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Share Issuance and Disposal6772Tokyo Cosmos Electric Co.,Ltd.Electrical Equipment and Precision Instruments

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company has resolved to dispose of treasury shares to grant 6,910 common shares to 4 directors free of charge as restricted stock compensation. The transfer restriction period is 30 years from the allotment date.

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Scale
6910
Shares
Wording
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much6,910Shares

6,910 common shares (treasury shares)

The Company's directors (excluding directors who are Audit & Supervisory Committee members and non-resident directors)4 / 6,910 shares

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

Free of charge (fair value per share: ¥1,071)
Total issue value

¥7,400,610 (fair value)

Amount of funds to be raised
Total amount to be paid: ¥0; estimated net proceeds: ¥0
Total Stock-Based Compensation
Up to ¥30 million per year (separate from the existing monetary compensation limit; compensation for employees is not included)
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 7 August 2026 to 6 August 2056 (30 years)
Conditions for lifting transfer restrictions
Provided that the recipient remains continuously in the position of director of the Company during the transfer restriction period, all transfer restrictions will be lifted upon expiry of the transfer restriction period. If the recipient retires due to death, expiry of the term of office, reaching the retirement age, or any other reason deemed legitimate by the Company's Board of Directors, the transfer restrictions will be lifted for the number of shares corresponding to the number of months in office.
Reason for acquisition without consideration
Upon expiry of the transfer restriction period or the lifting of the transfer restrictions, the Company will automatically acquire free of charge any shares for which the transfer restrictions have not been lifted.
Categories and Number of Persons Covered
4 directors of the Company (excluding directors who are Audit & Supervisory Committee members and non-resident directors), 6,910 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 7 August 2026 to 6 August 2056.
Payment date
No payment of money or other assets is required
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on 21 July 2026, ¥1,071, was used as the fair value. No discount or premium rate is stated.
Procedures under the Corporate Code of Conduct
Approval was obtained at the 65th Annual General Meeting of Shareholders held on 23 June 2022 for the grant of restricted stock under this plan. The grant also reflects the deliberations and recommendations of the Nomination and Compensation Committee.
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 of6,910 common shares (treasury shares)
Issue price and disposal priceFree of charge (fair value per share: ¥1,071)
Total issue value¥7,400,610 (fair value)
Amount of funds to be raisedTotal amount to be paid: ¥0; estimated net proceeds: ¥0
Payment dateNo payment of money or other assets is required
Intended allotteeName The Company's directors (excluding directors who are Audit & Supervisory Committee members and non-resident directors) / Number of Employees 4 / Number of Shares 6,910 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 7 August 2026 to 6 August 2056.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange on 21 July 2026, ¥1,071, was used as the fair value. No discount or premium rate is stated.
Transfer restriction periodFrom 7 August 2026 to 6 August 2056 (30 years)
Conditions for lifting transfer restrictionsProvided that the recipient remains continuously in the position of director of the Company during the transfer restriction period, all transfer restrictions will be lifted upon expiry of the transfer restriction period. If the recipient retires due to death, expiry of the term of office, reaching the retirement age, or any other reason deemed legitimate by the Company's Board of Directors, the transfer restrictions will be lifted for the number of shares corresponding to the number of months in office.
Reason for acquisition without considerationUpon expiry of the transfer restriction period or the lifting of the transfer restrictions, the Company will automatically acquire free of charge any shares for which the transfer restrictions have not been lifted.
Categories and Number of Persons Covered4 directors of the Company (excluding directors who are Audit & Supervisory Committee members and non-resident directors), 6,910 shares
Total Stock-Based CompensationUp to ¥30 million per year (separate from the existing monetary compensation limit; compensation for employees is not included)
Procedures under the Corporate Code of ConductApproval was obtained at the 65th Annual General Meeting of Shareholders held on 23 June 2022 for the grant of restricted stock under this plan. The grant also reflects the deliberations and recommendations of the Nomination and Compensation Committee.
Items this document does not state (13)
Estimated issuance expensesSpecific use of fundsDilution RateTotal number of issued sharesExercise 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 directors with an incentive to continuously enhance the Company's corporate value and promote value sharing with shareholders. The transfer restriction period is set at 30 years to promote the enhancement of corporate value over the medium to long term.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | Tokyo Cosmos Electric Co.,Ltd. (6772) timely disclosure | Komori