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Share Issuance and Disposal6871MICRONICS JAPAN CO.,LTD.Electrical Equipment and Precision Instruments

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 6,765 treasury shares to 5 directors as restricted stock compensation. The total disposal value is ¥81,382,950, and the shares may not be transferred until the directors cease to hold their positions or another specified event occurs.

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6765
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much6,765Shares

6,765 common shares of the Company (treasury shares)

5 directors of the Company, excluding directors who are Audit and Supervisory Committee members, outside directors and non-resident directors6,765 shares

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

¥12,030 per share
Total issue value

¥81,382,950

Amount of funds to be raised
Total payment amount: ¥81,382,950 (through an in-kind contribution of monetary compensation receivables owed to the eligible directors; no estimated net proceeds are stated)
Total Stock-Based Compensation
Total monetary compensation receivables: ¥81,382,950 (annual compensation limit: no more than ¥100 million)
発行済株式総数

The total number of issued shares will not increase because this is a disposal of treasury shares.

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
From 22 May 2026 until the holder ceases to hold a position as a director of the Company, except where the holder is reappointed immediately upon ceasing to hold the position. In certain cases, the period will run until the date of submission of the semi-annual report.
Conditions for lifting transfer restrictions
Provided that the eligible director continuously holds a position as a director of the Company throughout the restricted period, all of the shares allocated will be released from the transfer restrictions upon expiry of the period. In the event of resignation or retirement for a valid reason, the number of shares and the timing of the release will be reasonably adjusted.
Reason for acquisition without consideration
If the holder ceases to be a director of the Company without a valid reason before the restricted period expires, or if the transfer restrictions have not been released when the period expires. If, following a corporate reorganization or other event, any shares remain subject to the transfer restrictions after the release date.
Categories and Number of Persons Covered
5 directors of the Company, excluding directors who are Audit and Supervisory Committee members, outside directors and non-resident directors; 6,765 shares
Intended allottee's holding policy
From 22 May 2026 until the holder ceases to hold a position as a director of the Company, the shares may not be transferred, pledged, used to establish a transfer security interest, gifted during the holder's lifetime, bequeathed or otherwise disposed of in any way.
Payment date
22 May 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on 23 April 2026, the business day preceding the date of the Board of Directors' resolution, was ¥12,030. No discount or premium rate was stated.
Procedures under the Corporate Code of Conduct
Resolution of the Board of Directors dated 24 April 2026. No independent third-party opinion or confirmation of shareholder intentions was 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 of6,765 common shares of the Company (treasury shares)
Issue price and disposal price¥12,030 per share
Total issue value¥81,382,950
Amount of funds to be raisedTotal payment amount: ¥81,382,950 (through an in-kind contribution of monetary compensation receivables owed to the eligible directors; no estimated net proceeds are stated)
Payment date22 May 2026
Intended allotteeName 5 directors of the Company, excluding directors who are Audit and Supervisory Committee members, outside directors and non-resident directors / Number of Shares 6,765 shares
Intended allottee's holding policyFrom 22 May 2026 until the holder ceases to hold a position as a director of the Company, the shares may not be transferred, pledged, used to establish a transfer security interest, gifted during the holder's lifetime, bequeathed or otherwise disposed of in any way.
Dilution RateNot applicable (disposal of treasury shares)
Total number of issued sharesThe total number of issued shares will not increase because this is a disposal of treasury shares.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange on 23 April 2026, the business day preceding the date of the Board of Directors' resolution, was ¥12,030. No discount or premium rate was stated.
Transfer restriction periodFrom 22 May 2026 until the holder ceases to hold a position as a director of the Company, except where the holder is reappointed immediately upon ceasing to hold the position. In certain cases, the period will run until the date of submission of the semi-annual report.
Conditions for lifting transfer restrictionsProvided that the eligible director continuously holds a position as a director of the Company throughout the restricted period, all of the shares allocated will be released from the transfer restrictions upon expiry of the period. In the event of resignation or retirement for a valid reason, the number of shares and the timing of the release will be reasonably adjusted.
Reason for acquisition without considerationIf the holder ceases to be a director of the Company without a valid reason before the restricted period expires, or if the transfer restrictions have not been released when the period expires. If, following a corporate reorganization or other event, any shares remain subject to the transfer restrictions after the release date.
Categories and Number of Persons Covered5 directors of the Company, excluding directors who are Audit and Supervisory Committee members, outside directors and non-resident directors; 6,765 shares
Total Stock-Based CompensationTotal monetary compensation receivables: ¥81,382,950 (annual compensation limit: no more than ¥100 million)
Procedures under the Corporate Code of ConductResolution of the Board of Directors dated 24 April 2026. No independent third-party opinion or confirmation of shareholder intentions was stated.
Items this document does not state (11)
Estimated issuance expensesSpecific use of fundsExercise 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 an incentive for the sustainable enhancement of corporate value and promote value sharing with shareholders. The Company also stated that the amount of monetary compensation receivables was determined comprehensively, taking into account the Company's performance and the responsibilities of each eligible director.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | MICRONICS JAPAN CO.,LTD. (6871) timely disclosure | Komori