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Share Issuance and Disposal6473JTEKT CorporationAutomobiles and transportation equipment

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

JTEKT Corporation resolved to dispose of 12,028 treasury shares to 3 directors as restricted stock compensation. The disposal price is ¥2,059 per share, and the transfer restriction period is 30 years.

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Direction
Neutral
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Scale
12028
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much12,028Shares

12,028 treasury shares

3 of the Company's directors (excluding non-executive directors)12,028 shares

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

¥2,059 per share
Total issue value

¥24,765,652

Amount of funds to be raised
Total payment amount: ¥24,765,652; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary claims of ¥24,765,652; a compensation framework providing monetary claims of up to ¥100 million per year
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
From 26 June 2026 to 26 June 2056 (30 years)
Conditions for lifting transfer restrictions
Provided that an eligible director continuously remains a director of the Company throughout the transfer restriction period, the transfer restrictions on all of the allocated shares will be lifted upon expiration of the transfer restriction period. If the director ceases to be a director due to expiration of the term of office or other legitimate reasons, including retirement due to death, the transfer restrictions will be lifted immediately after the director's departure.
Reason for acquisition without consideration
The Company will acquire without consideration any allocated shares whose transfer restrictions have not been lifted as of the expiration of the transfer restriction period or the time when the transfer restrictions are lifted. Immediately after the transfer restrictions are lifted in connection with a corporate reorganization or other similar event, the Company will acquire without consideration all allocated shares whose transfer restrictions have not been lifted.
Categories and Number of Persons Covered
3 directors of the Company, excluding non-executive directors, 12,028 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 26 June 2026 to 26 June 2056.
Payment date
26 June 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 14 May 2026 was ¥2,059. The discount rate and premium rate are Not disclosed.
Procedures under the Corporate Code of Conduct
At the 121st Annual General Meeting of Shareholders held on 25 June 2021, approval was obtained for the provision of monetary claims and a transfer restriction period of 30 years.
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 of12,028 treasury shares
Issue price and disposal price¥2,059 per share
Total issue value¥24,765,652
Amount of funds to be raisedTotal payment amount: ¥24,765,652; estimated net proceeds: Not disclosed
Payment date26 June 2026
Intended allotteeName 3 of the Company's directors (excluding non-executive directors) / Number of Shares 12,028 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 26 June 2026 to 26 June 2056.
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 common shares on the Tokyo Stock Exchange Prime Market on 14 May 2026 was ¥2,059. The discount rate and premium rate are Not disclosed.
Transfer restriction periodFrom 26 June 2026 to 26 June 2056 (30 years)
Conditions for lifting transfer restrictionsProvided that an eligible director continuously remains a director of the Company throughout the transfer restriction period, the transfer restrictions on all of the allocated shares will be lifted upon expiration of the transfer restriction period. If the director ceases to be a director due to expiration of the term of office or other legitimate reasons, including retirement due to death, the transfer restrictions will be lifted immediately after the director's departure.
Reason for acquisition without considerationThe Company will acquire without consideration any allocated shares whose transfer restrictions have not been lifted as of the expiration of the transfer restriction period or the time when the transfer restrictions are lifted. Immediately after the transfer restrictions are lifted in connection with a corporate reorganization or other similar event, the Company will acquire without consideration all allocated shares whose transfer restrictions have not been lifted.
Categories and Number of Persons Covered3 directors of the Company, excluding non-executive directors, 12,028 shares
Total Stock-Based CompensationTotal monetary claims of ¥24,765,652; a compensation framework providing monetary claims of up to ¥100 million per year
Procedures under the Corporate Code of ConductAt the 121st Annual General Meeting of Shareholders held on 25 June 2021, approval was obtained for the provision of monetary claims and a transfer restriction period of 30 years.
Items this document does not state (12)
Estimated issuance expensesSpecific use of fundsDilution RateExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / 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.

To provide an incentive to achieve sustained growth in corporate value and promote value sharing with shareholders. The purpose is also to further enhance the motivation of each eligible director and realize the sharing of shareholder value over the medium to long term.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | JTEKT Corporation (6473) timely disclosure | Komori