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Share Issuance and Disposal6932ENDO Lighting CorporationElectrical Equipment and Precision Instruments

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 4,797 treasury shares at ¥2,365 per share as restricted stock compensation for 3 directors, excluding outside directors. The payment date is 7 August 2026, and the transfer restrictions will remain in place until immediately after the directors cease to hold office.

Worth reading
36Immaterial
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Direction
Neutral
Direction inferred from the company’s description.
Scale
4797
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much4,797Shares

4,797 treasury shares

3 directors of the Company (excluding outside directors)4,797 shares

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

¥2,365 per share
Total issue value

¥11,344,905

Total Stock-Based Compensation
Total monetary claims of ¥11,344,905 (the annual compensation limit under the scheme is ¥100 million or less)
発行済株式総数

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 7 August 2026 until immediately after the eligible recipients cease to hold office as directors of the Company
Conditions for lifting transfer restrictions
Provided that the recipient has continuously held office as a director of the Company throughout the service period, the transfer restrictions on all of the allocated shares will be lifted when the transfer restriction period expires. If the recipient ceases to hold office upon expiration of the term or for another legitimate reason, a certain proportion of the restrictions will be lifted immediately after the recipient ceases to hold office.
Reason for acquisition without consideration
If a recipient violates laws or regulations during the transfer restriction period or meets any other conditions specified in the allocation agreement, the Company will acquire all of the allocated shares held by that recipient without consideration. The Company will also acquire without consideration any shares whose transfer restrictions are not lifted.
Categories and Number of Persons Covered
3 directors of the Company, excluding outside directors; 4,797 shares
Intended allottee's holding policy
During the transfer restriction period, transfers to third parties, the creation of security interests and any other disposal are prohibited. The transfer restriction period runs from 7 August 2026 until immediately after the eligible recipients cease to hold office as directors of the Company.
Payment date
7 August 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Standard Market on 14 July 2026, ¥2,365. No discount or premium was stated.
Procedures under the Corporate Code of Conduct
The resolution was approved by the Board of Directors after consultation with the Nomination and Compensation Advisory Committee. No information was provided regarding obtaining an opinion from an independent third party or confirming shareholder intent.
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 of4,797 treasury shares
Issue price and disposal price¥2,365 per share
Total issue value¥11,344,905
Payment date7 August 2026
Intended allotteeName 3 directors of the Company (excluding outside directors) / Number of Shares 4,797 shares
Intended allottee's holding policyDuring the transfer restriction period, transfers to third parties, the creation of security interests and any other disposal are prohibited. The transfer restriction period runs from 7 August 2026 until immediately after the eligible recipients cease to hold office as directors of the Company.
Dilution RateNot applicable (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 Standard Market on 14 July 2026, ¥2,365. No discount or premium was stated.
Transfer restriction periodFrom 7 August 2026 until immediately after the eligible recipients cease to hold office as directors of the Company
Conditions for lifting transfer restrictionsProvided that the recipient has continuously held office as a director of the Company throughout the service period, the transfer restrictions on all of the allocated shares will be lifted when the transfer restriction period expires. If the recipient ceases to hold office upon expiration of the term or for another legitimate reason, a certain proportion of the restrictions will be lifted immediately after the recipient ceases to hold office.
Reason for acquisition without considerationIf a recipient violates laws or regulations during the transfer restriction period or meets any other conditions specified in the allocation agreement, the Company will acquire all of the allocated shares held by that recipient without consideration. The Company will also acquire without consideration any shares whose transfer restrictions are not lifted.
Categories and Number of Persons Covered3 directors of the Company, excluding outside directors; 4,797 shares
Total Stock-Based CompensationTotal monetary claims of ¥11,344,905 (the annual compensation limit under the scheme is ¥100 million or less)
Procedures under the Corporate Code of ConductThe resolution was approved by the Board of Directors after consultation with the Nomination and Compensation Advisory Committee. No information was provided regarding obtaining an opinion from an independent third party or confirming shareholder intent.
Items this document does not state (13)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsTotal 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 the eligible directors with an incentive to sustainably enhance corporate value and promote value sharing with shareholders. The purpose is also to further increase the motivation of each eligible director.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | ENDO Lighting Corporation (6932) timely disclosure | Komori