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Share Issuance and Disposal6516SANYO DENKI CO.,LTD.Electrical Equipment and Precision Instruments

Notice Regarding the Disposal of Treasury Shares as Restricted Stock Compensation

SANYO DENKI CO., LTD. resolved to dispose of 15,221 treasury shares to 4 directors and 11 executive officers as restricted stock compensation. The disposal price is ¥5,840 per share, and the recipients will be provided with monetary compensation claims of the same amount, which they will contribute in kind.

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15221
Shares
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Definitive
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much15,221Shares

15,221 common shares of the Company (treasury shares)

4 directors of the Company (excluding outside directors)6,727 shares
11 of the Company's executive officers8,494 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.

¥5,840 per share
Total issue value

¥88,890,640

Amount of funds to be raised
Total payment amount: ¥88,890,640; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary compensation claims: ¥88,890,640
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 6 August 2026 until the later of the date on which the recipient ceases to serve or leaves any position as a director, audit & supervisory board member or executive officer of the Company, or the date on which the annual securities report or other applicable document for the fiscal year containing the payment date is filed
Conditions for lifting transfer restrictions
If the recipient remains a director or executive officer through the conclusion of the first annual general meeting of shareholders held after the payment date and ceases to serve or leaves the position for a legitimate reason, the restrictions on all shares held will be lifted when the restricted period expires. If the recipient ceases to serve or leaves the position for a legitimate reason during the period, the restrictions will be lifted in proportion to the number of months in office. In the event of a corporate reorganization or similar transaction, the restrictions will be lifted on the prescribed percentage of shares
Reason for acquisition without consideration
If the recipient ceases to serve or leaves the position without a legitimate reason before the conclusion of the first annual general meeting of shareholders held after the payment date, or if any shares remain subject to restrictions when the restrictions are lifted
Categories and Number of Persons Covered
Category The Company’s directors (excluding outside directors) / Number of Employees 4 / Number of allocated shares 6,727 shares, Category Executive officers of the Company / Number of Employees 11 / Number of allocated shares 8,494 shares
Intended allottee's holding policy
During the restricted period, the shares may not be transferred, pledged, donated inter vivos or otherwise disposed of. The holding policy after the restrictions are lifted is Not disclosed
Payment date
6 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 14 July 2026, ¥5,840. No discount or premium rate was indicated
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 of15,221 common shares of the Company (treasury shares)
Issue price and disposal price¥5,840 per share
Total issue value¥88,890,640
Amount of funds to be raisedTotal payment amount: ¥88,890,640; estimated net proceeds: Not disclosed
Payment date6 August 2026
Intended allotteeName 4 directors of the Company (excluding outside directors) / Number of Shares 6,727 shares, Name 11 of the Company's executive officers / Number of Shares 8,494 shares
Intended allottee's holding policyDuring the restricted period, the shares may not be transferred, pledged, donated inter vivos or otherwise disposed of. The holding policy after the restrictions are lifted is Not disclosed
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 on 14 July 2026, ¥5,840. No discount or premium rate was indicated
Transfer restriction periodFrom 6 August 2026 until the later of the date on which the recipient ceases to serve or leaves any position as a director, audit & supervisory board member or executive officer of the Company, or the date on which the annual securities report or other applicable document for the fiscal year containing the payment date is filed
Conditions for lifting transfer restrictionsIf the recipient remains a director or executive officer through the conclusion of the first annual general meeting of shareholders held after the payment date and ceases to serve or leaves the position for a legitimate reason, the restrictions on all shares held will be lifted when the restricted period expires. If the recipient ceases to serve or leaves the position for a legitimate reason during the period, the restrictions will be lifted in proportion to the number of months in office. In the event of a corporate reorganization or similar transaction, the restrictions will be lifted on the prescribed percentage of shares
Reason for acquisition without considerationIf the recipient ceases to serve or leaves the position without a legitimate reason before the conclusion of the first annual general meeting of shareholders held after the payment date, or if any shares remain subject to restrictions when the restrictions are lifted
Categories and Number of Persons CoveredCategory The Company’s directors (excluding outside directors) / Number of Employees 4 / Number of allocated shares 6,727 shares, Category Executive officers of the Company / Number of Employees 11 / Number of allocated shares 8,494 shares
Total Stock-Based CompensationTotal monetary compensation claims: ¥88,890,640
Items this document does not state (13)
Estimated 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 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 the eligible directors and other recipients with an incentive to achieve sustained growth in the Company's corporate value, taking into consideration the purpose of the plan, the Company's performance and other relevant circumstances.

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Notice Regarding the Disposal of Treasury Shares as Restricted Stock Compensation | SANYO DENKI CO.,LTD. (6516) timely disclosure | Komori