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Share Issuance and Disposal3950THE PACK CORPORATIONMaterials and Chemicals

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 31,300 treasury shares as restricted stock compensation to 17 directors and executive officers. The shares will be subject to transfer restrictions for 25 years, and the total disposal value will be ¥41,409,900.

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Direction
Neutral
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Scale
31300
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much31,300Shares

31,300 common shares (treasury shares)

8 of the Company's directors (including outside directors)23,000 shares
9 of the Company's executive officers8,300 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.

¥1,323 per share
Total issue value

¥41,409,900

Total Stock-Based Compensation
Total monetary compensation receivables: ¥41,409,900
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
25 years (from 25 April 2026 to 24 April 2051)
Conditions for lifting transfer restrictions
The transfer restrictions will be fully lifted upon expiration of the transfer restriction period, provided that the recipient has continuously held one of the following positions during that period: director of the Company, executive officer who does not concurrently serve as a director, audit & supervisory board member, employee, or an equivalent position. If the recipient leaves office or retires upon expiration of the term of office, mandatory retirement or for another legitimate reason, the restrictions will be lifted subject to certain conditions.
Reason for acquisition without consideration
The Company will automatically acquire without consideration any of the shares subject to this allotment for which the transfer restrictions have not been lifted upon expiration of the transfer restriction period or upon the lifting of the transfer restrictions.
Categories and Number of Persons Covered
8 of the Company's directors (including outside directors): 23,000 shares; 9 of the Company's executive officers: 8,300 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred, pledged or otherwise disposed of. The transfer restriction period will run from 25 April 2026 to 24 April 2051.
Payment date
24 April 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 25 March 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,323. No discount or premium rate is stated.
Procedures under the Corporate Code of Conduct
At the 74th Annual General Meeting of Shareholders held on 26 March 2026, approval was obtained to make outside directors eligible recipients, to set an annual limit of ¥100 million on monetary compensation receivables for eligible directors, and to set an annual limit of 80,000 shares on the number of shares to be granted.
Impact on Business Performance
No impact on financial performance is stated.
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 of31,300 common shares (treasury shares)
Issue price and disposal price¥1,323 per share
Total issue value¥41,409,900
Payment date24 April 2026
Intended allotteeName 8 of the Company's directors (including outside directors) / Number of Shares 23,000 shares, Name 9 of the Company's executive officers / Number of Shares 8,300 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred, pledged or otherwise disposed of. The transfer restriction period will run from 25 April 2026 to 24 April 2051.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 25 March 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,323. No discount or premium rate is stated.
Transfer restriction period25 years (from 25 April 2026 to 24 April 2051)
Conditions for lifting transfer restrictionsThe transfer restrictions will be fully lifted upon expiration of the transfer restriction period, provided that the recipient has continuously held one of the following positions during that period: director of the Company, executive officer who does not concurrently serve as a director, audit & supervisory board member, employee, or an equivalent position. If the recipient leaves office or retires upon expiration of the term of office, mandatory retirement or for another legitimate reason, the restrictions will be lifted subject to certain conditions.
Reason for acquisition without considerationThe Company will automatically acquire without consideration any of the shares subject to this allotment for which the transfer restrictions have not been lifted upon expiration of the transfer restriction period or upon the lifting of the transfer restrictions.
Categories and Number of Persons Covered8 of the Company's directors (including outside directors): 23,000 shares; 9 of the Company's executive officers: 8,300 shares
Total Stock-Based CompensationTotal monetary compensation receivables: ¥41,409,900
Procedures under the Corporate Code of ConductAt the 74th Annual General Meeting of Shareholders held on 26 March 2026, approval was obtained to make outside directors eligible recipients, to set an annual limit of ¥100 million on monetary compensation receivables for eligible directors, and to set an annual limit of 80,000 shares on the number of shares to be granted.
Impact on Business PerformanceNo impact on financial performance is stated.
Items this document does not state (13)
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 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.

The purpose is to provide long-term incentives, share value with shareholders, attract and appoint capable personnel as officers and employees, and further motivate each eligible director and other recipient.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | THE PACK CORPORATION (3950) timely disclosure | Komori