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Share Issuance and Disposal4318QUICK CO.,LTD.Information and Communications, Services and Others

Notice Regarding the Disposal of Treasury Shares as Restricted Stock-Based Compensation for Directors

The Company resolved to dispose of 223,800 treasury shares it holds to 7 directors as restricted stock compensation. The shares comprise 141,400 retirement-type shares and 82,400 medium-term continued-service-type shares.

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223800
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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 much

Treasury shares 223,800 shares (comprising 141,400 retirement-type restricted shares and 82,400 medium-term continued-service-type restricted shares)

7 directors (excluding the Director and Honorary Chairman, outside directors and directors who are Audit and Supervisory Committee members) — 223,800 shares

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

¥763 per share
Total issue value

¥170,759,400

Total Stock-Based Compensation
Total monetary compensation receivables: ¥170,759,400
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
Retirement-type shares: from the payment date until the date on which the eligible director ceases to hold any position as a director, Audit & Supervisory Board member, executive officer or employee of the Company's group. Medium-term shares: from the payment date through 29 July 2031.
Conditions for lifting transfer restrictions
Retirement-type shares: As a general rule, the holder must continuously hold a designated position in the Company's group through the conclusion of the ordinary general meeting of shareholders for the fiscal year ending March 2027. In cases such as retirement for a legitimate reason, the restrictions will be lifted in proportion to the number of months of service. Medium-term shares: As a general rule, the holder must continuously hold a designated position in the Company's group throughout the restriction period. In cases such as retirement for a legitimate reason, the restrictions will be lifted in proportion to the number of months of service.
Reason for acquisition without consideration
The Company will automatically acquire without consideration any allocated shares on which the transfer restrictions have not been lifted when the transfer restriction period expires.
Categories and Number of Persons Covered
7 directors (excluding the Director and Honorary Chairman, outside directors and directors who are Audit and Supervisory Committee members) — 223,800 shares
Intended allottee's holding policy
During the restriction period, the shares may not be transferred, pledged or otherwise disposed of. The retirement-type shares will be subject to restrictions until the date on which the holder ceases to hold any position as an officer or employee of the Company's group, while the medium-term shares will be subject to restrictions from the payment date through 29 July 2031.
Payment date
30 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on 9 July 2026, ¥763. The Company explained that this does not constitute a particularly favorable price. No discount or premium percentage was disclosed.
Procedures under the Corporate Code of Conduct
At the ordinary general meetings of shareholders held in 2018, 2022 and 2023, approval was obtained for the restricted stock compensation plan and the payment of monetary compensation receivables.
Impact on Business Performance
No impact on financial results from this disposal of treasury shares was 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 ofTreasury shares 223,800 shares (comprising 141,400 retirement-type restricted shares and 82,400 medium-term continued-service-type restricted shares)
Issue price and disposal price¥763 per share
Total issue value¥170,759,400
Payment date30 July 2026
Intended allottee7 directors (excluding the Director and Honorary Chairman, outside directors and directors who are Audit and Supervisory Committee members) — 223,800 shares
Intended allottee's holding policyDuring the restriction period, the shares may not be transferred, pledged or otherwise disposed of. The retirement-type shares will be subject to restrictions until the date on which the holder ceases to hold any position as an officer or employee of the Company's group, while the medium-term shares will be subject to restrictions from the payment date through 29 July 2031.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange on 9 July 2026, ¥763. The Company explained that this does not constitute a particularly favorable price. No discount or premium percentage was disclosed.
Transfer restriction periodRetirement-type shares: from the payment date until the date on which the eligible director ceases to hold any position as a director, Audit & Supervisory Board member, executive officer or employee of the Company's group. Medium-term shares: from the payment date through 29 July 2031.
Conditions for lifting transfer restrictionsRetirement-type shares: As a general rule, the holder must continuously hold a designated position in the Company's group through the conclusion of the ordinary general meeting of shareholders for the fiscal year ending March 2027. In cases such as retirement for a legitimate reason, the restrictions will be lifted in proportion to the number of months of service. Medium-term shares: As a general rule, the holder must continuously hold a designated position in the Company's group throughout the restriction period. In cases such as retirement for a legitimate reason, the restrictions will be lifted in proportion to the number of months of service.
Reason for acquisition without considerationThe Company will automatically acquire without consideration any allocated shares on which the transfer restrictions have not been lifted when the transfer restriction period expires.
Categories and Number of Persons Covered7 directors (excluding the Director and Honorary Chairman, outside directors and directors who are Audit and Supervisory Committee members) — 223,800 shares
Total Stock-Based CompensationTotal monetary compensation receivables: ¥170,759,400
Procedures under the Corporate Code of ConductAt the ordinary general meetings of shareholders held in 2018, 2022 and 2023, approval was obtained for the restricted stock compensation plan and the payment of monetary compensation receivables.
Impact on Business PerformanceNo impact on financial results from this disposal of treasury shares was disclosed.
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.

To enhance incentives for the eligible directors to sustainably increase corporate value and further promote value sharing with shareholders.

How to read this page

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Notice Regarding the Disposal of Treasury Shares as Restricted Stock-Based Compensation for Directors | QUICK CO.,LTD. (4318) timely disclosure | Komori