Komori
Share Issuance and Disposal4360MANAC Chemical Partners Co.,LtdMaterials and Chemicals

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 70,000 treasury shares as restricted stock compensation to 7 directors. Of these, 60,000 shares will be allocated to 4 directors other than Directors who are Audit & Supervisory Committee Members, and 10,000 shares will be allocated to 3 Directors who are Audit & Supervisory Committee Members.

Worth reading
43Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Neutral
Direction inferred from the company’s description.
Scale
70000
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much70,000Shares

70,000 shares of the Company's common stock (treasury shares)

Name of prospective allottee: Directors other than the Company’s directors who are Audit and Supervisory Committee Members (including 1 outside director)4 / 60,000 shares
Name of prospective allottee: The Company’s directors who are Audit and Supervisory Committee Members (including 2 outside directors)3 / 10,000 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.

Issue/disposal price: ¥814 per share
Total issue value

Total issue price: ¥56,980,000

Total Stock-Based Compensation
Total monetary compensation receivables of ¥56,980,000. The compensation limits are ¥64 million per year for Directors other than Directors who are Audit & Supervisory Committee Members (including up to ¥3.2 million per year for Outside Directors), and ¥9.6 million per year for Directors who are Audit & Supervisory Committee Members.
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
Directors other than Directors who are Audit & Supervisory Committee Members: 21 August 2026 to 20 August 2031 (5 years); Directors who are Audit & Supervisory Committee Members: 21 August 2026 to 20 August 2029 (3 years)
Conditions for lifting transfer restrictions
The recipient must continuously remain a director of the Company from the commencement date of the restricted transfer period until the date of the first Annual General Meeting of Shareholders held thereafter, and the Company's Board of Directors must deem the circumstances appropriate. If the recipient leaves office during the period for a valid reason, a portion of the restrictions will be lifted in proportion to the number of months in office.
Reason for acquisition without consideration
If the recipient leaves office by the day preceding the date of the first Annual General Meeting of Shareholders held thereafter, unless the Board of Directors deems that there is a valid reason. This also applies if any shares remain subject to transfer restrictions when the period expires, or if any shares remain subject to transfer restrictions on the business day preceding the effective date of a corporate reorganization or other similar transaction.
Categories and Number of Persons Covered
Category Category of eligible recipients: Directors other than the Company’s directors who are Audit and Supervisory Committee Members / Number of Employees 4 directors (including 1 outside director) / Number of allocated shares 60,000 shares, Category Directors of the Company who are Audit and Supervisory Committee members / Number of Employees 3 directors (including 2 outside directors) / Number of allocated shares 10,000 shares
Intended allottee's holding policy
During the restricted transfer period, the shares may not be transferred, pledged, used to create a transfer security interest, gifted during the holder's lifetime, bequeathed or otherwise disposed of in any manner. The shares will be held and maintained in a designated account until the transfer restrictions are lifted.
Payment date
21 August 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange on 23 July 2026, the business day immediately preceding the date of the Board of Directors' resolution, was ¥814. No discount or premium applies.
Procedures under the Corporate Code of Conduct
The resolution and deliberations were conducted based on the recommendations of the Nomination and Compensation Advisory Committee, an advisory body to the Board of Directors comprising at least half Independent Outside Directors.
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 of70,000 shares of the Company's common stock (treasury shares)
Issue price and disposal priceIssue/disposal price: ¥814 per share
Total issue valueTotal issue price: ¥56,980,000
Payment date21 August 2026
Intended allotteeName Name of prospective allottee: Directors other than the Company’s directors who are Audit and Supervisory Committee Members (including 1 outside director) / Number of Employees 4 / Number of Shares 60,000 shares, Name Name of prospective allottee: The Company’s directors who are Audit and Supervisory Committee Members (including 2 outside directors) / Number of Employees 3 / Number of Shares 10,000 shares
Intended allottee's holding policyDuring the restricted transfer period, the shares may not be transferred, pledged, used to create a transfer security interest, gifted during the holder's lifetime, bequeathed or otherwise disposed of in any manner. The shares will be held and maintained in a designated account until the transfer restrictions are lifted.
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Tokyo Stock Exchange on 23 July 2026, the business day immediately preceding the date of the Board of Directors' resolution, was ¥814. No discount or premium applies.
Transfer restriction periodDirectors other than Directors who are Audit & Supervisory Committee Members: 21 August 2026 to 20 August 2031 (5 years); Directors who are Audit & Supervisory Committee Members: 21 August 2026 to 20 August 2029 (3 years)
Conditions for lifting transfer restrictionsThe recipient must continuously remain a director of the Company from the commencement date of the restricted transfer period until the date of the first Annual General Meeting of Shareholders held thereafter, and the Company's Board of Directors must deem the circumstances appropriate. If the recipient leaves office during the period for a valid reason, a portion of the restrictions will be lifted in proportion to the number of months in office.
Reason for acquisition without considerationIf the recipient leaves office by the day preceding the date of the first Annual General Meeting of Shareholders held thereafter, unless the Board of Directors deems that there is a valid reason. This also applies if any shares remain subject to transfer restrictions when the period expires, or if any shares remain subject to transfer restrictions on the business day preceding the effective date of a corporate reorganization or other similar transaction.
Categories and Number of Persons CoveredCategory Category of eligible recipients: Directors other than the Company’s directors who are Audit and Supervisory Committee Members / Number of Employees 4 directors (including 1 outside director) / Number of allocated shares 60,000 shares, Category Directors of the Company who are Audit and Supervisory Committee members / Number of Employees 3 directors (including 2 outside directors) / Number of allocated shares 10,000 shares
Total Stock-Based CompensationTotal monetary compensation receivables of ¥56,980,000. The compensation limits are ¥64 million per year for Directors other than Directors who are Audit & Supervisory Committee Members (including up to ¥3.2 million per year for Outside Directors), and ¥9.6 million per year for Directors who are Audit & Supervisory Committee Members.
Procedures under the Corporate Code of ConductThe resolution and deliberations were conducted based on the recommendations of the Nomination and Compensation Advisory Committee, an advisory body to the Board of Directors comprising at least half Independent Outside Directors.
Items this document does not state (14)
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 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 directors with an incentive to achieve sustained growth in corporate value and to further promote the sharing of value with shareholders.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | MANAC Chemical Partners Co.,Ltd (4360) timely disclosure | Komori