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Share Issuance and Disposal5958SANYO INDUSTRIES,LTD.Construction and Materials

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 5,300 treasury shares as restricted stock compensation to 18 officers and other eligible persons. The recipients comprise 6 directors of the Company and 12 directors of its subsidiaries, and the total disposal amount is ¥24.062 million.

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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much

5,300 common shares of the Company (2,900 shares for 6 directors of the Company and 2,400 shares for 12 directors of the Company's subsidiaries)

The Company's directors (excluding directors who are Audit and Supervisory Committee members and outside directors)6 / 2,900 shares
Directors of subsidiaries of the Company12 / 2,400 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.

¥4,540 per share
Total issue value

¥24,062,000

Amount of funds to be raised
As monetary claims totaling ¥24,062,000 will be contributed in kind, no cash will be raised through payment. Estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Up to ¥18 million per year (the compensation limit for directors eligible for the award). Total monetary claims for this award: ¥24,062,000
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 7 August 2026 until immediately after the recipient retires or resigns from the designated position or other specified role at the Company or one of its subsidiaries
Conditions for lifting transfer restrictions
The restrictions will be fully lifted upon expiration of the restricted period, provided that the recipient has continuously held a designated position or other specified role at the Company or one of its subsidiaries throughout the restricted period. In the event of retirement or resignation upon expiration of the term of office, mandatory retirement or for another legitimate reason, a specified percentage of the restrictions will be lifted immediately after retirement or resignation.
Reason for acquisition without consideration
If, during the restricted period, the recipient engages in an act that violates laws or regulations or otherwise falls under any of the circumstances specified in the relevant allotment agreement, the Company will acquire all of the shares without consideration. The Company will also acquire without consideration any shares whose restrictions are not lifted upon expiration or removal of the restricted period.
Categories and Number of Persons Covered
6 directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors): 2,900 shares; 12 directors of the Company's subsidiaries: 2,400 shares
Intended allottee's holding policy
During the restricted period, the shares may not be transferred to any third party, pledged or otherwise disposed of in any manner. The restricted period runs from 7 August 2026 until immediately after the recipient retires or resigns from the designated position or other specified role.
Payment date
7 August 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Standard Market on 13 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥4,540. Discount rate/premium rate: 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 of5,300 common shares of the Company (2,900 shares for 6 directors of the Company and 2,400 shares for 12 directors of the Company's subsidiaries)
Issue price and disposal price¥4,540 per share
Total issue value¥24,062,000
Amount of funds to be raisedAs monetary claims totaling ¥24,062,000 will be contributed in kind, no cash will be raised through payment. Estimated net proceeds: Not disclosed
Payment date7 August 2026
Intended allotteeName The Company's directors (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 6 / Number of Shares 2,900 shares, Name Directors of subsidiaries of the Company / Number of Employees 12 / Number of Shares 2,400 shares
Intended allottee's holding policyDuring the restricted period, the shares may not be transferred to any third party, pledged or otherwise disposed of in any manner. The restricted period runs from 7 August 2026 until immediately after the recipient retires or resigns from the designated position or other specified role.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange Standard Market on 13 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥4,540. Discount rate/premium rate: Not disclosed
Transfer restriction periodFrom 7 August 2026 until immediately after the recipient retires or resigns from the designated position or other specified role at the Company or one of its subsidiaries
Conditions for lifting transfer restrictionsThe restrictions will be fully lifted upon expiration of the restricted period, provided that the recipient has continuously held a designated position or other specified role at the Company or one of its subsidiaries throughout the restricted period. In the event of retirement or resignation upon expiration of the term of office, mandatory retirement or for another legitimate reason, a specified percentage of the restrictions will be lifted immediately after retirement or resignation.
Reason for acquisition without considerationIf, during the restricted period, the recipient engages in an act that violates laws or regulations or otherwise falls under any of the circumstances specified in the relevant allotment agreement, the Company will acquire all of the shares without consideration. The Company will also acquire without consideration any shares whose restrictions are not lifted upon expiration or removal of the restricted period.
Categories and Number of Persons Covered6 directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors): 2,900 shares; 12 directors of the Company's subsidiaries: 2,400 shares
Total Stock-Based CompensationUp to ¥18 million per year (the compensation limit for directors eligible for the award). Total monetary claims for this award: ¥24,062,000
Items this document does not state (14)
Estimated issuance expensesSpecific use of fundsDilution RateTotal number of issued sharesExercise 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 the eligible directors and other recipients with incentives to achieve sustained growth in corporate value and promote the sharing of value with shareholders, as well as to further enhance their motivation.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | SANYO INDUSTRIES,LTD. (5958) timely disclosure | Komori