Komori
Share Issuance and Disposal6458SINKO INDUSTRIES LTD.Machinery

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

新晃工業 resolved to dispose of 46,800 treasury shares to 14 directors, executive officers and subsidiary directors as restricted stock compensation. The disposal price is ¥1,241 per share, and the transfer restriction period is 3 years.

Worth reading
49Recurring
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
46800
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much46,800Shares

46,800 shares of the Company's common stock (treasury shares)

The Company's directors4 / 18,000 shares
The Company's executive officers who do not concurrently serve as directors8 independent officers / 21,600 shares
Directors of subsidiaries of the Company2 / 7,200 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.

¥1,241 per share
Total issue value

¥58,078,800

Amount of funds to be raised
Total payment amount: ¥58,078,800; estimated net proceeds: ¥58,078,800 (as the shares are contributed in kind, no cash will be paid into the Company)
Total Stock-Based Compensation
Total monetary receivables of ¥58,078,800, including ¥22,338,000 for eligible directors. The annual compensation limit for eligible directors is ¥90 million.
発行済株式総数

The total number of issued shares will not increase because 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
22 July 2026 to 21 July 2029 (3 years)
Conditions for lifting transfer restrictions
The eligible directors and others must continuously hold the same position they held when the agreement was entered into during the transfer restriction period. If they leave office because their term expires, they reach retirement age or for another legitimate reason, the transfer restrictions will be lifted for the number of shares determined based on their period of service.
Reason for acquisition without consideration
The Company will automatically acquire without consideration the allocated shares for which the transfer restrictions have not been lifted, after the point at which the restrictions are assessed.
Categories and Number of Persons Covered
Category The Company's directors / Number of Employees 4 / Number of allocated shares 18,000 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 8 independent officers / Number of allocated shares 21,600 shares, Category Directors of subsidiaries of the Company / Number of Employees 2 / Number of allocated shares 7,200 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred, pledged or otherwise disposed of. The transfer restriction period runs from 22 July 2026 to 21 July 2029.
Payment date
22 July 2026
Basis for determining the amount to be paid
The closing price of the Company's shares on the Tokyo Stock Exchange on 23 June 2026, ¥1,241. No discount or premium applies.
Procedures under the Corporate Code of Conduct
At the annual general meeting of shareholders held on 28 June 2017, approval was granted for annual monetary compensation and other remuneration of up to ¥90 million for eligible directors. The current disposal was resolved at the Board of Directors meeting held on 24 June 2026.
Impact on Business Performance
No impact on performance from this disposal of treasury shares was stated
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 of46,800 shares of the Company's common stock (treasury shares)
Issue price and disposal price¥1,241 per share
Total issue value¥58,078,800
Amount of funds to be raisedTotal payment amount: ¥58,078,800; estimated net proceeds: ¥58,078,800 (as the shares are contributed in kind, no cash will be paid into the Company)
Payment date22 July 2026
Intended allotteeCategory The Company's directors / Number of Employees 4 / Number of Shares 18,000 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 8 independent officers / Number of Shares 21,600 shares, Category Directors of subsidiaries of the Company / Number of Employees 2 / Number of Shares 7,200 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred, pledged or otherwise disposed of. The transfer restriction period runs from 22 July 2026 to 21 July 2029.
Total number of issued sharesThe total number of issued shares will not increase because this is a disposal of treasury shares.
Basis for determining the amount to be paidThe closing price of the Company's shares on the Tokyo Stock Exchange on 23 June 2026, ¥1,241. No discount or premium applies.
Transfer restriction period22 July 2026 to 21 July 2029 (3 years)
Conditions for lifting transfer restrictionsThe eligible directors and others must continuously hold the same position they held when the agreement was entered into during the transfer restriction period. If they leave office because their term expires, they reach retirement age or for another legitimate reason, the transfer restrictions will be lifted for the number of shares determined based on their period of service.
Reason for acquisition without considerationThe Company will automatically acquire without consideration the allocated shares for which the transfer restrictions have not been lifted, after the point at which the restrictions are assessed.
Categories and Number of Persons CoveredCategory The Company's directors / Number of Employees 4 / Number of allocated shares 18,000 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 8 independent officers / Number of allocated shares 21,600 shares, Category Directors of subsidiaries of the Company / Number of Employees 2 / Number of allocated shares 7,200 shares
Total Stock-Based CompensationTotal monetary receivables of ¥58,078,800, including ¥22,338,000 for eligible directors. The annual compensation limit for eligible directors is ¥90 million.
Procedures under the Corporate Code of ConductAt the annual general meeting of shareholders held on 28 June 2017, approval was granted for annual monetary compensation and other remuneration of up to ¥90 million for eligible directors. The current disposal was resolved at the Board of Directors meeting held on 24 June 2026.
Impact on Business PerformanceNo impact on performance from this disposal of treasury shares was stated
Items this document does not state (11)
Estimated issuance expensesSpecific use of fundsDilution RateExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioMost 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 further motivate the eligible directors and others, provide them with an incentive to enhance the Company's corporate value over the medium to long term on a sustainable basis, and promote the sharing of value with shareholders.

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 | SINKO INDUSTRIES LTD. (6458) timely disclosure | Komori