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Share Issuance and Disposal6923Stanley Electric Co.,Ltd.Electrical Equipment and Precision Instruments

Notice Regarding the Disposal of Treasury Shares as Stock-Based Compensation

The Company has resolved to dispose of 200,000 treasury shares it holds to The Master Trust Bank of Japan, Ltd. for contribution to the Board Incentive Plan Trust for executive compensation. The disposal price is ¥3,545 per share, for a total disposal amount of ¥709 million.

Worth reading
41Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Neutral
Direction inferred from the company’s description.
Scale
0.16
% (dilution ratio relative to the total number of issued shares and total number of voting rights)
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as stock compensation

Who receives how much200,000Shares

200,000 common shares (treasury shares)

The Master Trust Bank of Japan, Ltd. (Executive Compensation BIP Trust Account)200,000 shares

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

¥3,545 per share
Total issue value

¥709,000,000

発行済株式総数

As this is a disposal of treasury shares, the total number of issued shares will not increase

0.16% (relative to the total of 1,227,586 voting rights as of 31 March 2026)

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.

Categories and Number of Persons Covered
Eligible directors (excluding outside directors and non-residents of Japan). The number of eligible directors and the number of shares individually allocated to each eligible director are Not disclosed.
Intended allottee's holding policy
In accordance with the share delivery rules, the shares will be delivered to eligible directors during the trust period. The shares disposed of as treasury shares are not expected to be released onto the stock market all at once.
Basis for determining the amount to be paid
The closing price of the Company's shares on the Tokyo Stock Exchange on 24 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥3,545. There is no discount or premium.
Procedures under the Corporate Code of Conduct
Because the dilution ratio is less than 25% and there will be no change in the controlling shareholder, it is not necessary to obtain an opinion from an independent third party or conduct procedures to confirm shareholders' intent as stipulated in Article 432 of the Tokyo Stock Exchange's Securities Listing Regulations. All 5 Audit & Supervisory Board Members, including 3 outside Audit & Supervisory Board Members, have expressed the opinion that the basis for calculating the disposal price is reasonable and that the disposal price does not constitute a particularly favorable price.
Impact on Business Performance
The impact on the stock market is expected to be minor, and the Company has determined that the number of shares disposed of and the scale of the dilution are reasonable.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares as stock compensation
Number of shares to be issued or disposed of200,000 common shares (treasury shares)
Issue price and disposal price¥3,545 per share
Total issue value¥709,000,000
Intended allotteeName The Master Trust Bank of Japan, Ltd. (Executive Compensation BIP Trust Account) / Number of Shares 200,000 shares
Intended allottee's holding policyIn accordance with the share delivery rules, the shares will be delivered to eligible directors during the trust period. The shares disposed of as treasury shares are not expected to be released onto the stock market all at once.
Dilution Rate0.16% (relative to the total of 1,227,586 voting rights as of 31 March 2026)
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 shares on the Tokyo Stock Exchange on 24 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥3,545. There is no discount or premium.
Categories and Number of Persons CoveredEligible directors (excluding outside directors and non-residents of Japan). The number of eligible directors and the number of shares individually allocated to each eligible director are Not disclosed.
Procedures under the Corporate Code of ConductBecause the dilution ratio is less than 25% and there will be no change in the controlling shareholder, it is not necessary to obtain an opinion from an independent third party or conduct procedures to confirm shareholders' intent as stipulated in Article 432 of the Tokyo Stock Exchange's Securities Listing Regulations. All 5 Audit & Supervisory Board Members, including 3 outside Audit & Supervisory Board Members, have expressed the opinion that the basis for calculating the disposal price is reasonable and that the disposal price does not constitute a particularly favorable price.
Impact on Business PerformanceThe impact on the stock market is expected to be minor, and the Company has determined that the number of shares disposed of and the scale of the dilution are reasonable.
Items this document does not state (16)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateExercise priceExercise periodNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioMost recent equity financingMajor shareholders after the offering

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 Company will introduce a Board Incentive Plan Trust and dispose of treasury shares to the trust account to encourage the eligible directors to contribute to increases in the share price, shareholder value and corporate value, and to promote value sharing with shareholders.

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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding the Disposal of Treasury Shares as Stock-Based Compensation | Stanley Electric Co.,Ltd. (6923) timely disclosure | Komori