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Share Issuance and Disposal7167Mebuki Financial Group,Inc.Banks

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 244,563 treasury shares to 46 directors and executive officers of the Company and its subsidiaries as restricted stock compensation. The total disposal value is ¥345,078,393.

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46Recurring
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Neutral
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Scale
244563
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much244,563Shares

244,563 common shares of the Company (treasury shares)

5 directors of the company (excluding directors who are Audit and Supervisory Committee members and outside directors)10,488 shares
4 executive officers of the Company (excluding those concurrently serving as directors)1,132 shares
7 directors of 株式会社常陽銀行59,564 shares
16 executive officers of 株式会社常陽銀行56,128 shares
7 directors of 株式会社足利銀行61,761 shares
16 executive officers of 株式会社足利銀行55,490 shares

The height of each bar represents the proportion of shares received by each allottee. The thin line below represents the number of existing shares to which these shares are added.

¥1,411.0 per share
Total issue value

¥345,078,393

Amount of funds to be raised
Total monetary claims: ¥345,078,393 (the full amount will be contributed in kind) / Estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary claims: ¥345,078,393
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 23 July 2026 to 22 July 2056 (30 years)
Conditions for lifting transfer restrictions
The transfer restrictions will be fully lifted upon expiry of the transfer restriction period, provided that the recipient has continuously held a position as a director or executive officer of the Company, 株式会社常陽銀行 or 株式会社足利銀行 throughout the transfer restriction period. If the recipient leaves office or retires upon expiry of the term of office, mandatory retirement or for another legitimate reason, the restrictions will be lifted in accordance with the prescribed number of months in office, at 1/4, 1/2, 3/4 or in full.
Reason for acquisition without consideration
The Company will automatically acquire without consideration any of the shares subject to this allocation for which the transfer restrictions have not been lifted at the expiry of the transfer restriction period or when the transfer restrictions are lifted.
Categories and Number of Persons Covered
5 directors of the Company: 10,488 shares; 4 executive officers of the Company: 1,132 shares; 7 directors of 株式会社常陽銀行: 59,564 shares; 16 executive officers of 株式会社常陽銀行: 56,128 shares; 7 directors of 株式会社足利銀行: 61,761 shares; 16 executive officers of 株式会社足利銀行: 55,490 shares. The total based on the categories is 55 people, while the actual number of individuals is 46.
Intended allottee's holding policy
During the restriction period, the shares may not be transferred, pledged, or otherwise disposed of. The restriction period runs from 23 July 2026 to 22 July 2056.
Payment date
23 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 23 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,411.0. There is no discount or premium.
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 of244,563 common shares of the Company (treasury shares)
Issue price and disposal price¥1,411.0 per share
Total issue value¥345,078,393
Amount of funds to be raisedTotal monetary claims: ¥345,078,393 (the full amount will be contributed in kind) / Estimated net proceeds: Not disclosed
Payment date23 July 2026
Intended allotteeName 5 directors of the company (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Shares 10,488 shares, Name 4 executive officers of the Company (excluding those concurrently serving as directors) / Number of Shares 1,132 shares, Name 7 directors of 株式会社常陽銀行 / Number of Shares 59,564 shares, Name 16 executive officers of 株式会社常陽銀行 / Number of Shares 56,128 shares, Name 7 directors of 株式会社足利銀行 / Number of Shares 61,761 shares, Name 16 executive officers of 株式会社足利銀行 / Number of Shares 55,490 shares
Intended allottee's holding policyDuring the restriction period, the shares may not be transferred, pledged, or otherwise disposed of. The restriction period runs from 23 July 2026 to 22 July 2056.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 23 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,411.0. There is no discount or premium.
Transfer restriction periodFrom 23 July 2026 to 22 July 2056 (30 years)
Conditions for lifting transfer restrictionsThe transfer restrictions will be fully lifted upon expiry of the transfer restriction period, provided that the recipient has continuously held a position as a director or executive officer of the Company, 株式会社常陽銀行 or 株式会社足利銀行 throughout the transfer restriction period. If the recipient leaves office or retires upon expiry of the term of office, mandatory retirement or for another legitimate reason, the restrictions will be lifted in accordance with the prescribed number of months in office, at 1/4, 1/2, 3/4 or in full.
Reason for acquisition without considerationThe Company will automatically acquire without consideration any of the shares subject to this allocation for which the transfer restrictions have not been lifted at the expiry of the transfer restriction period or when the transfer restrictions are lifted.
Categories and Number of Persons Covered5 directors of the Company: 10,488 shares; 4 executive officers of the Company: 1,132 shares; 7 directors of 株式会社常陽銀行: 59,564 shares; 16 executive officers of 株式会社常陽銀行: 56,128 shares; 7 directors of 株式会社足利銀行: 61,761 shares; 16 executive officers of 株式会社足利銀行: 55,490 shares. The total based on the categories is 55 people, while the actual number of individuals is 46.
Total Stock-Based CompensationTotal monetary claims: ¥345,078,393
Items this document does not state (14)
Estimated issuance expensesSpecific use of fundsDilution RateTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioProcedures 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 provide an incentive for the sustained enhancement of corporate value, promote value sharing with shareholders, and further motivate the eligible recipients.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | Mebuki Financial Group,Inc. (7167) timely disclosure | Komori