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Share Issuance and Disposal6568KNC Laboratories Co.,Ltd.Information and Communications, Services and Others

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 8,200 treasury shares as restricted stock compensation for its directors and executive officers. The transfer restriction period will run from 7 August 2026 to 6 August 2065, for a period of 40 years.

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Scale
8200
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much8,200Shares

8,200 common shares (treasury shares)

4 directors (excluding outside directors)7,800 shares
2 executive officers400 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.

¥1,269 per share
Total issue value

¥10,405,800

Amount of funds to be raised
As the total monetary compensation receivables of ¥10,405,800 will be contributed in kind, there will be no cash proceeds or estimated net proceeds.
Total Stock-Based Compensation
Total monetary compensation receivables of ¥10,405,800
発行済株式総数

As this is a disposal of treasury shares, the total number of issued shares will not increase

Not applicable (disposal of treasury shares)

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.

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
7 August 2026 to 6 August 2065 (40 years)
Conditions for lifting transfer restrictions
The transfer restrictions will be fully lifted upon expiration of the transfer restriction period, provided that the recipient continuously holds any of the following positions at the Company or one of its subsidiaries during the transfer restriction period: director, executive officer, executive officer who does not concurrently serve as a director, audit & supervisory board member, employee, adviser, counselor, or any equivalent position. If the recipient retires or resigns due to expiration of the term of office, reaching mandatory retirement age, or another legitimate reason, the transfer restrictions on the number of shares calculated in accordance with the prescribed formula will be lifted immediately after the retirement or resignation.
Reason for acquisition without consideration
The Company will automatically acquire for no consideration any of the allocated shares for which the transfer restrictions have not been lifted as of the expiration of the transfer restriction period or the date on which the transfer restrictions are lifted.
Categories and Number of Persons Covered
Category Directors (excluding outside directors) / Number of Employees 4 / Number of allocated shares 7,800 shares, Category Executive officers / Number of Employees 2 / Number of allocated shares 400 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 will run from 7 August 2026 to 6 August 2065.
Payment date
7 August 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Growth Market on 17 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,269. No special discount or premium is 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 of8,200 common shares (treasury shares)
Issue price and disposal price¥1,269 per share
Total issue value¥10,405,800
Amount of funds to be raisedAs the total monetary compensation receivables of ¥10,405,800 will be contributed in kind, there will be no cash proceeds or estimated net proceeds.
Payment date7 August 2026
Intended allotteeName 4 directors (excluding outside directors) / Number of Shares 7,800 shares, Name 2 executive officers / Number of Shares 400 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 will run from 7 August 2026 to 6 August 2065.
Dilution RateNot applicable (disposal of treasury shares)
Total number of issued sharesAs this is a disposal of treasury shares, the total number of issued shares will not increase
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange Growth Market on 17 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,269. No special discount or premium is stated.
Transfer restriction period7 August 2026 to 6 August 2065 (40 years)
Conditions for lifting transfer restrictionsThe transfer restrictions will be fully lifted upon expiration of the transfer restriction period, provided that the recipient continuously holds any of the following positions at the Company or one of its subsidiaries during the transfer restriction period: director, executive officer, executive officer who does not concurrently serve as a director, audit & supervisory board member, employee, adviser, counselor, or any equivalent position. If the recipient retires or resigns due to expiration of the term of office, reaching mandatory retirement age, or another legitimate reason, the transfer restrictions on the number of shares calculated in accordance with the prescribed formula will be lifted immediately after the retirement or resignation.
Reason for acquisition without considerationThe Company will automatically acquire for no consideration any of the allocated shares for which the transfer restrictions have not been lifted as of the expiration of the transfer restriction period or the date on which the transfer restrictions are lifted.
Categories and Number of Persons CoveredCategory Directors (excluding outside directors) / Number of Employees 4 / Number of allocated shares 7,800 shares, Category Executive officers / Number of Employees 2 / Number of allocated shares 400 shares
Total Stock-Based CompensationTotal monetary compensation receivables of ¥10,405,800
Items this document does not state (12)
Estimated issuance expensesSpecific use of fundsExercise 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 medium- to long-term incentives, share value alignment with shareholders, and further motivation for each eligible director and other eligible recipient under the restricted stock compensation plan.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | KNC Laboratories Co.,Ltd. (6568) timely disclosure | Komori