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Share Issuance and Disposal5933ALINCO INCORPORATEDConstruction and Materials

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 43,038 treasury shares to 4 directors and 14 executive officers under its restricted stock compensation plan. The total disposal amount is ¥46,782,306, and the shares will be subject to transfer restrictions for 30 years from 31 July 2026.

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43038
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much43,038Shares

43,038 common shares of the Company (treasury shares)

4 of the Company's directors (excluding outside directors and directors who are Audit & Supervisory Committee Members)19,132 shares
14 executive officers of the Company23,906 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.

¥1,087 per share
Total issue value

¥46,782,306

Amount of funds to be raised
Total payment amount: ¥46,782,306; estimated net proceeds: Not disclosed (as the shares are contributed in kind in exchange for the recipients' monetary compensation claims)
Total Stock-Based Compensation
Total monetary compensation claims: ¥46,782,306
発行済株式総数

The total number of issued shares will not increase because this is a 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
30 years (31 July 2026 to 30 July 2056)
Conditions for lifting transfer restrictions
All transfer restrictions will be lifted upon expiration of the transfer restriction period, provided that the recipient has continuously held a position as an officer or other relevant position of the Company or one of its subsidiaries during the period. If the recipient retires or leaves the Company upon expiration of the term of office, death, or other legitimate grounds, the restrictions will be lifted on a number of shares determined according to the period of service.
Reason for acquisition without consideration
At the expiration of the transfer restriction period, or when the restrictions are lifted due to retirement, resignation or other circumstances, the Company will acquire without consideration any allocated shares whose transfer restrictions remain in place. In the event of a corporate reorganization or similar transaction, the Company will also acquire without consideration any shares whose transfer restrictions have not been lifted.
Categories and Number of Persons Covered
Category Directors of the Company (excluding outside directors and directors who are Audit & Supervisory Committee members) / Number of Employees 4 / Number of allocated shares 19,132 shares, Category The Company's executive officers / Number of Employees 14 / Number of allocated shares 23,906 shares
Intended allottee's holding policy
During the transfer restriction period, the recipients may not transfer, create security interests over, or otherwise dispose of the shares. The transfer restriction period runs from 31 July 2026 to 30 July 2056.
Payment date
31 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Prime Market of the Tokyo Stock Exchange on 7 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,087. The discount and premium rates are both 0%.
Impact on Business Performance
The impact of this disposal of treasury shares on financial results is Not disclosed.
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 of43,038 common shares of the Company (treasury shares)
Issue price and disposal price¥1,087 per share
Total issue value¥46,782,306
Amount of funds to be raisedTotal payment amount: ¥46,782,306; estimated net proceeds: Not disclosed (as the shares are contributed in kind in exchange for the recipients' monetary compensation claims)
Payment date31 July 2026
Intended allotteeName 4 of the Company's directors (excluding outside directors and directors who are Audit & Supervisory Committee Members) / Number of Shares 19,132 shares, Name 14 executive officers of the Company / Number of Shares 23,906 shares
Intended allottee's holding policyDuring the transfer restriction period, the recipients may not transfer, create security interests over, or otherwise dispose of the shares. The transfer restriction period runs from 31 July 2026 to 30 July 2056.
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 shares on the Prime Market of the Tokyo Stock Exchange on 7 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,087. The discount and premium rates are both 0%.
Transfer restriction period30 years (31 July 2026 to 30 July 2056)
Conditions for lifting transfer restrictionsAll transfer restrictions will be lifted upon expiration of the transfer restriction period, provided that the recipient has continuously held a position as an officer or other relevant position of the Company or one of its subsidiaries during the period. If the recipient retires or leaves the Company upon expiration of the term of office, death, or other legitimate grounds, the restrictions will be lifted on a number of shares determined according to the period of service.
Reason for acquisition without considerationAt the expiration of the transfer restriction period, or when the restrictions are lifted due to retirement, resignation or other circumstances, the Company will acquire without consideration any allocated shares whose transfer restrictions remain in place. In the event of a corporate reorganization or similar transaction, the Company will also acquire without consideration any shares whose transfer restrictions have not been lifted.
Categories and Number of Persons CoveredCategory Directors of the Company (excluding outside directors and directors who are Audit & Supervisory Committee members) / Number of Employees 4 / Number of allocated shares 19,132 shares, Category The Company's executive officers / Number of Employees 14 / Number of allocated shares 23,906 shares
Total Stock-Based CompensationTotal monetary compensation claims: ¥46,782,306
Impact on Business PerformanceThe impact of this disposal of treasury shares on financial results is Not disclosed.
Items this document does not state (12)
Estimated issuance expensesSpecific use of fundsDilution RateExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioProcedures under the Corporate Code of ConductMost recent equity financingMajor shareholders after the offering

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 allocation was made under a plan intended to provide incentives for the sustained enhancement of corporate value and to share value with shareholders, taking into consideration the purpose of the plan, the Company's business conditions, the scope of responsibilities of each eligible director and other recipient, and other relevant factors. The transfer restriction period is set at 30 years to achieve the sharing of shareholder value over the medium to long term.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | ALINCO INCORPORATED (5933) timely disclosure | Komori