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Share Issuance and Disposal6988NITTO DENKO CORPORATIONMaterials and Chemicals

Notice Regarding the Disposal of Treasury Shares as Performance-Linked Share-Based Compensation

The Company resolved to dispose of 22,200 treasury shares to 4 directors, excluding outside directors, as performance-linked stock compensation, at ¥3,180 per share. The disposal date is 9 July 2026.

Worth reading
45Recurring
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Direction
Neutral
Direction inferred from the company’s description.
Scale
22200
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as performance-linked stock compensation

Who receives how much22,200Shares

22,200 shares of the Company’s common stock (treasury shares)

Directors of the Company (excluding outside directors)4 / 22,200 shares

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

¥3,180 per share
Total issue value

¥70,596,000

Total Stock-Based Compensation
The total amount of monetary compensation receivables is capped at ¥364 million per year.
発行済株式総数

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

Stock Split Ratio5 shares for each share, effective 1 October 2024
Categories and Number of Persons Covered
4 directors of the Company, excluding outside directors; 22,200 shares allocated
Intended allottee's holding policy
The acquired shares of the Company’s common stock may be transferred at the holder’s discretion, except where restricted by insider trading regulations.
Reason for acquisition without consideration
The shares will be delivered only if the eligible director has continuously held the position of director of the Company, excluding outside director, throughout the applicable period, has not engaged in certain misconduct, and satisfies other requirements prescribed by the Board of Directors. The shares will not be delivered in the event of a corporate reorganization or abolition of the plan.
Payment date
9 July 2026
Basis for determining the amount to be paid
Based on the closing price of the Company’s common stock on the Tokyo Stock Exchange on 18 June 2026, which was ¥3,180. No discount or premium is stated.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares as performance-linked stock compensation
Number of shares to be issued or disposed of22,200 shares of the Company’s common stock (treasury shares)
Issue price and disposal price¥3,180 per share
Total issue value¥70,596,000
Payment date9 July 2026
Intended allotteeName Directors of the Company (excluding outside directors) / Number of Employees 4 / Number of Shares 22,200 shares
Intended allottee's holding policyThe acquired shares of the Company’s common stock may be transferred at the holder’s discretion, except where restricted by insider trading regulations.
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 paidBased on the closing price of the Company’s common stock on the Tokyo Stock Exchange on 18 June 2026, which was ¥3,180. No discount or premium is stated.
Reason for acquisition without considerationThe shares will be delivered only if the eligible director has continuously held the position of director of the Company, excluding outside director, throughout the applicable period, has not engaged in certain misconduct, and satisfies other requirements prescribed by the Board of Directors. The shares will not be delivered in the event of a corporate reorganization or abolition of the plan.
Categories and Number of Persons Covered4 directors of the Company, excluding outside directors; 22,200 shares allocated
Total Stock-Based CompensationThe total amount of monetary compensation receivables is capped at ¥364 million per year.
Stock Split Ratio5 shares for each share, effective 1 October 2024
Items this document does not state (15)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsDilution RateExercise priceExercise periodNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsUnderwriter / lead underwriterOverallotmentProcedures under the Corporate Code of ConductMost 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 further motivate the eligible directors to contribute to improving the Company’s medium- to long-term performance and sustainably enhancing corporate value.

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Notice Regarding the Disposal of Treasury Shares as Performance-Linked Share-Based Compensation | NITTO DENKO CORPORATION (6988) timely disclosure | Komori