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Share Issuance and Disposal6298Y.A.C.HOLDINGS CO.,LTD.Machinery

Notice Regarding the Disposal of Treasury Shares as Restricted Stock Compensation

The Board of Directors resolved to dispose of 37,000 treasury shares as restricted stock compensation to 30 officers and others. The restriction period will be five years from 12 August 2026.

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Direction
Neutral
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Scale
37000
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much37,000Shares

37,000 common shares of the Company (treasury shares)

5 directors of the Company (excluding outside directors and part-time directors)11,870 shares
25 directors of the Company's subsidiaries25,130 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.

¥1,155 per share
Total issue value

¥42,735,000

Amount of funds to be raised
Total payment amount: ¥42,735,000. Estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Monetary compensation claims: ¥42,735,000
発行済株式総数

Not applicable (disposal of treasury shares)

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
12 August 2026 to 12 August 2031 (five years)
Conditions for lifting transfer restrictions
The restrictions will be lifted at the end of the period, provided that the recipient has continuously held a position as a director, executive officer, or employee of the Company Group throughout the restriction period. If the recipient leaves during the period, all or part of the restrictions will be lifted depending on whether the departure results from the expiration of the term of office, a legitimate reason, death, or other circumstances.
Reason for acquisition without consideration
At the end of the restriction period, the Company will acquire without consideration any shares for which the restrictions have not been lifted. In the event of a corporate reorganization or similar event, the Company will likewise acquire without consideration any shares for which the restrictions have not been lifted.
Categories and Number of Persons Covered
5 directors of the Company: 11,870 shares; 25 directors of the Company's subsidiaries: 25,130 shares
Intended allottee's holding policy
During the restriction period, the shares may not be transferred to any third party, pledged as collateral, or otherwise disposed of in any way. The restriction period will run from 12 August 2026 to 12 August 2031.
Payment date
12 August 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on 17 July 2026 was ¥1,155. The discount rate and premium rate were Not disclosed.
Impact on Business Performance
Impact on financial results: 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 of37,000 common shares of the Company (treasury shares)
Issue price and disposal price¥1,155 per share
Total issue value¥42,735,000
Amount of funds to be raisedTotal payment amount: ¥42,735,000. Estimated net proceeds: Not disclosed
Payment date12 August 2026
Intended allotteeName 5 directors of the Company (excluding outside directors and part-time directors) / Number of Shares 11,870 shares, Name 25 directors of the Company's subsidiaries / Number of Shares 25,130 shares
Intended allottee's holding policyDuring the restriction period, the shares may not be transferred to any third party, pledged as collateral, or otherwise disposed of in any way. The restriction period will run from 12 August 2026 to 12 August 2031.
Dilution RateNot applicable (disposal of treasury shares)
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange on 17 July 2026 was ¥1,155. The discount rate and premium rate were Not disclosed.
Transfer restriction period12 August 2026 to 12 August 2031 (five years)
Conditions for lifting transfer restrictionsThe restrictions will be lifted at the end of the period, provided that the recipient has continuously held a position as a director, executive officer, or employee of the Company Group throughout the restriction period. If the recipient leaves during the period, all or part of the restrictions will be lifted depending on whether the departure results from the expiration of the term of office, a legitimate reason, death, or other circumstances.
Reason for acquisition without considerationAt the end of the restriction period, the Company will acquire without consideration any shares for which the restrictions have not been lifted. In the event of a corporate reorganization or similar event, the Company will likewise acquire without consideration any shares for which the restrictions have not been lifted.
Categories and Number of Persons Covered5 directors of the Company: 11,870 shares; 25 directors of the Company's subsidiaries: 25,130 shares
Total Stock-Based CompensationMonetary compensation claims: ¥42,735,000
Impact on Business PerformanceImpact on financial results: Not disclosed
Items this document does not state (12)
Estimated issuance expensesSpecific use of fundsTotal 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 offering

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 directors and others of the Company Group with incentives to sustainably improve performance and corporate value over the medium to long term, share shareholder value, and foster a shareholder-oriented management mindset.

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Notice Regarding the Disposal of Treasury Shares as Restricted Stock Compensation | Y.A.C.HOLDINGS CO.,LTD. (6298) timely disclosure | Komori