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Share Issuance and Disposal5110Sumitomo Rubber Industries,Ltd.Automobiles and transportation equipment

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

住友ゴム工業 resolved to dispose of 11,000 treasury shares to 5 directors as restricted stock compensation. The total disposal price is ¥23.375 million, and the shares may not be transferred until the directors retire.

Worth reading
34Immaterial
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Direction
Neutral
Direction inferred from the company’s description.
Scale
11000
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much11,000Shares

11,000 shares of the company’s common stock (treasury shares)

5 directors (excluding outside directors)11,000 shares

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

¥2,125 per share
Total issue value

¥23,375,000

Total Stock-Based Compensation
Total monetary compensation claims of ¥23,375,000 (the annual compensation limit under this plan is ¥40 million)
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 the date of allotment until the date of retirement
Conditions for lifting transfer restrictions
The transfer restrictions on all of the allotted shares will be lifted upon expiry of the transfer restriction period, provided that the eligible director retires for a reason deemed legitimate by the company’s Board of Directors. In the event of a corporate reorganization or similar transaction, the number of shares to be released will be reasonably determined by resolution of the Board of Directors and the restrictions will be lifted before the effective date.
Reason for acquisition without consideration
The company will acquire without consideration any shares whose transfer restrictions remain in place upon expiry of the transfer restriction period. If a director retires during the term of office, the company will acquire without consideration the number of shares corresponding to the remaining period, and if certain events such as misconduct occur, it will acquire all or part of the shares without consideration.
Categories and Number of Persons Covered
5 directors (excluding outside directors), 11,000 shares
Payment date
24 April 2026
Basis for determining the amount to be paid
The closing price of ¥2,125 on the business day immediately preceding the date of the Board of Directors’ resolution. No discount or premium.
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 of11,000 shares of the company’s common stock (treasury shares)
Issue price and disposal price¥2,125 per share
Total issue value¥23,375,000
Payment date24 April 2026
Intended allotteeName 5 directors (excluding outside directors) / Number of Shares 11,000 shares
Basis for determining the amount to be paidThe closing price of ¥2,125 on the business day immediately preceding the date of the Board of Directors’ resolution. No discount or premium.
Transfer restriction periodFrom the date of allotment until the date of retirement
Conditions for lifting transfer restrictionsThe transfer restrictions on all of the allotted shares will be lifted upon expiry of the transfer restriction period, provided that the eligible director retires for a reason deemed legitimate by the company’s Board of Directors. In the event of a corporate reorganization or similar transaction, the number of shares to be released will be reasonably determined by resolution of the Board of Directors and the restrictions will be lifted before the effective date.
Reason for acquisition without considerationThe company will acquire without consideration any shares whose transfer restrictions remain in place upon expiry of the transfer restriction period. If a director retires during the term of office, the company will acquire without consideration the number of shares corresponding to the remaining period, and if certain events such as misconduct occur, it will acquire all or part of the shares without consideration.
Categories and Number of Persons Covered5 directors (excluding outside directors), 11,000 shares
Total Stock-Based CompensationTotal monetary compensation claims of ¥23,375,000 (the annual compensation limit under this plan is ¥40 million)
Items this document does not state (16)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsIntended allottee's holding policyDilution RateTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / 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 provide incentives for the sustained enhancement of corporate value and promote value sharing between the directors and shareholders. The company also took into consideration the purpose of the plan, the company’s performance, and the scope of responsibilities of each eligible director.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | Sumitomo Rubber Industries,Ltd. (5110) timely disclosure | Komori