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Share Issuance and Disposal4264SECURE,INC.Information and Communications, Services and Others

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

The Company has resolved to issue 8,700 common shares as restricted stock compensation to employees of the Company and its subsidiaries and directors of its subsidiaries. The shares will be subject to transfer restrictions for either 1 year or 3 years, depending on the recipient.

Worth reading
59In focus
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
8700
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of new shares as restricted stock compensation

Who receives how much8,700Shares

8,700 new shares

29 employees of the Company6,700 shares
1 director of a subsidiary of the Company (excluding outside directors)500 shares
11 employees of subsidiaries of the Company1,500 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.

¥1,549 per share
Total issue value

¥13,476,300

Amount of funds to be raised
Total amount to be paid: ¥13,476,300. Estimated net proceeds: Not disclosed
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
1 year: from 3 August 2026 to 2 August 2027. 3 years: from 3 August 2026 to 2 August 2029.
Conditions for lifting transfer restrictions
Provided that the recipient continuously holds a position as a director, executive officer or employee of the Company or a subsidiary of the Company throughout the transfer restriction period, the transfer restrictions on all of the allocated shares held by the recipient at the end of the period will be lifted. In the event of resignation or retirement for a valid reason, the restrictions will be lifted in part according to the number of months of service.
Reason for acquisition without consideration
If the recipient resigns or retires from all positions as a director, executive officer or employee of the Company and its subsidiaries before the end of the transfer restriction period, except where the Board of Directors recognizes a valid reason. Also, if any shares remain subject to transfer restrictions at the end of the period. In the event of a corporate reorganization or similar event, all shares for which the transfer restrictions have not been lifted will be acquired without consideration.
Categories and Number of Persons Covered
29 employees of the Company: 6,700 shares; 1 director of a subsidiary of the Company (excluding outside directors): 500 shares; 11 employees of subsidiaries of the Company: 1,500 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred, pledged, used to create a security interest by way of transfer, gifted during the holder's lifetime, bequeathed or otherwise disposed of in any manner.
Payment date
3 August 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on 14 July 2026, the business day immediately preceding the date of the Board of Directors' resolution, was ¥1,549. No discount or premium was applied.
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 of8,700 new shares
Issue price and disposal price¥1,549 per share
Total issue value¥13,476,300
Amount of funds to be raisedTotal amount to be paid: ¥13,476,300. Estimated net proceeds: Not disclosed
Payment date3 August 2026
Intended allotteeCategory 29 employees of the Company / Number of Shares 6,700 shares, Category 1 director of a subsidiary of the Company (excluding outside directors) / Number of Shares 500 shares, Category 11 employees of subsidiaries of the Company / Number of Shares 1,500 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred, pledged, used to create a security interest by way of transfer, gifted during the holder's lifetime, bequeathed or otherwise disposed of in any manner.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange on 14 July 2026, the business day immediately preceding the date of the Board of Directors' resolution, was ¥1,549. No discount or premium was applied.
Transfer restriction period1 year: from 3 August 2026 to 2 August 2027. 3 years: from 3 August 2026 to 2 August 2029.
Conditions for lifting transfer restrictionsProvided that the recipient continuously holds a position as a director, executive officer or employee of the Company or a subsidiary of the Company throughout the transfer restriction period, the transfer restrictions on all of the allocated shares held by the recipient at the end of the period will be lifted. In the event of resignation or retirement for a valid reason, the restrictions will be lifted in part according to the number of months of service.
Reason for acquisition without considerationIf the recipient resigns or retires from all positions as a director, executive officer or employee of the Company and its subsidiaries before the end of the transfer restriction period, except where the Board of Directors recognizes a valid reason. Also, if any shares remain subject to transfer restrictions at the end of the period. In the event of a corporate reorganization or similar event, all shares for which the transfer restrictions have not been lifted will be acquired without consideration.
Categories and Number of Persons Covered29 employees of the Company: 6,700 shares; 1 director of a subsidiary of the Company (excluding outside directors): 500 shares; 11 employees of subsidiaries of the Company: 1,500 shares
Items this document does not state (15)
Estimated issuance expensesSpecific use of fundsDilution RateTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsTotal Stock-Based CompensationUnderwriter / 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 enable the officers and employees of the Group to share with shareholders the benefits and risks of fluctuations in the share price, and to enhance their motivation to contribute to an increase in the share price and corporate value.

How to read this page

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Notice Regarding the Issuance of New Shares as Restricted Stock-Based Compensation | SECURE,INC. (4264) timely disclosure | Komori