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Share Issuance and Disposal5572Ridge-i Inc.Information and Communications, Services and Others

Notice Concerning the Issuance of New Shares as Restricted Stock Compensation

It was resolved to newly issue 12,664 common shares to 7 directors as restricted stock-based compensation. The shares will be delivered on 25 November 2026 and will be subject to transfer restrictions until the recipient ceases to serve as a director.

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12664
shares
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Details of issuance or disposal

Issuance of new shares as restricted stock compensation

Who receives how much12,664Shares

12,664 common shares (new shares)

4 of the Company's directors, excluding directors who are Audit & Supervisory Committee members11,058 shares
3 of the Company's directors who are Audit & Supervisory Committee members1,606 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.

¥3,110 per share
Total issue value

¥39,385,040

Amount of funds to be raised
Total payment amount: ¥39,385,040; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary compensation receivables: ¥39 million (directors: ¥34 million; directors serving as Audit and Supervisory Committee members: ¥4 million)
Existing Shares and Increase
+0.29%Rate of increase
4,344,440 shares4,357,104Shares

0.29%

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.

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 25 November 2026 until the date on which the holder ceases to serve as a director of the Company
Conditions for lifting transfer restrictions
The holder must continuously remain a director of the Company from 27 October 2026 until immediately before the conclusion of the first annual general meeting of shareholders held after that date. In the event of cessation of service due to death or another legitimate reason, the restrictions will be lifted in proportion to the number of months served.
Reason for acquisition without consideration
The Company will automatically acquire without consideration any subject shares for which the transfer restrictions are not lifted, immediately after it is determined that the restrictions will not be lifted.
Categories and Number of Persons Covered
4 directors excluding directors serving as Audit and Supervisory Committee members: 11,058 shares; 3 directors serving as Audit and Supervisory Committee members: 1,606 shares
Intended allottee's holding policy
From 25 November 2026 until the date on which the holder ceases to serve as a director of the Company, the shares may not be transferred, pledged or otherwise disposed of in any way.
Payment date
25 November 2026
Basis for determining the amount to be paid
The closing price of the common shares on the Tokyo Stock Exchange Growth Market on 26 October 2026, the business day immediately preceding the date of the Board of Directors' resolution, was ¥3,110. No discount or premium was stated.
Procedures under the Corporate Code of Conduct
At the 11th Annual General Meeting of Shareholders held on 27 October 2026, approval was obtained for the payment of monetary compensation receivables under this plan and for the transfer restriction period.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of new shares as restricted stock compensation
Number of shares to be issued or disposed of12,664 common shares (new shares)
Issue price and disposal price¥3,110 per share
Total issue value¥39,385,040
Amount of funds to be raisedTotal payment amount: ¥39,385,040; estimated net proceeds: Not disclosed
Payment date25 November 2026
Intended allotteeName 4 of the Company's directors, excluding directors who are Audit & Supervisory Committee members / Number of Shares 11,058 shares, Name 3 of the Company's directors who are Audit & Supervisory Committee members / Number of Shares 1,606 shares
Intended allottee's holding policyFrom 25 November 2026 until the date on which the holder ceases to serve as a director of the Company, the shares may not be transferred, pledged or otherwise disposed of in any way.
Dilution Rate0.29%
Total number of issued shares4,344,440 shares → 4,357,104 shares(0.29%)
Basis for determining the amount to be paidThe closing price of the common shares on the Tokyo Stock Exchange Growth Market on 26 October 2026, the business day immediately preceding the date of the Board of Directors' resolution, was ¥3,110. No discount or premium was stated.
Transfer restriction periodFrom 25 November 2026 until the date on which the holder ceases to serve as a director of the Company
Conditions for lifting transfer restrictionsThe holder must continuously remain a director of the Company from 27 October 2026 until immediately before the conclusion of the first annual general meeting of shareholders held after that date. In the event of cessation of service due to death or another legitimate reason, the restrictions will be lifted in proportion to the number of months served.
Reason for acquisition without considerationThe Company will automatically acquire without consideration any subject shares for which the transfer restrictions are not lifted, immediately after it is determined that the restrictions will not be lifted.
Categories and Number of Persons Covered4 directors excluding directors serving as Audit and Supervisory Committee members: 11,058 shares; 3 directors serving as Audit and Supervisory Committee members: 1,606 shares
Total Stock-Based CompensationTotal monetary compensation receivables: ¥39 million (directors: ¥34 million; directors serving as Audit and Supervisory Committee members: ¥4 million)
Procedures under the Corporate Code of ConductAt the 11th Annual General Meeting of Shareholders held on 27 October 2026, approval was obtained for the payment of monetary compensation receivables under this plan and for the transfer restriction period.
Items this document does not state (11)
Estimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / 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 purpose is to provide directors with incentives to sustainably enhance corporate value and share value with shareholders, and to provide directors serving as Audit and Supervisory Committee members with incentives to prevent impairment of corporate value and ensure the proper exercise of their supervisory function.

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Notice Concerning the Issuance of New Shares as Restricted Stock Compensation | Ridge-i Inc. (5572) timely disclosure | Komori