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Share Issuance and Disposal7236T.RAD Co., Ltd.Automobiles and transportation equipment

Notice Regarding the Disposal of Treasury Shares by Way of Third-Party Allotment in Connection with an Additional Contribution to the Stock Benefit Trust (J-ESOP)

The company resolved to allocate 570,000 treasury shares to Japan Custody Bank, Ltd. (Trust E Account) to secure the shares required to continue the Stock Benefit Trust (J-ESOP).

Worth reading
59In focus
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
0.97
% of total shares issued
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares through a third-party allotment (additional contribution to the Stock Benefit Trust (J-ESOP))

Who receives how much570,000Shares

570,000 common shares (treasury shares)

Japan Custody Bank, Ltd. (Trust E Account)570,000 shares

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

¥1,444 per share
Total issue value

¥823,080,000

Amount of funds to be raised
Total payment amount: ¥823,080,000; estimated net proceeds: Not disclosed
Specific use of funds
Additional contribution to the trust so that it can acquire the shares expected to be required for future benefits as the plan continuesAmount ¥823,080,000 / Scheduled timing of expenditures 29 September 2026
発行済株式総数

0.97% of total shares issued and 1.01% of total voting rights

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.

Stock Split Ratio10-for-1 stock split; effective date: 1 July 2026
Categories and Number of Persons Covered
Employees of the group (number of employees and breakdown of allocated shares: Not disclosed)
Payment date
29 September 2026
Basis for determining the amount to be paid
The closing price of the company's common shares on the Tokyo Stock Exchange on the business day immediately preceding the date of the Board of Directors' resolution: ¥1,444. No discount or premium.
Procedures under the Corporate Code of Conduct
Because the dilution ratio is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting procedures to confirm shareholders' intent are not required.
Most recent equity financing
Timing 14 March 2022 and 16 May 2022 / Type Introduction of the Stock Benefit Trust (J-ESOP) and determination of details / Amount Not disclosed
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares through a third-party allotment (additional contribution to the Stock Benefit Trust (J-ESOP))
Number of shares to be issued or disposed of570,000 common shares (treasury shares)
Issue price and disposal price¥1,444 per share
Total issue value¥823,080,000
Amount of funds to be raisedTotal payment amount: ¥823,080,000; estimated net proceeds: Not disclosed
Specific use of fundsDetails Additional contribution to the trust so that it can acquire the shares expected to be required for future benefits as the plan continues / Amount ¥823,080,000 / Scheduled timing of expenditures 29 September 2026
Payment date29 September 2026
Intended allotteeName Japan Custody Bank, Ltd. (Trust E Account) / Number of Shares 570,000 shares
Dilution Rate0.97% of total shares issued and 1.01% of total voting rights
Total number of issued shares59,000,000 shares (as of 31 March 2026) → Not disclosed
Basis for determining the amount to be paidThe closing price of the company's common shares on the Tokyo Stock Exchange on the business day immediately preceding the date of the Board of Directors' resolution: ¥1,444. No discount or premium.
Categories and Number of Persons CoveredEmployees of the group (number of employees and breakdown of allocated shares: Not disclosed)
Stock Split Ratio10-for-1 stock split; effective date: 1 July 2026
Procedures under the Corporate Code of ConductBecause the dilution ratio is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting procedures to confirm shareholders' intent are not required.
Most recent equity financingTiming 14 March 2022 and 16 May 2022 / Type Introduction of the Stock Benefit Trust (J-ESOP) and determination of details / Amount Not disclosed
Items this document does not state (13)
Estimated issuance expensesIntended allottee's holding policyExercise priceExercise periodNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentMajor 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.

Because the trust is expected to acquire the shares required for future benefits to employees. The number of shares is also the number expected to be delivered to employees during the trust period under the Stock Benefit Rules, and the scale of dilution was deemed reasonable in light of the purpose of the J-ESOP.

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Notice Regarding the Disposal of Treasury Shares by Way of Third-Party Allotment in Connection with an Additional Contribution to the Stock Benefit Trust (J-ESOP) | T.RAD Co., Ltd. (7236) timely disclosure | Komori