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Share Issuance and Disposal5928ALMETAX MANUFACTURING CO,LTD.Construction and Materials

Notice Regarding the Disposal of Treasury Shares as Stock-Based Compensation for Directors and Executive Officers

The Company resolved to dispose of 36,709 treasury shares held by the Company to 3 directors and 5 executive officers as restricted stock compensation. The payment price is ¥267 per share, for a total disposal amount of ¥9,801,303.

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36709
Shares
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Definitive
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much36,709Shares

36,709 common shares (treasury shares)

3 directors (excluding outside directors)28,466 shares
5 executive officers8,243 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.

¥267 per share
Total issue value

¥9,801,303

Amount of funds to be raised
Total payment amount of ¥9,801,303; estimated net proceeds Not disclosed
Total Stock-Based Compensation
Total monetary compensation claims of ¥9,801,303. For directors, this is a compensation framework providing monetary compensation claims of up to ¥10 million per year.
発行済株式総数

The total number of issued shares will not increase because this is a disposal of treasury shares.

As this is a disposal of treasury shares and therefore does not increase the total number of shares outstanding, Not disclosed

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 24 July 2026 (the payment date) until the corresponding date one month after the retirement date, meaning the date on which the individual ceases to hold any position as a director, audit & supervisory board member, executive officer or employee of the Company or any of its subsidiaries
Conditions for lifting transfer restrictions
If the number of months from the month containing the payment date through the month containing the retirement date reaches 12, all of the shares held will be released from the transfer restrictions. If it does not reach 12, the number of shares calculated by multiplying the number of shares held by the number of months divided by 12, with fractions of less than one share rounded down, will be released in full.
Reason for acquisition without consideration
If the individual becomes subject to grounds for the Company to acquire the shares without consideration, such as engaging in business that competes with the Company's business during the transfer restriction period, or if the transfer restrictions have not been lifted when the transfer restriction period expires.
Categories and Number of Persons Covered
Category Directors (excluding outside directors) / Number of Employees 3 / Number of allocated shares 28,466 shares, Category Executive officers / Number of Employees 5 / Number of allocated shares 8,243 shares
Intended allottee's holding policy
The shares may not be transferred, pledged or otherwise disposed of from the payment date until the corresponding date one month after the retirement date.
Payment date
24 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange on 24 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥267. No discount or premium is stated.
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 of36,709 common shares (treasury shares)
Issue price and disposal price¥267 per share
Total issue value¥9,801,303
Amount of funds to be raisedTotal payment amount of ¥9,801,303; estimated net proceeds Not disclosed
Payment date24 July 2026
Intended allotteeCategory 3 directors (excluding outside directors) / Number of Shares 28,466 shares, Category 5 executive officers / Number of Shares 8,243 shares
Intended allottee's holding policyThe shares may not be transferred, pledged or otherwise disposed of from the payment date until the corresponding date one month after the retirement date.
Dilution RateAs this is a disposal of treasury shares and therefore does not increase the total number of shares outstanding, Not disclosed
Total number of issued sharesThe total number of issued shares will not increase because this is a disposal of treasury shares.
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Tokyo Stock Exchange on 24 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥267. No discount or premium is stated.
Transfer restriction periodFrom 24 July 2026 (the payment date) until the corresponding date one month after the retirement date, meaning the date on which the individual ceases to hold any position as a director, audit & supervisory board member, executive officer or employee of the Company or any of its subsidiaries
Conditions for lifting transfer restrictionsIf the number of months from the month containing the payment date through the month containing the retirement date reaches 12, all of the shares held will be released from the transfer restrictions. If it does not reach 12, the number of shares calculated by multiplying the number of shares held by the number of months divided by 12, with fractions of less than one share rounded down, will be released in full.
Reason for acquisition without considerationIf the individual becomes subject to grounds for the Company to acquire the shares without consideration, such as engaging in business that competes with the Company's business during the transfer restriction period, or if the transfer restrictions have not been lifted when the transfer restriction period expires.
Categories and Number of Persons CoveredCategory Directors (excluding outside directors) / Number of Employees 3 / Number of allocated shares 28,466 shares, Category Executive officers / Number of Employees 5 / Number of allocated shares 8,243 shares
Total Stock-Based CompensationTotal monetary compensation claims of ¥9,801,303. For directors, this is a compensation framework providing monetary compensation claims of up to ¥10 million per year.
Items this document does not state (12)
Estimated issuance expensesSpecific use of fundsExercise 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 directors and executive officers with incentives to sustainably enhance corporate value and shareholder value over the medium to long term, and to promote the sharing of value with shareholders. The Company also took into consideration its performance, the scope of responsibilities of each eligible officer and other relevant factors.

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Notice Regarding the Disposal of Treasury Shares as Stock-Based Compensation for Directors and Executive Officers | ALMETAX MANUFACTURING CO,LTD. (5928) timely disclosure | Komori