Komori
Share Issuance and Disposal6382TRINITY INDUSTRIAL CORPORATIONMachinery

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 17,900 treasury shares as restricted stock compensation to 8 directors, excluding outside directors. The disposal price is ¥1,224 per share, and the payment date is 17 July 2026.

Worth reading
40Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Neutral
Direction inferred from the company’s description.
Scale
17900
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much17,900Shares

17,900 common shares of the Company (treasury shares)

8 directors, excluding outside directors: 17,900 shares

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

¥1,224 per share
Total issue value

¥21,909,600

Total Stock-Based Compensation
Total monetary remuneration claims: ¥21,909,600 (the total annual amount of remuneration and other payments under the stock compensation plan is capped at ¥40 million)
発行済株式総数

No explicit statement that the total number of issued shares will not increase, although this is a disposal of treasury shares

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 17 July 2026 until the date on which the recipient ceases to serve as a director of the Company
Conditions for lifting transfer restrictions
Provided that the recipient remains a director continuously until the date of the first annual general meeting of shareholders of the Company held after 17 July 2026, all of the allocated shares held at the end of the restriction period will be released from the transfer restrictions. If the recipient ceases to serve for a legitimate reason, the number of shares released will be determined according to the number of months served. In the event of a corporate reorganization or other similar event, the restrictions will also be lifted on a pro rata monthly basis as prescribed.
Reason for acquisition without consideration
If the recipient ceases to serve as a director without a reason deemed legitimate by the Board of Directors before the day preceding the date of the first annual general meeting of shareholders of the Company. If any shares remain subject to transfer restrictions at the end of the restriction period. If the recipient ceases to serve before the end of the transfer restriction period due to a corporate reorganization or other similar event and any shares remain subject to transfer restrictions.
Categories and Number of Persons Covered
Directors of the Company, excluding outside directors, 8 people: 17,900 shares
Intended allottee's holding policy
Until the transfer restrictions are lifted, the shares may not be transferred to third parties, pledged, used to create a transfer security interest, gifted during the holder's lifetime, bequeathed or otherwise disposed of in any way. The holding policy after the transfer restrictions are lifted is Not disclosed.
Payment date
17 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on 22 June 2026, ¥1,224. No discount or premium.
Impact on Business Performance
The impact of this disposal of treasury shares on business performance is 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 of17,900 common shares of the Company (treasury shares)
Issue price and disposal price¥1,224 per share
Total issue value¥21,909,600
Payment date17 July 2026
Intended allottee8 directors, excluding outside directors: 17,900 shares
Intended allottee's holding policyUntil the transfer restrictions are lifted, the shares may not be transferred to third parties, pledged, used to create a transfer security interest, gifted during the holder's lifetime, bequeathed or otherwise disposed of in any way. The holding policy after the transfer restrictions are lifted is Not disclosed.
Total number of issued sharesNo explicit statement that the total number of issued shares will not increase, although this is a 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 22 June 2026, ¥1,224. No discount or premium.
Transfer restriction periodFrom 17 July 2026 until the date on which the recipient ceases to serve as a director of the Company
Conditions for lifting transfer restrictionsProvided that the recipient remains a director continuously until the date of the first annual general meeting of shareholders of the Company held after 17 July 2026, all of the allocated shares held at the end of the restriction period will be released from the transfer restrictions. If the recipient ceases to serve for a legitimate reason, the number of shares released will be determined according to the number of months served. In the event of a corporate reorganization or other similar event, the restrictions will also be lifted on a pro rata monthly basis as prescribed.
Reason for acquisition without considerationIf the recipient ceases to serve as a director without a reason deemed legitimate by the Board of Directors before the day preceding the date of the first annual general meeting of shareholders of the Company. If any shares remain subject to transfer restrictions at the end of the restriction period. If the recipient ceases to serve before the end of the transfer restriction period due to a corporate reorganization or other similar event and any shares remain subject to transfer restrictions.
Categories and Number of Persons CoveredDirectors of the Company, excluding outside directors, 8 people: 17,900 shares
Total Stock-Based CompensationTotal monetary remuneration claims: ¥21,909,600 (the total annual amount of remuneration and other payments under the stock compensation plan is capped at ¥40 million)
Impact on Business PerformanceThe impact of this disposal of treasury shares on business performance is Not disclosed
Items this document does not state (13)
Amount of funds to be raisedEstimated 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 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.

The shares will be disposed of under the restricted stock compensation plan to align directors with shareholders in sharing the benefits and risks of share price fluctuations and to encourage them to contribute to the appreciation of the share price and enhancement of corporate value.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | TRINITY INDUSTRIAL CORPORATION (6382) timely disclosure | Komori