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Share Issuance and Disposal6135Makino Milling Machine Co.,Ltd.Machinery

Notice Regarding the Disposal of Treasury Shares as Restricted Stock for Directors

The Company resolved to dispose of 2,789 treasury shares to 5 directors as restricted stock compensation. The total disposal price is ¥42,392,800, and the shares may not be transferred for a specified period.

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Neutral
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Scale
2789
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much2,789Shares

2,789 shares of the Company's common stock (treasury shares)

5 directors of the Company2,789 shares

The lower thin line represents the existing number of shares to which these shares will be added.

¥15,200 per share
Total issue value

¥42,392,800

Amount of funds to be raised
As the shares will be paid for through an in-kind contribution of monetary compensation receivables, the total payment amount is ¥42,392,800 and the estimated net proceeds are Not disclosed
Total Stock-Based Compensation
Total monetary compensation receivables of ¥42,392,800
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 31 July 2026 (the payment date) until the date on which the holder ceases to be a director of the Company
Conditions for lifting transfer restrictions
Provided that the holder remains a director of the Company continuously from 31 July 2026 through 1 July 2027, all of the shares subject to this allocation will be released from the transfer restrictions when the restriction period expires. If the holder ceases to hold the position due to death, medical treatment, nursing or raising family members, expiration of the term of office, or any other reason deemed legitimate by the Board of Directors, the restrictions will be released on a number of shares corresponding to the number of months in office.
Reason for acquisition without consideration
At the expiration of the transfer restriction period or any other prescribed date specified in the agreement, the Company will automatically acquire without consideration any shares allotted under this plan for which the transfer restrictions have not been lifted.
Categories and Number of Persons Covered
5 directors of the Company, 2,789 shares
Intended allottee's holding policy
Transfers, the creation of security interests and other dispositions will be prohibited from 31 July 2026 until the date on which the holder ceases to be a director of the Company.
Payment date
31 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 2 July 2026 was ¥15,200. No discount or premium rate 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 of2,789 shares of the Company's common stock (treasury shares)
Issue price and disposal price¥15,200 per share
Total issue value¥42,392,800
Amount of funds to be raisedAs the shares will be paid for through an in-kind contribution of monetary compensation receivables, the total payment amount is ¥42,392,800 and the estimated net proceeds are Not disclosed
Payment date31 July 2026
Intended allotteeName 5 directors of the Company / Number of Shares 2,789 shares
Intended allottee's holding policyTransfers, the creation of security interests and other dispositions will be prohibited from 31 July 2026 until the date on which the holder ceases to be a director of the Company.
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Tokyo Stock Exchange on 2 July 2026 was ¥15,200. No discount or premium rate is stated.
Transfer restriction periodFrom 31 July 2026 (the payment date) until the date on which the holder ceases to be a director of the Company
Conditions for lifting transfer restrictionsProvided that the holder remains a director of the Company continuously from 31 July 2026 through 1 July 2027, all of the shares subject to this allocation will be released from the transfer restrictions when the restriction period expires. If the holder ceases to hold the position due to death, medical treatment, nursing or raising family members, expiration of the term of office, or any other reason deemed legitimate by the Board of Directors, the restrictions will be released on a number of shares corresponding to the number of months in office.
Reason for acquisition without considerationAt the expiration of the transfer restriction period or any other prescribed date specified in the agreement, the Company will automatically acquire without consideration any shares allotted under this plan for which the transfer restrictions have not been lifted.
Categories and Number of Persons Covered5 directors of the Company, 2,789 shares
Total Stock-Based CompensationTotal monetary compensation receivables of ¥42,392,800
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 an incentive to continuously enhance the corporate value of the Company Group and further promote the sharing of value with shareholders.

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Notice Regarding the Disposal of Treasury Shares as Restricted Stock for Directors | Makino Milling Machine Co.,Ltd. (6135) timely disclosure | Komori