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Share Issuance and Disposal6770ALPS ALPINE CO.,LTD.Electrical Equipment and Precision Instruments

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 53,400 treasury shares as restricted stock compensation for its directors and executive officers. The recipients will contribute their monetary compensation claims in kind, and the shares will be subject to a 40-year transfer restriction.

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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much53,400Shares

53,400 shares of the Company's common stock (treasury shares)

4 of the Company's directors (excluding outside directors and directors who are Audit & Supervisory Committee Members)22,700 shares
10 of the Company's executive officers who do not concurrently serve as directors30,700 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.

¥2,087.5 per share
Total issue value

¥111,472,500

Amount of funds to be raised
not disclosed (this is not a cash financing transaction; the consideration consists of an in-kind contribution of monetary compensation claims)
Total Stock-Based Compensation
Total monetary compensation claims: ¥111,472,500
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
24 July 2026 to 24 July 2066 (40 years)
Conditions for lifting transfer restrictions
The transfer restrictions will be fully released upon expiration of the restriction period, provided that the recipient has continuously held a position as either a director of the Company (excluding a director who is an Audit & Supervisory Committee member) or an executive officer who does not concurrently serve as a director throughout the restriction period. If the recipient retires or leaves office upon expiration of the term, reaching mandatory retirement age, or for another legitimate reason, the restrictions will be released promptly after retirement or departure in proportion to the period of service. In the event of a corporate reorganization or similar transaction, the number of shares reasonably determined by the Company will be released from the restrictions on the business day preceding the effective date.
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.
Offering structure
Underwriter / lead underwriter
not disclosed (Nomura Securities Co., Ltd. is the counterparty to an agreement relating to the management of the share administration account)
Categories and Number of Persons Covered
Category Directors of the Company (excluding outside directors and directors who are Audit & Supervisory Committee members) / Number of Employees 4 / Number of allocated shares 22,700 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 10 / Number of allocated shares 30,700 shares
Intended allottee's holding policy
During the transfer restriction period, the recipients are prohibited from transferring the shares to third parties, creating security interests over them, or otherwise disposing of them in any manner. The transfer restriction period runs from 24 July 2026 to 24 July 2066.
Payment date
24 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange Prime Market on 24 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥2,087.5. No discount or premium rate was stated.
Procedures under the Corporate Code of Conduct
At the 86th Annual General Meeting of Shareholders held on 21 June 2019, approval was obtained for this plan, including a 40-year transfer restriction period.
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 of53,400 shares of the Company's common stock (treasury shares)
Issue price and disposal price¥2,087.5 per share
Total issue value¥111,472,500
Amount of funds to be raisednot disclosed (this is not a cash financing transaction; the consideration consists of an in-kind contribution of monetary compensation claims)
Payment date24 July 2026
Intended allotteeName 4 of the Company's directors (excluding outside directors and directors who are Audit & Supervisory Committee Members) / Number of Shares 22,700 shares, Name 10 of the Company's executive officers who do not concurrently serve as directors / Number of Shares 30,700 shares
Intended allottee's holding policyDuring the transfer restriction period, the recipients are prohibited from transferring the shares to third parties, creating security interests over them, or otherwise disposing of them in any manner. The transfer restriction period runs from 24 July 2026 to 24 July 2066.
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Tokyo Stock Exchange Prime Market on 24 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥2,087.5. No discount or premium rate was stated.
Transfer restriction period24 July 2026 to 24 July 2066 (40 years)
Conditions for lifting transfer restrictionsThe transfer restrictions will be fully released upon expiration of the restriction period, provided that the recipient has continuously held a position as either a director of the Company (excluding a director who is an Audit & Supervisory Committee member) or an executive officer who does not concurrently serve as a director throughout the restriction period. If the recipient retires or leaves office upon expiration of the term, reaching mandatory retirement age, or for another legitimate reason, the restrictions will be released promptly after retirement or departure in proportion to the period of service. In the event of a corporate reorganization or similar transaction, the number of shares reasonably determined by the Company will be released from the restrictions on the business day preceding the effective date.
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 of the Company (excluding outside directors and directors who are Audit & Supervisory Committee members) / Number of Employees 4 / Number of allocated shares 22,700 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 10 / Number of allocated shares 30,700 shares
Total Stock-Based CompensationTotal monetary compensation claims: ¥111,472,500
Underwriter / lead underwriternot disclosed (Nomura Securities Co., Ltd. is the counterparty to an agreement relating to the management of the share administration account)
Procedures under the Corporate Code of ConductAt the 86th Annual General Meeting of Shareholders held on 21 June 2019, approval was obtained for this plan, including a 40-year transfer restriction period.
Items this document does not state (12)
Estimated issuance expensesSpecific use of fundsDilution RateTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsOverallotmentStock 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 provide long-term incentives, share value with shareholders, secure talented personnel, and further enhance the motivation of the eligible directors and other recipients.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | ALPS ALPINE CO.,LTD. (6770) timely disclosure | Komori