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Share Issuance and Disposal6005MIURA CO.,LTD.Machinery

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 37,046 treasury shares as restricted stock compensation to 4 directors and 15 executive officers. The restriction period is 30 years and will be lifted in certain circumstances, including retirement or resignation.

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37046
Shares
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much37,046Shares

37,046 of the Company's common shares (treasury shares)

Directors other than Directors who are Audit and Supervisory Committee Members (excluding Outside Directors)4 / 31,198 shares
Executive officers who do not concurrently serve as directors15 / 5,848 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.

¥3,181 per share
Total issue value

¥117,843,326

Amount of funds to be raised
Total payment amount: ¥117,843,326 (the entire amount will be paid through an in-kind contribution of monetary compensation claims; estimated net proceeds: Not disclosed)
Total Stock-Based Compensation
Total monetary compensation claims: ¥117,843,326. The annual limit on monetary compensation for eligible directors is ¥200 million.
Specific use of funds
Not applicable (the entire amount of monetary compensation claims will be contributed in kind as restricted stock compensation)
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 (from 24 July 2026 through 23 July 2056)
Conditions for lifting transfer restrictions
The transfer restrictions will be fully lifted upon expiry of the restriction period, provided that the eligible directors and other recipients continuously hold one of the following positions during the restriction period: director of the Company, executive officer who does not concurrently serve as a director, or Audit and Supervisory Committee member. In the event of retirement or resignation upon expiration of a term of office, reaching the mandatory retirement age, or for another legitimate reason, the restrictions on the number of shares calculated according to a specified formula will be lifted immediately after the retirement or resignation.
Reason for acquisition without consideration
The Company will automatically acquire without consideration any shares for which the transfer restrictions have not been lifted at the expiry of the restriction period or when the restrictions are lifted. In the event of a corporate reorganization, the Company will also automatically acquire without consideration any shares for which the restrictions are not lifted.
Categories and Number of Persons Covered
Directors other than directors serving as Audit and Supervisory Committee members, excluding outside directors: 4 people, 31,198 shares; executive officers who do not concurrently serve as directors: 15 people, 5,848 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred, pledged, or otherwise disposed of, and will be managed in a dedicated account.
Payment date
24 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 25 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥3,181. Discount rate/premium rate: not applicable.
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 of37,046 of the Company's common shares (treasury shares)
Issue price and disposal price¥3,181 per share
Total issue value¥117,843,326
Amount of funds to be raisedTotal payment amount: ¥117,843,326 (the entire amount will be paid through an in-kind contribution of monetary compensation claims; estimated net proceeds: Not disclosed)
Specific use of fundsNot applicable (the entire amount of monetary compensation claims will be contributed in kind as restricted stock compensation)
Payment date24 July 2026
Intended allotteeName Directors other than Directors who are Audit and Supervisory Committee Members (excluding Outside Directors) / Number of Employees 4 / Number of Shares 31,198 shares, Name Executive officers who do not concurrently serve as directors / Number of Employees 15 / Number of Shares 5,848 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred, pledged, or otherwise disposed of, and will be managed in a dedicated account.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 25 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥3,181. Discount rate/premium rate: not applicable.
Transfer restriction period30 years (from 24 July 2026 through 23 July 2056)
Conditions for lifting transfer restrictionsThe transfer restrictions will be fully lifted upon expiry of the restriction period, provided that the eligible directors and other recipients continuously hold one of the following positions during the restriction period: director of the Company, executive officer who does not concurrently serve as a director, or Audit and Supervisory Committee member. In the event of retirement or resignation upon expiration of a term of office, reaching the mandatory retirement age, or for another legitimate reason, the restrictions on the number of shares calculated according to a specified formula will be lifted immediately after the retirement or resignation.
Reason for acquisition without considerationThe Company will automatically acquire without consideration any shares for which the transfer restrictions have not been lifted at the expiry of the restriction period or when the restrictions are lifted. In the event of a corporate reorganization, the Company will also automatically acquire without consideration any shares for which the restrictions are not lifted.
Categories and Number of Persons CoveredDirectors other than directors serving as Audit and Supervisory Committee members, excluding outside directors: 4 people, 31,198 shares; executive officers who do not concurrently serve as directors: 15 people, 5,848 shares
Total Stock-Based CompensationTotal monetary compensation claims: ¥117,843,326. The annual limit on monetary compensation for eligible directors is ¥200 million.
Items this document does not state (13)
Estimated issuance expensesDilution 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 establish a framework that encourages recipients to enhance corporate value, promotes management with a greater awareness of shareholder interests, and enables them to share with shareholders the benefits and risks associated with share price movements. In this disposal, the Company also considered the purpose of the plan, the Company's operating performance, the scope of responsibilities of each eligible director and other recipient, and other relevant circumstances.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | MIURA CO.,LTD. (6005) timely disclosure | Komori