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Share Issuance and Disposal6247HISAKA WORKS,LTD.Machinery

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 39,800 treasury shares as restricted stock compensation for 4 directors and 7 executive officers. The shares will be delivered on 24 July 2026 and will generally be subject to a 30-year transfer restriction.

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Scale
39800
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much39,800Shares

39,800 treasury shares

4 directors (excluding outside directors and directors serving as Audit and Supervisory Committee members)25,000 shares
7 Executive Officers who do not concurrently serve as Directors14,800 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.

¥1,776 per share
Total issue value

¥70,684,800

Total Stock-Based Compensation
Total monetary claims of ¥70,684,800
発行済株式総数

No increase

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

The dilution rate shows what proportion the newly issued shares represent of the existing shares. The higher the proportion, the more the value and voting rights per share are diluted.

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
24 July 2026 to 23 July 2056 (30 years)
Conditions for lifting transfer restrictions
The transfer restrictions will be fully lifted upon expiry of the restriction period, provided that the recipient has continuously held one of the following positions throughout the restriction period: director, executive officer, executive officer who does not concurrently serve as a director, Audit & Supervisory Board member, employee or other equivalent position of the Company or one of its subsidiaries. In the event of retirement or resignation due to expiry of the term of office, reaching mandatory retirement age or another legitimate reason, the restrictions will be lifted for the number of shares corresponding to the period of service.
Reason for acquisition without consideration
The Company will acquire without consideration any of the shares allotted under this plan for which the transfer restrictions have not been lifted as of the expiry of the restriction period or the date on which the transfer restrictions are lifted. In the event of a corporate reorganization or similar transaction, the Company will likewise acquire without consideration any shares for which the transfer restrictions are not lifted.
Categories and Number of Persons Covered
Category Directors (excluding outside directors and directors serving as Audit and Supervisory Committee members) / Number of Employees 4 / Number of allocated shares 25,000 shares, Category Executive officers who do not concurrently serve as directors / Number of Employees 7 / Number of allocated shares 14,800 shares
Payment date
24 July 2026
Basis for determining the amount to be paid
The closing price of ¥1,776 for 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. No discount or premium.
Procedures under the Corporate Code of Conduct
The matter was deliberated by the Nomination and Compensation Committee. The acquisition of an independent third party's opinion and confirmation of shareholders' intentions are 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 of39,800 treasury shares
Issue price and disposal price¥1,776 per share
Total issue value¥70,684,800
Payment date24 July 2026
Intended allotteeName 4 directors (excluding outside directors and directors serving as Audit and Supervisory Committee members) / Number of Shares 25,000 shares, Name 7 Executive Officers who do not concurrently serve as Directors / Number of Shares 14,800 shares
Dilution RateAs this is a disposal of treasury shares, the total number of issued shares will not increase.
Total number of issued sharesNo increase
Basis for determining the amount to be paidThe closing price of ¥1,776 for 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. No discount or premium.
Transfer restriction period24 July 2026 to 23 July 2056 (30 years)
Conditions for lifting transfer restrictionsThe transfer restrictions will be fully lifted upon expiry of the restriction period, provided that the recipient has continuously held one of the following positions throughout the restriction period: director, executive officer, executive officer who does not concurrently serve as a director, Audit & Supervisory Board member, employee or other equivalent position of the Company or one of its subsidiaries. In the event of retirement or resignation due to expiry of the term of office, reaching mandatory retirement age or another legitimate reason, the restrictions will be lifted for the number of shares corresponding to the period of service.
Reason for acquisition without considerationThe Company will acquire without consideration any of the shares allotted under this plan for which the transfer restrictions have not been lifted as of the expiry of the restriction period or the date on which the transfer restrictions are lifted. In the event of a corporate reorganization or similar transaction, the Company will likewise acquire without consideration any shares for which the transfer restrictions are not lifted.
Categories and Number of Persons CoveredCategory Directors (excluding outside directors and directors serving as Audit and Supervisory Committee members) / Number of Employees 4 / Number of allocated shares 25,000 shares, Category Executive officers who do not concurrently serve as directors / Number of Employees 7 / Number of allocated shares 14,800 shares
Total Stock-Based CompensationTotal monetary claims of ¥70,684,800
Procedures under the Corporate Code of ConductThe matter was deliberated by the Nomination and Compensation Committee. The acquisition of an independent third party's opinion and confirmation of shareholders' intentions are Not disclosed.
Items this document does not state (13)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsIntended allottee's holding policyExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioMost 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.

The purpose is to provide incentives for the sustainable enhancement of corporate value, promote value sharing with shareholders, and further increase the motivation of the eligible directors and other recipients.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | HISAKA WORKS,LTD. (6247) timely disclosure | Komori