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Share Issuance and Disposal7444Harima-Kyowa Co.,LTD.Trading & Wholesale

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 1,800 treasury shares as restricted stock compensation to 36 employees of the Company and its subsidiaries. The shares will be subject to transfer restrictions from 31 July 2026 through 30 July 2029.

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Scale
1800
Shares
Wording
Definitive
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much1,800Shares

1,800 shares of the Company’s common stock (treasury shares)

33 employees of the Company1,650 shares
3 employees of the Company's subsidiaries150 Class C preferred 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.

¥1,995 per share
Total issue value

¥3,591,000

Amount of funds to be raised
Total payment amount: ¥3,591,000; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary compensation claims: ¥3,591,000
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 through 30 July 2029 (3 years)
Conditions for lifting transfer restrictions
Provided that the holder continuously remains in one of the positions of director, executive officer or employee of the Company’s group during the transfer restriction period, all transfer restrictions on the allocated shares held at the end of the period will be lifted upon expiration of the period.
Reason for acquisition without consideration
If the holder ceases to be a director, executive officer or employee of the Company’s group before the transfer restriction period expires, if the transfer restrictions have not been lifted at the end of the period, or if the transfer restrictions have not been lifted as of the business day immediately preceding the effective date of a corporate reorganization or similar event.
Categories and Number of Persons Covered
Category Employees of the Company / Number of Employees 33 / Number of allocated shares 1,650 shares, Category Employees of the Company’s subsidiaries / Number of Employees 3 / Number of allocated shares 150 Class C preferred shares
Intended allottee's holding policy
From 31 July 2026 through 30 July 2029, the shares may not be transferred, pledged, used to establish a transfer security interest, gifted inter vivos, bequeathed or otherwise disposed of in any manner.
Payment date
31 July 2026
Basis for determining the amount to be paid
The reference price of the Company’s common stock on the Tokyo Stock Exchange on 13 May 2026, which was ¥1,995. No discount or premium rate was stated.
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 of1,800 shares of the Company’s common stock (treasury shares)
Issue price and disposal price¥1,995 per share
Total issue value¥3,591,000
Amount of funds to be raisedTotal payment amount: ¥3,591,000; estimated net proceeds: Not disclosed
Payment date31 July 2026
Intended allotteeName 33 employees of the Company / Number of Shares 1,650 shares, Name 3 employees of the Company's subsidiaries / Number of Shares 150 Class C preferred shares
Intended allottee's holding policyFrom 31 July 2026 through 30 July 2029, the shares may not be transferred, pledged, used to establish a transfer security interest, gifted inter vivos, bequeathed or otherwise disposed of in any manner.
Basis for determining the amount to be paidThe reference price of the Company’s common stock on the Tokyo Stock Exchange on 13 May 2026, which was ¥1,995. No discount or premium rate was stated.
Transfer restriction periodFrom 31 July 2026 through 30 July 2029 (3 years)
Conditions for lifting transfer restrictionsProvided that the holder continuously remains in one of the positions of director, executive officer or employee of the Company’s group during the transfer restriction period, all transfer restrictions on the allocated shares held at the end of the period will be lifted upon expiration of the period.
Reason for acquisition without considerationIf the holder ceases to be a director, executive officer or employee of the Company’s group before the transfer restriction period expires, if the transfer restrictions have not been lifted at the end of the period, or if the transfer restrictions have not been lifted as of the business day immediately preceding the effective date of a corporate reorganization or similar event.
Categories and Number of Persons CoveredCategory Employees of the Company / Number of Employees 33 / Number of allocated shares 1,650 shares, Category Employees of the Company’s subsidiaries / Number of Employees 3 / Number of allocated shares 150 Class C preferred shares
Total Stock-Based CompensationTotal monetary compensation claims: ¥3,591,000
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 raise employees’ awareness of their participation in management through ownership of the Company’s shares and promote the sharing of value with shareholders.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | Harima-Kyowa Co.,LTD. (7444) timely disclosure | Komori