Komori
Share Issuance and Disposal7050FRONTIER INTERNATIONAL INC.Information and Communications, Services and Others

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 16,000 treasury shares to 2 directors as restricted stock compensation. The disposal price is ¥1,441 per share, and the payment date is 25 September 2026.

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Direction
Neutral
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Scale
16000
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much16,000Shares

16,000 common shares of the Company (treasury shares)

2 directors, excluding outside directors; 16,000 shares

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

¥1,441 per share
Amount of funds to be raised

Total payment amount: ¥23,056,000; approximate net proceeds: Not disclosed

Total Stock-Based Compensation
Total monetary compensation claims: ¥23,056,000 (for this disposal). The compensation limit is ¥50 million per year.
発行済株式総数

The total number of issued shares will not increase (disposal of treasury shares)

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 25 September 2026 until the date on which the recipient ceases to hold a position as an officer or employee of the Company or one of its subsidiaries
Conditions for lifting transfer restrictions
The recipient must continuously hold a position as an officer or employee of the Company or one of its subsidiaries throughout the service period from the date of the Company's annual general meeting of shareholders immediately preceding 25 September 2026 through the date of the Company's annual general meeting of shareholders in the following year. In the event of retirement or resignation due to death, expiration of the term of office, or another reason deemed legitimate by the Company's Board of Directors, part of the restrictions will be lifted in proportion to the number of months of service.
Reason for acquisition without consideration
If, after the start date of the transfer restriction period and before the day preceding the first annual general meeting of shareholders of the Company thereafter, the recipient ceases to hold a position as an officer or employee of the Company or one of its subsidiaries without a reason deemed legitimate. Also, if any shares remain subject to transfer restrictions at the end of the transfer restriction period, or if any shares remain subject to transfer restrictions due to a corporate reorganization or other similar event.
Categories and Number of Persons Covered
2 directors, excluding outside directors; 16,000 shares
Intended allottee's holding policy
Until the transfer restrictions are lifted, the shares may not be transferred, pledged, or otherwise disposed of. The holding policy after the transfer restrictions are lifted is Not disclosed
Payment date
25 September 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange on 27 August 2026, ¥1,441. Discount rate and premium rate: Not disclosed
Procedures under the Corporate Code of Conduct
Approval for the system and the compensation limit and other matters was obtained at the 36th annual general meeting of shareholders held on 30 July 2026.
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 of16,000 common shares of the Company (treasury shares)
Issue price and disposal price¥1,441 per share
Amount of funds to be raisedTotal payment amount: ¥23,056,000; approximate net proceeds: Not disclosed
Payment date25 September 2026
Intended allottee2 directors, excluding outside directors; 16,000 shares
Intended allottee's holding policyUntil the transfer restrictions are lifted, the shares may not be transferred, pledged, or otherwise disposed of. The holding policy after the transfer restrictions are lifted is Not disclosed
Total number of issued sharesThe total number of issued shares will not increase (disposal of treasury shares)
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Tokyo Stock Exchange on 27 August 2026, ¥1,441. Discount rate and premium rate: Not disclosed
Transfer restriction periodFrom 25 September 2026 until the date on which the recipient ceases to hold a position as an officer or employee of the Company or one of its subsidiaries
Conditions for lifting transfer restrictionsThe recipient must continuously hold a position as an officer or employee of the Company or one of its subsidiaries throughout the service period from the date of the Company's annual general meeting of shareholders immediately preceding 25 September 2026 through the date of the Company's annual general meeting of shareholders in the following year. In the event of retirement or resignation due to death, expiration of the term of office, or another reason deemed legitimate by the Company's Board of Directors, part of the restrictions will be lifted in proportion to the number of months of service.
Reason for acquisition without considerationIf, after the start date of the transfer restriction period and before the day preceding the first annual general meeting of shareholders of the Company thereafter, the recipient ceases to hold a position as an officer or employee of the Company or one of its subsidiaries without a reason deemed legitimate. Also, if any shares remain subject to transfer restrictions at the end of the transfer restriction period, or if any shares remain subject to transfer restrictions due to a corporate reorganization or other similar event.
Categories and Number of Persons Covered2 directors, excluding outside directors; 16,000 shares
Total Stock-Based CompensationTotal monetary compensation claims: ¥23,056,000 (for this disposal). The compensation limit is ¥50 million per year.
Procedures under the Corporate Code of ConductApproval for the system and the compensation limit and other matters was obtained at the 36th annual general meeting of shareholders held on 30 July 2026.
Items this document does not state (13)
Total issue valueEstimated issuance expensesSpecific use of fundsDilution RateExercise 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 align the directors' interests with shareholders by sharing the benefits and risks of share price fluctuations and to enhance their motivation to contribute to an increase in the share price and corporate value.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | FRONTIER INTERNATIONAL INC. (7050) timely disclosure | Komori