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Share Issuance and Disposal5161NISHIKAWA RUBBER CO.,LTD.Automobiles and transportation equipment

Notice Concerning the Disposal of Treasury Shares as a Share Grant through the Employee Stock Ownership Plan

The Company resolved to dispose of up to 3,810 treasury shares to the employee shareholding association to encourage employees to join. The actual number of shares and total disposal value will be determined after the number of participants is finalized.

Worth reading
37Immaterial
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Direction
Neutral
Direction inferred from the company’s description.
Scale
3810
Shares (maximum)
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares through a third-party allotment (stock grant through the employee shareholding association)

発行・処分する株式数3,810Shares

3,810 shares of the Company's common stock (maximum)

Intended allottee
西川ゴム工業 Employee Shareholding Association
¥3,210 per share
Total issue value

¥12,230,100 (maximum)

Total Stock-Based Compensation
The amount of the special incentive payment is Not disclosed
発行済株式総数

0.01% of total shares issued and 0.01% of total voting rights (both based on the maximum number of shares)

The dilution rate shows what proportion the newly issued shares represent of the existing shares. The higher the proportion, the more the value and voting rights per share are diluted.

Categories and Number of Persons Covered
Employees who are members of the employee shareholding association. The number of employees is Not disclosed
Intended allottee's holding policy
Members may freely withdraw their allocated shares to securities accounts held in their individual names. Other holding policies and lock-up arrangements are Not disclosed
Payment date
2 July 2026
Basis for determining the amount to be paid
The closing price of ¥3,210 on the Tokyo Stock Exchange Standard Market on 13 May 2026, the business day preceding the date of the Board of Directors' resolution. This represented a discount of 1.23% to the one-month average of ¥3,250, a discount of 14.35% to the three-month average of ¥3,748, and a discount of 9.07% to the six-month average of ¥3,530.
Procedures under the Corporate Code of Conduct
Because the dilution rate is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting procedures to confirm shareholders' intentions are not required.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares through a third-party allotment (stock grant through the employee shareholding association)
Number of shares to be issued or disposed of3,810 shares of the Company's common stock (maximum)
Issue price and disposal price¥3,210 per share
Total issue value¥12,230,100 (maximum)
Payment date2 July 2026
Intended allottee西川ゴム工業 Employee Shareholding Association
Intended allottee's holding policyMembers may freely withdraw their allocated shares to securities accounts held in their individual names. Other holding policies and lock-up arrangements are Not disclosed
Dilution Rate0.01% of total shares issued and 0.01% of total voting rights (both based on the maximum number of shares)
Total number of issued shares37,000,000 shares as of 1 April 2026 → Not disclosed
Basis for determining the amount to be paidThe closing price of ¥3,210 on the Tokyo Stock Exchange Standard Market on 13 May 2026, the business day preceding the date of the Board of Directors' resolution. This represented a discount of 1.23% to the one-month average of ¥3,250, a discount of 14.35% to the three-month average of ¥3,748, and a discount of 9.07% to the six-month average of ¥3,530.
Categories and Number of Persons CoveredEmployees who are members of the employee shareholding association. The number of employees is Not disclosed
Total Stock-Based CompensationThe amount of the special incentive payment is Not disclosed
Procedures under the Corporate Code of ConductBecause the dilution rate is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting procedures to confirm shareholders' intentions are not required.
Items this document does not state (15)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationUnderwriter / 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.

The Company will grant a special incentive payment to members of the employee shareholding association to increase their motivation to contribute to enhancing corporate value and encourage further enrollment in the association.

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Notice Concerning the Disposal of Treasury Shares as a Share Grant through the Employee Stock Ownership Plan | NISHIKAWA RUBBER CO.,LTD. (5161) timely disclosure | Komori