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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 111,036 of its treasury shares to 192 employees, officers of subsidiaries and others under a post-delivery restricted stock unit plan. The disposal price is ¥33,910 per share, and the total disposal value is ¥3,765,230,760.

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Neutral
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111036
Shares
Wording
Definitive
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 much111,036Shares

111,036 common shares of the company (treasury shares)

Employees of the Company6 / 4,600 shares
Directors of the company's domestic subsidiaries1 / 1,000 shares
Officers and employees of the company's overseas subsidiaries who are non-residents of Japan182 / 101,740 shares
Former employees of the company's overseas subsidiaries who are non-residents of Japan3 / 3,696 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.

¥33,910 per share
Amount of funds to be raised

Total paid-in amount: ¥3,765,230,760 (in-kind contribution of monetary claims paid to eligible persons) / Estimated net proceeds: Not disclosed

発行済株式総数

As this is a disposal of treasury shares, the total number of issued shares will not 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
For the portion granted as a medium- to long-term incentive, a vesting period of at least 3 years from the date of allocation (grant)
Categories and Number of Persons Covered
6 employees of the company, 4,600 shares; 1 director of the company's domestic subsidiaries, 1,000 shares; 182 officers and employees of the company's overseas subsidiaries who are non-residents of Japan, 101,740 shares; 3 former employees of the company's overseas subsidiaries who are non-residents of Japan, 3,696 shares
Payment date
28 October 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 29 September 2026, the business day preceding the date of the Board of Directors' resolution, was ¥33,910. No discount or premium rate was stated.
Procedures under the Corporate Code of Conduct
Approvals were obtained at the 82nd Annual General Meeting of Shareholders held on 28 June 2024, the 83rd Annual General Meeting of Shareholders held on 27 June 2025, and the 84th Annual General Meeting of Shareholders held on 31 July 2026 for the relevant plans, compensation limits 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 of111,036 common shares of the company (treasury shares)
Issue price and disposal price¥33,910 per share
Amount of funds to be raisedTotal paid-in amount: ¥3,765,230,760 (in-kind contribution of monetary claims paid to eligible persons) / Estimated net proceeds: Not disclosed
Payment date28 October 2026
Intended allotteeCategory Employees of the Company / Number of Employees 6 / Number of Shares 4,600 shares, Category Directors of the company's domestic subsidiaries / Number of Employees 1 / Number of Shares 1,000 shares, Category Officers and employees of the company's overseas subsidiaries who are non-residents of Japan / Number of Employees 182 / Number of Shares 101,740 shares, Category Former employees of the company's overseas subsidiaries who are non-residents of Japan / Number of Employees 3 / Number of Shares 3,696 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 Prime Market on 29 September 2026, the business day preceding the date of the Board of Directors' resolution, was ¥33,910. No discount or premium rate was stated.
Transfer restriction periodFor the portion granted as a medium- to long-term incentive, a vesting period of at least 3 years from the date of allocation (grant)
Categories and Number of Persons Covered6 employees of the company, 4,600 shares; 1 director of the company's domestic subsidiaries, 1,000 shares; 182 officers and employees of the company's overseas subsidiaries who are non-residents of Japan, 101,740 shares; 3 former employees of the company's overseas subsidiaries who are non-residents of Japan, 3,696 shares
Procedures under the Corporate Code of ConductApprovals were obtained at the 82nd Annual General Meeting of Shareholders held on 28 June 2024, the 83rd Annual General Meeting of Shareholders held on 27 June 2025, and the 84th Annual General Meeting of Shareholders held on 31 July 2026 for the relevant plans, compensation limits and other matters.
Items this document does not state (17)
Total issue valueEstimated issuance expensesSpecific use of fundsIntended allottee's holding policyDilution RateExercise 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 non-residents of Japan, the post-delivery restricted stock unit plan will be applied in place of the restricted stock compensation plan to comply with the laws of their countries of residence and avoid tax disadvantages. The purpose is also to provide eligible persons with an incentive to achieve sustained growth in the corporate value of the group and 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