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Share Issuance and Disposal4665DUSKIN CO.,LTD.Information and Communications, Services and Others

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 9,160 treasury shares as restricted stock compensation to 6 directors (excluding outside directors) and 11 executive officers. The payment date is scheduled for 17 July 2026.

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Scale
9160
Shares
Wording
Definitive
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much

9,160 common shares of the Company (8,192 shares to 6 directors and 968 shares to 11 executive officers)

Directors (excluding outside directors)6 / 8,192 shares
Executive officers11 / 968 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.

¥4,119 per share
Total issue value

¥37,730,040

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 the date on which the director retires from office (in certain cases, the date on which the individual ceases to be both a director and a corporate auditor) for directors, and until the date on which the executive officer retires from office (in principle, the date on which an executive officer with an employment relationship retires from employment) for executive officers.
Conditions for lifting transfer restrictions
Provided that the retirement or resignation of an eligible director or other recipient is due to a reason deemed legitimate by the Company's Board of Directors, all of the shares allotted under this allocation will be released from the transfer restrictions when the transfer restriction period expires. In the event of a corporate reorganization or similar transaction, a reasonably determined number of shares will be released from the transfer restrictions before the effective date.
Reason for acquisition without consideration
If the transfer restrictions have not been lifted when the transfer restriction period expires, in certain cases where the recipient retires from office within 1 year of the allocation, or if the recipient commits misconduct, including a breach of the non-compete obligation, or otherwise falls under certain circumstances stipulated in the restricted stock allocation agreement.
Categories and Number of Persons Covered
6 directors (excluding outside directors): 8,192 shares; 11 executive officers: 968 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred, pledged or otherwise disposed of. Any shares for which the transfer restrictions have not been lifted because the conditions for lifting them were not met when the transfer restriction period expires will be acquired by the Company without consideration.
Payment date
17 July 2026 (scheduled)
Basis for determining the amount to be paid
The closing price on the business day immediately preceding the date of the board resolution. No discount or premium rate 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 of9,160 common shares of the Company (8,192 shares to 6 directors and 968 shares to 11 executive officers)
Issue price and disposal price¥4,119 per share
Total issue value¥37,730,040
Payment date17 July 2026 (scheduled)
Intended allotteeCategory Directors (excluding outside directors) / Number of Employees 6 / Number of Shares 8,192 shares, Category Executive officers / Number of Employees 11 / Number of Shares 968 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred, pledged or otherwise disposed of. Any shares for which the transfer restrictions have not been lifted because the conditions for lifting them were not met when the transfer restriction period expires will be acquired by the Company without consideration.
Basis for determining the amount to be paidThe closing price on the business day immediately preceding the date of the board resolution. No discount or premium rate was disclosed.
Transfer restriction periodFrom 17 July 2026 until the date on which the director retires from office (in certain cases, the date on which the individual ceases to be both a director and a corporate auditor) for directors, and until the date on which the executive officer retires from office (in principle, the date on which an executive officer with an employment relationship retires from employment) for executive officers.
Conditions for lifting transfer restrictionsProvided that the retirement or resignation of an eligible director or other recipient is due to a reason deemed legitimate by the Company's Board of Directors, all of the shares allotted under this allocation will be released from the transfer restrictions when the transfer restriction period expires. In the event of a corporate reorganization or similar transaction, a reasonably determined number of shares will be released from the transfer restrictions before the effective date.
Reason for acquisition without considerationIf the transfer restrictions have not been lifted when the transfer restriction period expires, in certain cases where the recipient retires from office within 1 year of the allocation, or if the recipient commits misconduct, including a breach of the non-compete obligation, or otherwise falls under certain circumstances stipulated in the restricted stock allocation agreement.
Categories and Number of Persons Covered6 directors (excluding outside directors): 8,192 shares; 11 executive officers: 968 shares
Items this document does not state (16)
Amount of funds to be raisedEstimated 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 deliver treasury shares by contributing in kind the full amount of monetary compensation receivables to be paid to the eligible directors and other recipients under the restricted stock compensation plan.

How to read this page

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | DUSKIN CO.,LTD. (4665) timely disclosure | Komori