Komori
Share Issuance and Disposal6157NS TOOL CO.,LTD.Machinery

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation for Employees of the Company and Its Subsidiaries

The company resolved to dispose of 10,900 of its treasury shares as restricted stock compensation to 41 employees of the company and its subsidiaries. The total disposal value is ¥7,935,200.

Worth reading
42Recurring
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Direction
Neutral
Direction inferred from the company’s description.
Scale
10900
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much10,900Shares

10,900 shares of the company's common stock (treasury shares)

Employees of the Company31 / 9,300 shares
Employees of the Company's subsidiaries10 / 1,600 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.

¥728 per share
Total issue value

¥7,935,200

Amount of funds to be raised
Total payment amount: ¥7,935,200; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary compensation receivables: ¥7,935,200
発行済株式総数

As this is a disposal of treasury shares, the total number of issued shares will not increase

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
1 December 2026 to 1 December 2029. However, if the holder retires or leaves the company before 3 months have elapsed after the end of the fiscal year in which the delivery date falls, the relevant date is 1 July 2027.
Conditions for lifting transfer restrictions
The transfer restrictions on all shares will be lifted upon expiry of this restriction period, provided that the holder has continuously held one of the following positions during the period: director, executive officer or employee of the company, or director or employee of a subsidiary. If the holder loses the position for a legitimate reason, the number of shares and timing of the lifting of the restrictions will be adjusted reasonably.
Reason for acquisition without consideration
Upon expiry of the restriction period, the company will acquire without consideration any shares whose transfer restrictions have not been lifted. In the event of a corporate reorganization or similar event, the company may also acquire without consideration shares whose transfer restrictions have not been lifted.
Categories and Number of Persons Covered
Category Employees of the Company / Number of Employees 31 / Number of allocated shares 9,300 shares, Category Employees of the Company's subsidiaries / Number of Employees 10 / Number of allocated shares 1,600 shares
Intended allottee's holding policy
During the restriction period, the shares may not be transferred to a third party, pledged, granted as transfer collateral, gifted during the holder's lifetime, bequeathed or otherwise disposed of. Upon expiry of the restriction period, the transfer restrictions on shares that meet the prescribed conditions will be lifted.
Payment date
1 December 2026
Basis for determining the amount to be paid
The closing price of the company's common stock on the Tokyo Stock Exchange on 10 November 2026, the business day preceding the date of the Board of Directors' resolution, was ¥728. No discount or premium was applied.
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 of10,900 shares of the company's common stock (treasury shares)
Issue price and disposal price¥728 per share
Total issue value¥7,935,200
Amount of funds to be raisedTotal payment amount: ¥7,935,200; estimated net proceeds: Not disclosed
Payment date1 December 2026
Intended allotteeName Employees of the Company / Number of Employees 31 / Number of Shares 9,300 shares, Name Employees of the Company's subsidiaries / Number of Employees 10 / Number of Shares 1,600 shares
Intended allottee's holding policyDuring the restriction period, the shares may not be transferred to a third party, pledged, granted as transfer collateral, gifted during the holder's lifetime, bequeathed or otherwise disposed of. Upon expiry of the restriction period, the transfer restrictions on shares that meet the prescribed conditions will be lifted.
Total number of issued sharesAs this is a disposal of treasury shares, the total number of issued shares will not increase
Basis for determining the amount to be paidThe closing price of the company's common stock on the Tokyo Stock Exchange on 10 November 2026, the business day preceding the date of the Board of Directors' resolution, was ¥728. No discount or premium was applied.
Transfer restriction period1 December 2026 to 1 December 2029. However, if the holder retires or leaves the company before 3 months have elapsed after the end of the fiscal year in which the delivery date falls, the relevant date is 1 July 2027.
Conditions for lifting transfer restrictionsThe transfer restrictions on all shares will be lifted upon expiry of this restriction period, provided that the holder has continuously held one of the following positions during the period: director, executive officer or employee of the company, or director or employee of a subsidiary. If the holder loses the position for a legitimate reason, the number of shares and timing of the lifting of the restrictions will be adjusted reasonably.
Reason for acquisition without considerationUpon expiry of the restriction period, the company will acquire without consideration any shares whose transfer restrictions have not been lifted. In the event of a corporate reorganization or similar event, the company may also acquire without consideration shares whose transfer restrictions have not been lifted.
Categories and Number of Persons CoveredCategory Employees of the Company / Number of Employees 31 / Number of allocated shares 9,300 shares, Category Employees of the Company's subsidiaries / Number of Employees 10 / Number of allocated shares 1,600 shares
Total Stock-Based CompensationTotal monetary compensation receivables: ¥7,935,200
Items this document does not state (13)
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 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 incentives for the sustained enhancement of the company's corporate value and promote the sharing of value with shareholders.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation for Employees of the Company and Its Subsidiaries | NS TOOL CO.,LTD. (6157) timely disclosure | Komori