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Share Issuance and Disposal4617Chugoku Marine Paints,Ltd.Materials and Chemicals

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

中国塗料 resolved to dispose of 41,500 treasury shares as restricted stock compensation to 14 people, comprising 7 directors and 7 executive officers. The shares will be subject to a 30-year transfer restriction, which will be lifted subject to conditions including continuous service for a specified period.

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41500
Shares
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Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much41,500Shares

41,500 common shares of the Company (treasury shares)

The Company's directors7 / 30,500 shares
Managing executive officers of the Company who do not concurrently serve as directors4 / 8,000 shares
The Company's executive officers who do not concurrently serve as directors3 / 3,000 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.

¥3,385 per share
Total issue value

¥140,477,500

Total Stock-Based Compensation
Total monetary compensation claims of ¥140,477,500
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
30 years (31 July 2026 to 30 July 2056)
Conditions for lifting transfer restrictions
The transfer restrictions will be fully lifted at the end of the transfer restriction period, provided that the recipient continuously holds one of the following positions throughout the applicable service period: director of the Company, managing executive officer who does not concurrently serve as a director, or executive officer who does not concurrently serve as a director. If the recipient leaves the position upon expiry of the term of office or for another legitimate reason, the restrictions on some or all of the shares will be lifted based on the prescribed calculation.
Reason for acquisition without consideration
The Company will automatically acquire without consideration any shares whose transfer restrictions have not been lifted at the end of the transfer restriction period or when the transfer restrictions are lifted. In the event of a corporate reorganization or similar transaction, the Company will also acquire without consideration any shares whose restrictions have not been lifted.
Categories and Number of Persons Covered
7 directors of the Company, 30,500 shares; 4 managing executive officers of the Company who do not concurrently serve as directors, 8,000 shares; 3 executive officers of the Company who do not concurrently serve as directors, 3,000 shares
Intended allottee's holding policy
During the transfer restriction period, the recipients are prohibited from transferring the shares to any third party, creating security interests over them, or otherwise disposing of them in any way. The transfer restriction period runs from 31 July 2026 to 30 July 2056.
Payment date
31 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 2 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥3,385. No discount or premium was applied.
Procedures under the Corporate Code of Conduct
At general meetings of shareholders held on 21 June 2018, 25 June 2025, and 24 June 2026, approval was obtained for the introduction and revision of the plan, including the compensation limit and transfer restriction period.
Impact on Business Performance
No specific impact on financial performance has been disclosed at this time.
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 of41,500 common shares of the Company (treasury shares)
Issue price and disposal price¥3,385 per share
Total issue value¥140,477,500
Payment date31 July 2026
Intended allotteeCategory The Company's directors / Number of Employees 7 / Number of Shares 30,500 shares, Category Managing executive officers of the Company who do not concurrently serve as directors / Number of Employees 4 / Number of Shares 8,000 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 3 / Number of Shares 3,000 shares
Intended allottee's holding policyDuring the transfer restriction period, the recipients are prohibited from transferring the shares to any third party, creating security interests over them, or otherwise disposing of them in any way. The transfer restriction period runs from 31 July 2026 to 30 July 2056.
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 2 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥3,385. No discount or premium was applied.
Transfer restriction period30 years (31 July 2026 to 30 July 2056)
Conditions for lifting transfer restrictionsThe transfer restrictions will be fully lifted at the end of the transfer restriction period, provided that the recipient continuously holds one of the following positions throughout the applicable service period: director of the Company, managing executive officer who does not concurrently serve as a director, or executive officer who does not concurrently serve as a director. If the recipient leaves the position upon expiry of the term of office or for another legitimate reason, the restrictions on some or all of the shares will be lifted based on the prescribed calculation.
Reason for acquisition without considerationThe Company will automatically acquire without consideration any shares whose transfer restrictions have not been lifted at the end of the transfer restriction period or when the transfer restrictions are lifted. In the event of a corporate reorganization or similar transaction, the Company will also acquire without consideration any shares whose restrictions have not been lifted.
Categories and Number of Persons Covered7 directors of the Company, 30,500 shares; 4 managing executive officers of the Company who do not concurrently serve as directors, 8,000 shares; 3 executive officers of the Company who do not concurrently serve as directors, 3,000 shares
Total Stock-Based CompensationTotal monetary compensation claims of ¥140,477,500
Procedures under the Corporate Code of ConductAt general meetings of shareholders held on 21 June 2018, 25 June 2025, and 24 June 2026, approval was obtained for the introduction and revision of the plan, including the compensation limit and transfer restriction period.
Impact on Business PerformanceNo specific impact on financial performance has been disclosed at this time.
Items this document does not state (12)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsDilution RateExercise 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.

The purpose is to provide the recipients with a medium- to long-term incentive, share value with shareholders, enhance their motivation to contribute to the sustained improvement of corporate value, and further increase their motivation.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | Chugoku Marine Paints,Ltd. (4617) timely disclosure | Komori