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Share Issuance and Disposal6547GREENS CO.,LTD.Information and Communications, Services and Others

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

GREENS CO.,LTD. resolved to dispose of 6,100 treasury shares to 4 directors as restricted stock compensation. The shares are subject to a 3-year transfer restriction, and the total disposal price is ¥12,456,200.

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Neutral
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Scale
6100
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much6,100Shares

6,100 treasury shares

4 of the Company's directors (excluding outside directors and directors serving as Audit and Supervisory Committee members), 6,100 shares

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

¥2,042 per share
Total issue value

¥12,456,200

Amount of funds to be raised
Total monetary claims of ¥12,456,200 (as the entire amount will be contributed in kind, there will be no estimated net cash proceeds)
Total Stock-Based Compensation
Total monetary claims: ¥12,456,200
発行済株式総数

No increase

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
10 November 2026 to 9 November 2029 (3 years)
Conditions for lifting transfer restrictions
Subject to continuous service in a designated position at the Company or one of its subsidiaries throughout the transfer restriction period, all restrictions will be lifted when the period expires. If a director retires or leaves employment for a legitimate reason, some restrictions may be lifted based on the period of service.
Reason for acquisition without consideration
The Company will acquire without consideration any shares whose transfer restrictions have not been lifted when the transfer restriction period expires or when the restrictions are lifted.
Categories and Number of Persons Covered
4 of the Company's directors (excluding outside directors and directors serving as Audit and Supervisory Committee members), 6,100 shares
Intended allottee's holding policy
The shares are subject to a 3-year transfer restriction to achieve the sharing of shareholder value over the medium to long term. During the restriction period, the shares may not be transferred, pledged as collateral or otherwise disposed of.
Payment date
10 November 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Standard Market on 9 October 2026 (the business day preceding the date of the Board of Directors' resolution) was ¥2,042. No discount or premium.
Procedures under the Corporate Code of Conduct
Following consultation with the Nomination and Compensation Committee, the matter was resolved by the Board of Directors.
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 of6,100 treasury shares
Issue price and disposal price¥2,042 per share
Total issue value¥12,456,200
Amount of funds to be raisedTotal monetary claims of ¥12,456,200 (as the entire amount will be contributed in kind, there will be no estimated net cash proceeds)
Payment date10 November 2026
Intended allottee4 of the Company's directors (excluding outside directors and directors serving as Audit and Supervisory Committee members), 6,100 shares
Intended allottee's holding policyThe shares are subject to a 3-year transfer restriction to achieve the sharing of shareholder value over the medium to long term. During the restriction period, the shares may not be transferred, pledged as collateral or otherwise disposed of.
Total number of issued sharesNo increase
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange Standard Market on 9 October 2026 (the business day preceding the date of the Board of Directors' resolution) was ¥2,042. No discount or premium.
Transfer restriction period10 November 2026 to 9 November 2029 (3 years)
Conditions for lifting transfer restrictionsSubject to continuous service in a designated position at the Company or one of its subsidiaries throughout the transfer restriction period, all restrictions will be lifted when the period expires. If a director retires or leaves employment for a legitimate reason, some restrictions may be lifted based on the period of service.
Reason for acquisition without considerationThe Company will acquire without consideration any shares whose transfer restrictions have not been lifted when the transfer restriction period expires or when the restrictions are lifted.
Categories and Number of Persons Covered4 of the Company's directors (excluding outside directors and directors serving as Audit and Supervisory Committee members), 6,100 shares
Total Stock-Based CompensationTotal monetary claims: ¥12,456,200
Procedures under the Corporate Code of ConductFollowing consultation with the Nomination and Compensation Committee, the matter was resolved by the Board of Directors.
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.

The purpose is to achieve sustained growth in corporate value, share medium- to long-term value with shareholders, and further motivate the eligible directors.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | GREENS CO.,LTD. (6547) timely disclosure | Komori