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Share Issuance and Disposal7242KYB CorporationAutomobiles and transportation equipment

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation, etc. for Executive Officers

The Company resolved to dispose of 3,720 treasury shares to 9 executive officers who do not concurrently serve as directors, under the performance-linked stock compensation plan. The disposal price is ¥4,140 per share, for an aggregate disposal price of ¥15,400,800.

Worth reading
36Immaterial
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Direction
Neutral
Direction inferred from the company’s description.
Scale
3720
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation, etc.

Who receives how much3,720Shares

3,720 common shares of the Company (treasury shares)

9 executive officers of the Company who do not concurrently serve as directors, 3,720 shares

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

¥4,140 per share
Total issue value

¥15,400,800

Total Stock-Based Compensation
Aggregate monetary compensation claims of ¥15,400,800
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 31 July 2026, the payment date, until the date on which the recipient ceases to hold all positions as a director, audit & supervisory board member, executive officer, adviser or employee of the Company or any of its subsidiaries
Conditions for lifting transfer restrictions
The recipient must continuously hold one of the relevant positions from 31 July 2026 until the Company's semiannual report for the fiscal year ending March 2027 is filed. If the recipient ceases to hold the relevant position due to death or another reason deemed legitimate by the Company's Board of Directors, all restrictions will also be lifted upon expiration of the restricted period. In the event of a corporate reorganization or similar transaction, all restrictions will be lifted before the effective date by resolution of the Board of Directors.
Reason for acquisition without consideration
At the expiration of the transfer restriction period or any other prescribed date specified in the agreement, the Company will automatically acquire without consideration any shares allotted under this plan for which the transfer restrictions have not been lifted.
Categories and Number of Persons Covered
9 executive officers of the Company who do not concurrently serve as directors, 3,720 shares
Intended allottee's holding policy
During the restricted period, the shares may not be transferred, pledged, or otherwise disposed of. The restrictions will be lifted subject to the relevant executive officer continuously holding the relevant position for the prescribed period, among other conditions.
Payment date
31 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on 8 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥4,140. No discount or premium is stated.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares as restricted stock compensation, etc.
Number of shares to be issued or disposed of3,720 common shares of the Company (treasury shares)
Issue price and disposal price¥4,140 per share
Total issue value¥15,400,800
Payment date31 July 2026
Intended allottee9 executive officers of the Company who do not concurrently serve as directors, 3,720 shares
Intended allottee's holding policyDuring the restricted period, the shares may not be transferred, pledged, or otherwise disposed of. The restrictions will be lifted subject to the relevant executive officer continuously holding the relevant position for the prescribed period, among other conditions.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange on 8 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥4,140. No discount or premium is stated.
Transfer restriction periodFrom 31 July 2026, the payment date, until the date on which the recipient ceases to hold all positions as a director, audit & supervisory board member, executive officer, adviser or employee of the Company or any of its subsidiaries
Conditions for lifting transfer restrictionsThe recipient must continuously hold one of the relevant positions from 31 July 2026 until the Company's semiannual report for the fiscal year ending March 2027 is filed. If the recipient ceases to hold the relevant position due to death or another reason deemed legitimate by the Company's Board of Directors, all restrictions will also be lifted upon expiration of the restricted period. In the event of a corporate reorganization or similar transaction, all restrictions will be lifted before the effective date by resolution of the Board of Directors.
Reason for acquisition without considerationAt the expiration of the transfer restriction period or any other prescribed date specified in the agreement, the Company will automatically acquire without consideration any shares allotted under this plan for which the transfer restrictions have not been lifted.
Categories and Number of Persons Covered9 executive officers of the Company who do not concurrently serve as directors, 3,720 shares
Total Stock-Based CompensationAggregate monetary compensation claims of ¥15,400,800
Items this document does not state (15)
Amount of funds to be raisedEstimated 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 to promote the sustained enhancement of the corporate value of the Company Group and further align value with shareholders, and to grant shares based on performance results during the evaluation period.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation, etc. for Executive Officers | KYB Corporation (7242) timely disclosure | Komori