Komori
Share Issuance and Disposal6857ADVANTEST CORPORATIONElectrical Equipment and Precision Instruments

Notice Regarding the Disposal of Treasury Shares Under a Post-Delivery Restricted Stock Unit Plan

The Company resolved to dispose of 127,648 treasury shares under a post-delivery restricted stock unit plan to executive officers who are non-residents of Japan and former employees of the Company's subsidiaries who are non-residents of Japan.

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Scale
127648
Shares
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares under a post-delivery restricted stock unit plan

Who receives how much127,648Shares

127,648 treasury shares

The Company's executive officers who are non-residents of Japan, including executive officers who concurrently serve as directors of the Company11 / 126,276 shares
Former employees of the Company's subsidiaries who are non-residents of Japan3 / 1,372 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.

¥27,935 per share
Amount of funds to be raised

Total payment amount: ¥3,565,846,880 (estimated net proceeds: Not disclosed)

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
The vesting period is 3 years or more from the date of allocation (including shares delivered as a medium- to long-term incentive).
Categories and Number of Persons Covered
11 of the Company's executive officers who are non-residents of Japan, including executive officers who concurrently serve as directors of the Company, holding 126,276 shares; and 3 former employees of the Company's subsidiaries who are non-residents of Japan, holding 1,372 shares
Payment date
28 August 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 30 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥27,935. No discount or premium rate was stated.
Procedures under the Corporate Code of Conduct
At the 84th Annual General Meeting of Shareholders held on 31 July 2026, approval was obtained for revisions to the upper limit on monetary receivables to be paid under the plan and other matters.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares under a post-delivery restricted stock unit plan
Number of shares to be issued or disposed of127,648 treasury shares
Issue price and disposal price¥27,935 per share
Amount of funds to be raisedTotal payment amount: ¥3,565,846,880 (estimated net proceeds: Not disclosed)
Payment date28 August 2026
Intended allotteeCategory The Company's executive officers who are non-residents of Japan, including executive officers who concurrently serve as directors of the Company / Number of Employees 11 / Number of Shares 126,276 shares, Category Former employees of the Company's subsidiaries who are non-residents of Japan / Number of Employees 3 / Number of Shares 1,372 shares
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 30 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥27,935. No discount or premium rate was stated.
Transfer restriction periodThe vesting period is 3 years or more from the date of allocation (including shares delivered as a medium- to long-term incentive).
Categories and Number of Persons Covered11 of the Company's executive officers who are non-residents of Japan, including executive officers who concurrently serve as directors of the Company, holding 126,276 shares; and 3 former employees of the Company's subsidiaries who are non-residents of Japan, holding 1,372 shares
Procedures under the Corporate Code of ConductAt the 84th Annual General Meeting of Shareholders held on 31 July 2026, approval was obtained for revisions to the upper limit on monetary receivables to be paid under the plan and other matters.
Items this document does not state (18)
Total issue valueEstimated issuance expensesSpecific use of fundsIntended allottee's holding policyDilution RateTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsConditions for lifting transfer restrictionsReason for acquisition without considerationTotal Stock-Based CompensationUnderwriter / 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.

For persons who are non-residents of Japan, the post-delivery restricted stock unit plan is being applied instead of the restricted stock compensation plan in order to comply with the laws and regulations of their countries of residence and avoid adverse tax consequences. The overall purpose of the plan is to provide incentives for the sustained enhancement of the corporate value of the Company and its group and to promote value sharing with shareholders.

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Notice Regarding the Disposal of Treasury Shares Under a Post-Delivery Restricted Stock Unit Plan | ADVANTEST CORPORATION (6857) timely disclosure | Komori