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Share Issuance and Disposal6424TAKAMISAWA CYBERNETICS COMPANY,LTD.Machinery

Notice Concerning the Disposal of Treasury Shares in Connection with the Introduction of the Stock Benefit Trust (BBT)

The Company resolved to dispose of 45,600 treasury shares to the trust account so that shares can be delivered to directors through the Board Benefit Trust (BBT). The disposal price is ¥900 per share, and the total disposal value is ¥41.04 million.

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45600
Shares
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Details of issuance or disposal

Disposal of treasury shares as compensation for officers and employees, including restricted stock compensation and share delivery plans (Board Benefit Trust (BBT))

発行・処分する株式数45,600Shares

45,600 common shares (treasury shares)

Intended allottee
Japan Custody Bank, Ltd. (Trust E Account)
¥900 per share
Total issue value

¥41,040,000

発行済株式総数

1.01% of the total number of issued shares and 1.04% of the total number of voting rights

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.

Categories and Number of Persons Covered
Directors, excluding outside directors. The breakdown of the number of recipients and shares allocated was Not disclosed.
Payment date
25 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 the business day immediately preceding the date of the Board of Directors' resolution was ¥900. No discount or premium rate was disclosed.
Procedures under the Corporate Code of Conduct
At the 57th Annual General Meeting of Shareholders held on 24 June 2026, the plan was approved as a director compensation plan.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares as compensation for officers and employees, including restricted stock compensation and share delivery plans (Board Benefit Trust (BBT))
Number of shares to be issued or disposed of45,600 common shares (treasury shares)
Issue price and disposal price¥900 per share
Total issue value¥41,040,000
Payment date25 August 2026
Intended allotteeJapan Custody Bank, Ltd. (Trust E Account)
Dilution Rate1.01% of the total number of issued shares and 1.04% of the total number of voting rights
Total number of issued shares4,525,000 shares (as of 31 March 2026) → Not disclosed
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange on the business day immediately preceding the date of the Board of Directors' resolution was ¥900. No discount or premium rate was disclosed.
Categories and Number of Persons CoveredDirectors, excluding outside directors. The breakdown of the number of recipients and shares allocated was Not disclosed.
Procedures under the Corporate Code of ConductAt the 57th Annual General Meeting of Shareholders held on 24 June 2026, the plan was approved as a director compensation plan.
Items this document does not state (17)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsIntended allottee's holding policyExercise priceExercise periodNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationTotal Stock-Based CompensationUnderwriter / 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.

Under the operation of the Board Benefit Trust (BBT), the trust will hold and dispose of the Company's shares and deliver them to directors. The Company explains that the number of shares to be disposed of corresponds to the number of shares expected to be delivered to directors over the five fiscal years from the fiscal year ending March 2027 through the fiscal year ending March 2031.

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Notice Concerning the Disposal of Treasury Shares in Connection with the Introduction of the Stock Benefit Trust (BBT) | TAKAMISAWA CYBERNETICS COMPANY,LTD. (6424) timely disclosure | Komori