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Share Issuance and Disposal4022Rasa Industries,Ltd.Materials and Chemicals

Notice Concerning the Disposal of Treasury Shares as Restricted Stock

Rasa Industries resolved to dispose of 14,122 treasury shares as restricted stock to 5 directors and 4 executive officers, with monetary compensation claims contributed in kind. In principle, the shares may not be transferred until the recipients retire from office or otherwise meet the applicable conditions.

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26394018
¥
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Definitive
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much14,122Shares

14,122 shares of the company’s common stock (treasury shares)

5 directors (excluding directors who are Audit and Supervisory Committee members and outside directors)11,235 shares
4 executive officers2,887 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.

¥1,869 per share
Total issue value

¥26,394,018

Amount of funds to be raised
Total payment amount: ¥26,394,018. Estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary compensation claims or monetary claims: ¥26,394,018. The annual compensation claim allocation for directors is capped at ¥23 million.
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 19 August 2026 until the date of retirement from office. However, if the retirement date is before the filing date of the interim report for fiscal 2026, the period will run until the filing date of that interim report.
Conditions for lifting transfer restrictions
All transfer restrictions will be lifted upon expiration of the restricted period, provided that the recipient director retires for a reason deemed legitimate by the Board of Directors. The company plans to enter into substantially similar agreements with the executive officers.
Reason for acquisition without consideration
At the end of the restricted period, the company will acquire without consideration any shares for which the transfer restrictions have not been lifted. If a recipient retires during the period of service, engages in misconduct or otherwise falls under certain contractual circumstances, the company will acquire all or part of the shares without consideration.
Stock Split RatioThe stock split implemented effective 1 April 2026 divided each share into 5 shares. Effective date: 1 April 2026.
Categories and Number of Persons Covered
5 directors, 11,235 shares; 4 executive officers, 2,887 shares
Intended allottee's holding policy
During the restricted period, the shares may not be transferred, pledged or otherwise disposed of.
Payment date
19 August 2026
Basis for determining the amount to be paid
The closing price of ¥1,869 on 21 July 2026, the business day immediately preceding the date of the Board of Directors’ resolution. Discount rate/premium rate: Not 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 of14,122 shares of the company’s common stock (treasury shares)
Issue price and disposal price¥1,869 per share
Total issue value¥26,394,018
Amount of funds to be raisedTotal payment amount: ¥26,394,018. Estimated net proceeds: Not disclosed
Payment date19 August 2026
Intended allotteeName 5 directors (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Shares 11,235 shares, Name 4 executive officers / Number of Shares 2,887 shares
Intended allottee's holding policyDuring the restricted period, the shares may not be transferred, pledged or otherwise disposed of.
Basis for determining the amount to be paidThe closing price of ¥1,869 on 21 July 2026, the business day immediately preceding the date of the Board of Directors’ resolution. Discount rate/premium rate: Not disclosed.
Transfer restriction periodFrom 19 August 2026 until the date of retirement from office. However, if the retirement date is before the filing date of the interim report for fiscal 2026, the period will run until the filing date of that interim report.
Conditions for lifting transfer restrictionsAll transfer restrictions will be lifted upon expiration of the restricted period, provided that the recipient director retires for a reason deemed legitimate by the Board of Directors. The company plans to enter into substantially similar agreements with the executive officers.
Reason for acquisition without considerationAt the end of the restricted period, the company will acquire without consideration any shares for which the transfer restrictions have not been lifted. If a recipient retires during the period of service, engages in misconduct or otherwise falls under certain contractual circumstances, the company will acquire all or part of the shares without consideration.
Categories and Number of Persons Covered5 directors, 11,235 shares; 4 executive officers, 2,887 shares
Total Stock-Based CompensationTotal monetary compensation claims or monetary claims: ¥26,394,018. The annual compensation claim allocation for directors is capped at ¥23 million.
Stock Split RatioThe stock split implemented effective 1 April 2026 divided each share into 5 shares. Effective date: 1 April 2026.
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 underwriterOverallotmentProcedures 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.

To provide incentives for the sustained enhancement of corporate value and promote value sharing between directors and shareholders. The company considered the purpose of the system, the company’s performance and the scope of responsibilities of each recipient.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock | Rasa Industries,Ltd. (4022) timely disclosure | Komori