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Share Issuance and Disposal7280MITSUBA CorporationElectrical Equipment and Precision Instruments

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 53,576 treasury shares at ¥1,099 per share to 2 directors and 21 executive officers as restricted stock compensation. The recipients will be granted monetary compensation claims of the same amount and will contribute those claims in kind.

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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much53,576Shares

53,576 shares of the Company's common stock (treasury shares)

2 of the Company's directors, excluding directors who are Audit and Supervisory Committee members and outside directors12,010 shares
21 executive officers of the Company41,566 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.

¥1,099 per share
Total issue value

¥58,880,024

Amount of funds to be raised
Total payment amount: ¥58,880,024. No estimated net proceeds disclosed.
Total Stock-Based Compensation
Total monetary compensation claims: ¥58,880,024. The compensation framework provides for annual compensation of up to ¥100 million.
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 the payment date until the date on which the recipient retires or resigns from either the position of director or executive officer, or, if later, the date on which the period required for purposes of applying Article 2-12, item 1 of the Order for Enforcement of the Financial Instruments and Exchange Act expires
Conditions for lifting transfer restrictions
The recipient must continuously hold the position of director or executive officer from the date of the Company's annual general meeting of shareholders immediately preceding the payment date until the conclusion of the first annual general meeting of shareholders to be held thereafter. For executive officers, the period runs from the first day of the fiscal year in which the payment date falls through the end of that fiscal year. In the event of retirement or resignation for a valid reason, or death, the restrictions will be lifted in part in proportion to the period of service. A prescribed proportion of the restrictions will also be lifted in the event of a corporate reorganization or similar transaction.
Reason for acquisition without consideration
If the recipient retires or resigns from both the position of director and the position of executive officer without a valid reason during the service period. Also, if any shares remain subject to transfer restrictions when the restrictions are scheduled to be lifted, or if any shares remain subject to the restrictions after the restrictions have been lifted due to a corporate reorganization or similar transaction.
Categories and Number of Persons Covered
2 of the Company's directors, excluding directors who are Audit and Supervisory Committee members and outside directors: 12,010 shares; 21 executive officers of the Company: 41,566 shares
Intended allottee's holding policy
From the payment date until the date on which the recipient retires or resigns from either the position of director or executive officer, the shares may not be transferred, pledged, gifted inter vivos or otherwise disposed of. No holding policy after the restrictions are lifted is disclosed.
Payment date
24 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange on 24 June 2026, the business day immediately preceding the date of the Board of Directors' resolution, was ¥1,099. No discount or premium is disclosed.
Impact on Business Performance
No information was provided regarding the impact of this matter on business performance.
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 of53,576 shares of the Company's common stock (treasury shares)
Issue price and disposal price¥1,099 per share
Total issue value¥58,880,024
Amount of funds to be raisedTotal payment amount: ¥58,880,024. No estimated net proceeds disclosed.
Payment date24 July 2026
Intended allotteeCategory 2 of the Company's directors, excluding directors who are Audit and Supervisory Committee members and outside directors / Number of Shares 12,010 shares, Category 21 executive officers of the Company / Number of Shares 41,566 shares
Intended allottee's holding policyFrom the payment date until the date on which the recipient retires or resigns from either the position of director or executive officer, the shares may not be transferred, pledged, gifted inter vivos or otherwise disposed of. No holding policy after the restrictions are lifted is disclosed.
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Tokyo Stock Exchange on 24 June 2026, the business day immediately preceding the date of the Board of Directors' resolution, was ¥1,099. No discount or premium is disclosed.
Transfer restriction periodFrom the payment date until the date on which the recipient retires or resigns from either the position of director or executive officer, or, if later, the date on which the period required for purposes of applying Article 2-12, item 1 of the Order for Enforcement of the Financial Instruments and Exchange Act expires
Conditions for lifting transfer restrictionsThe recipient must continuously hold the position of director or executive officer from the date of the Company's annual general meeting of shareholders immediately preceding the payment date until the conclusion of the first annual general meeting of shareholders to be held thereafter. For executive officers, the period runs from the first day of the fiscal year in which the payment date falls through the end of that fiscal year. In the event of retirement or resignation for a valid reason, or death, the restrictions will be lifted in part in proportion to the period of service. A prescribed proportion of the restrictions will also be lifted in the event of a corporate reorganization or similar transaction.
Reason for acquisition without considerationIf the recipient retires or resigns from both the position of director and the position of executive officer without a valid reason during the service period. Also, if any shares remain subject to transfer restrictions when the restrictions are scheduled to be lifted, or if any shares remain subject to the restrictions after the restrictions have been lifted due to a corporate reorganization or similar transaction.
Categories and Number of Persons Covered2 of the Company's directors, excluding directors who are Audit and Supervisory Committee members and outside directors: 12,010 shares; 21 executive officers of the Company: 41,566 shares
Total Stock-Based CompensationTotal monetary compensation claims: ¥58,880,024. The compensation framework provides for annual compensation of up to ¥100 million.
Impact on Business PerformanceNo information was provided regarding the impact of this matter on business performance.
Items this document does not state (13)
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 offering

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 directors and executive officers with an incentive to achieve sustainable growth in corporate value and promote value sharing with shareholders, thereby enhancing corporate value over the medium to long term.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | MITSUBA Corporation (7280) timely disclosure | Komori