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Share Issuance and Disposal5461Chubu Steel Plate Co.,Ltd.Iron & Steel, Nonferrous Metals

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 12,424 treasury shares as restricted stock compensation to 6 directors. The disposal price is ¥1,946 per share, and the disposal will take place on 10 July 2026.

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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much12,424Shares

12,424 treasury shares

6 of the Company's directors, excluding directors who are Audit and Supervisory Committee members and outside directors12,424 shares

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

¥1,946 per share
Amount of funds to be raised

Total payment amount: ¥24,177,104; estimated net proceeds: Not disclosed

Total Stock-Based Compensation
Total monetary remuneration receivables: ¥24,177,104 (annual remuneration limit: no more than ¥48 million)
発行済株式総数

The total number of issued shares will not increase (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
From 10 July 2026 to 9 July 2056 (30 years)
Conditions for lifting transfer restrictions
Provided that the director remains in office continuously through the date of the first annual general meeting of shareholders held after 10 July 2026, all of the allocated shares held at the end of the restriction period will be released from the transfer restrictions. If the director leaves office for a valid reason, a portion of the shares will be released in proportion to the period of service.
Reason for acquisition without consideration
If the director leaves office without a valid reason before the day preceding the date of the first annual general meeting of shareholders held after 10 July 2026. The Company will also acquire without consideration any shares that remain subject to the restrictions at the end of the restriction period, as well as any shares that remain subject to the restrictions due to a corporate reorganization or similar event.
Categories and Number of Persons Covered
6 of the Company's directors, excluding directors who are Audit and Supervisory Committee members and outside directors; 12,424 shares
Payment date
10 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on 24 June 2026, which was ¥1,946. No discount or premium is specified.
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 of12,424 treasury shares
Issue price and disposal price¥1,946 per share
Amount of funds to be raisedTotal payment amount: ¥24,177,104; estimated net proceeds: Not disclosed
Payment date10 July 2026
Intended allotteeName 6 of the Company's directors, excluding directors who are Audit and Supervisory Committee members and outside directors / Number of Shares 12,424 shares
Total number of issued sharesThe total number of issued shares will not increase (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 on 24 June 2026, which was ¥1,946. No discount or premium is specified.
Transfer restriction periodFrom 10 July 2026 to 9 July 2056 (30 years)
Conditions for lifting transfer restrictionsProvided that the director remains in office continuously through the date of the first annual general meeting of shareholders held after 10 July 2026, all of the allocated shares held at the end of the restriction period will be released from the transfer restrictions. If the director leaves office for a valid reason, a portion of the shares will be released in proportion to the period of service.
Reason for acquisition without considerationIf the director leaves office without a valid reason before the day preceding the date of the first annual general meeting of shareholders held after 10 July 2026. The Company will also acquire without consideration any shares that remain subject to the restrictions at the end of the restriction period, as well as any shares that remain subject to the restrictions due to a corporate reorganization or similar event.
Categories and Number of Persons Covered6 of the Company's directors, excluding directors who are Audit and Supervisory Committee members and outside directors; 12,424 shares
Total Stock-Based CompensationTotal monetary remuneration receivables: ¥24,177,104 (annual remuneration limit: no more than ¥48 million)
Items this document does not state (15)
Total issue valueEstimated issuance expensesSpecific use of fundsIntended allottee's holding policyDilution RateExercise 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 align the directors' interests with shareholders by sharing the benefits and risks of share price fluctuations and to enhance their motivation to contribute to an increase in the share price and corporate value.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | Chubu Steel Plate Co.,Ltd. (5461) timely disclosure | Komori