. Under the system, monetary compensation receivables are limited to ¥300 million per year.
Items this document does not state (15)
Amount of funds to be raisedEstimated 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 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.

The decision was made after taking into account the company's operating conditions, the scope of responsibilities of each eligible director and other relevant circumstances, in accordance with the restricted stock compensation system intended to promote long-term value sharing with shareholders. The restriction period was set at 5 years based on the system's purpose of promoting long-term value sharing with shareholders and the company's stated business objectives.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | Advanced Media,Inc. (3773) timely disclosure | Komori