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Share Issuance and Disposal4246DaikyoNishikawa CorporationMaterials and Chemicals

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 29,624 treasury shares as restricted stock compensation to 15 directors and executive officers. The disposal price is ¥1,021 per share, for a total of ¥30,246,104.

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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much

29,624 treasury shares (of which 14,411 shares are allocated to eligible directors)

Directors of the Company (excluding outside directors)5 / 14,411 shares
The Company's executive officers10 / 15,213 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.

¥1,021 per share
Total issue value

¥30,246,104

Amount of funds to be raised
Total payment amount: ¥30,246,104 (estimated net proceeds: Not disclosed)
Total Stock-Based Compensation
Total monetary compensation receivables: ¥30,246,104 (of which ¥14,713,631 is attributable to eligible directors)
発行済株式総数

The total number of issued shares will not increase because this is a disposal of treasury shares.

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 17 July 2026 until immediately after the recipient retires or resigns from the position of director, executive officer, audit & supervisory board member or any other equivalent position at the Company
Conditions for lifting transfer restrictions
The transfer restrictions will be fully lifted upon expiry of the restricted transfer period, provided that the recipient continuously holds one of the positions of director, executive officer, audit & supervisory board member or any other equivalent position at the Company throughout the service provision period. In the event of retirement or resignation for a legitimate reason, the restrictions will be lifted immediately after retirement or resignation with respect to the number of shares corresponding to the period of service.
Reason for acquisition without consideration
At the expiry of the restricted transfer period or immediately after the transfer restrictions are lifted, the Company will acquire without consideration all shares subject to this allotment for which the restrictions have not been lifted. In the event of a corporate reorganization or similar transaction, the Company will likewise acquire without consideration all shares for which the restrictions are not lifted.
Categories and Number of Persons Covered
Category Directors of the Company (excluding outside directors) / Number of Employees 5 / Number of allocated shares 14,411 shares, Category The Company's executive officers / Number of Employees 10 / Number of allocated shares 15,213 shares
Intended allottee's holding policy
During the restricted transfer period, the shares may not be transferred, pledged or otherwise disposed of. The restricted transfer period will run from 17 July 2026 until immediately after the recipient retires or resigns from the position of director, executive officer, audit & supervisory board member or any other equivalent position at the Company.
Payment date
17 July 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 18 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,021. 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 of29,624 treasury shares (of which 14,411 shares are allocated to eligible directors)
Issue price and disposal price¥1,021 per share
Total issue value¥30,246,104
Amount of funds to be raisedTotal payment amount: ¥30,246,104 (estimated net proceeds: Not disclosed)
Payment date17 July 2026
Intended allotteeName Directors of the Company (excluding outside directors) / Number of Employees 5 / Number of Shares 14,411 shares, Name The Company's executive officers / Number of Employees 10 / Number of Shares 15,213 shares
Intended allottee's holding policyDuring the restricted transfer period, the shares may not be transferred, pledged or otherwise disposed of. The restricted transfer period will run from 17 July 2026 until immediately after the recipient retires or resigns from the position of director, executive officer, audit & supervisory board member or any other equivalent position at the Company.
Total number of issued sharesThe total number of issued shares will not increase because this is a disposal of treasury shares.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 18 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,021. Discount rate/premium rate: Not disclosed
Transfer restriction periodFrom 17 July 2026 until immediately after the recipient retires or resigns from the position of director, executive officer, audit & supervisory board member or any other equivalent position at the Company
Conditions for lifting transfer restrictionsThe transfer restrictions will be fully lifted upon expiry of the restricted transfer period, provided that the recipient continuously holds one of the positions of director, executive officer, audit & supervisory board member or any other equivalent position at the Company throughout the service provision period. In the event of retirement or resignation for a legitimate reason, the restrictions will be lifted immediately after retirement or resignation with respect to the number of shares corresponding to the period of service.
Reason for acquisition without considerationAt the expiry of the restricted transfer period or immediately after the transfer restrictions are lifted, the Company will acquire without consideration all shares subject to this allotment for which the restrictions have not been lifted. In the event of a corporate reorganization or similar transaction, the Company will likewise acquire without consideration all shares for which the restrictions are not lifted.
Categories and Number of Persons CoveredCategory Directors of the Company (excluding outside directors) / Number of Employees 5 / Number of allocated shares 14,411 shares, Category The Company's executive officers / Number of Employees 10 / Number of allocated shares 15,213 shares
Total Stock-Based CompensationTotal monetary compensation receivables: ¥30,246,104 (of which ¥14,713,631 is attributable to eligible directors)
Items this document does not state (13)
Estimated issuance expensesSpecific use of fundsDilution RateExercise 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.

To provide an incentive to continuously enhance the Company's corporate value and further align interests with shareholders.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | DaikyoNishikawa Corporation (4246) timely disclosure | Komori