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Share Issuance and Disposal6364AIRMAN CORPORATIONMachinery

Notice Regarding the Disposal of Treasury Shares as Restricted Stock Compensation for Employees

The Company has resolved to dispose of 4,127 treasury shares as restricted stock compensation for 27 employees. The shares may not be transferred for a specified period, and the transfer restrictions will generally be lifted if the recipients remain employed by the Company throughout that period.

Worth reading
34Immaterial
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Direction
Neutral
Direction inferred from the company’s description.
Scale
4127
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much4,127Shares

4,127 treasury shares

27 employees of the Company4,127 shares

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

¥1,973 per share. However, if the Tokyo Stock Exchange closing price on the trading day immediately preceding the date on which the terms are determined exceeds ¥1,973, that closing price will apply.
Total issue value

¥8,142,571 (estimated amount)

Amount of funds to be raised
As total monetary claims of ¥8,142,571 will be contributed in kind, no cash will be raised by the Company, and there will be no estimated net proceeds.
Total Stock-Based Compensation
Total monetary claims of ¥8,142,571
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 25 September 2026 to 25 September 2028 (2 years)
Conditions for lifting transfer restrictions
Provided that the recipient remains an employee of the Company or one of its subsidiaries throughout the transfer restriction period, all of the shares allotted under this arrangement will have their transfer restrictions lifted upon expiration of the period. In the event of retirement for a valid reason, the timing and number of shares subject to the lifting of restrictions will be reasonably adjusted.
Reason for acquisition without consideration
If the recipient retires without a valid reason before the transfer restriction period expires, all shares allotted under this arrangement will be acquired by the Company without consideration. Shares for which the transfer restrictions have not been lifted as of the date on which the restrictions are lifted will also be acquired without consideration.
Categories and Number of Persons Covered
27 Company employees, 4,127 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred, pledged, gifted during the donor's lifetime or otherwise disposed of. The holding policy after the transfer restrictions are lifted is Not disclosed.
Payment date
25 September 2026
Basis for determining the amount to be paid
The amount will be determined as the higher of the Tokyo Stock Exchange closing price on the trading day immediately preceding the Board of Directors meeting (29 July 2026), ¥1,973, and the Tokyo Stock Exchange closing price on the trading day immediately preceding the date on which the terms are determined (5 August 2026).
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 of4,127 treasury shares
Issue price and disposal price¥1,973 per share. However, if the Tokyo Stock Exchange closing price on the trading day immediately preceding the date on which the terms are determined exceeds ¥1,973, that closing price will apply.
Total issue value¥8,142,571 (estimated amount)
Amount of funds to be raisedAs total monetary claims of ¥8,142,571 will be contributed in kind, no cash will be raised by the Company, and there will be no estimated net proceeds.
Payment date25 September 2026
Intended allotteeName 27 employees of the Company / Number of Shares 4,127 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred, pledged, gifted during the donor's lifetime or otherwise disposed of. The holding policy after the transfer restrictions are lifted is Not disclosed.
Basis for determining the amount to be paidThe amount will be determined as the higher of the Tokyo Stock Exchange closing price on the trading day immediately preceding the Board of Directors meeting (29 July 2026), ¥1,973, and the Tokyo Stock Exchange closing price on the trading day immediately preceding the date on which the terms are determined (5 August 2026).
Transfer restriction periodFrom 25 September 2026 to 25 September 2028 (2 years)
Conditions for lifting transfer restrictionsProvided that the recipient remains an employee of the Company or one of its subsidiaries throughout the transfer restriction period, all of the shares allotted under this arrangement will have their transfer restrictions lifted upon expiration of the period. In the event of retirement for a valid reason, the timing and number of shares subject to the lifting of restrictions will be reasonably adjusted.
Reason for acquisition without considerationIf the recipient retires without a valid reason before the transfer restriction period expires, all shares allotted under this arrangement will be acquired by the Company without consideration. Shares for which the transfer restrictions have not been lifted as of the date on which the restrictions are lifted will also be acquired without consideration.
Categories and Number of Persons Covered27 Company employees, 4,127 shares
Total Stock-Based CompensationTotal monetary claims of ¥8,142,571
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 employees with an incentive to sustainably increase the Company's corporate value and promote the sharing of value between employees and shareholders.

How to read this page

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Notice Regarding the Disposal of Treasury Shares as Restricted Stock Compensation for Employees | AIRMAN CORPORATION (6364) timely disclosure | Komori