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Share Issuance and Disposal7616COLOWIDE CO.,LTD.Retail

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to allocate 44,000 treasury shares as restricted stock compensation to a total of 7 individuals: the Company's directors, executive officers and the representative director of a subsidiary. The allocated shares will be subject to transfer restrictions until the recipients retire or otherwise leave their positions.

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44000
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

発行・処分する株式数44,000Shares

44,000 common shares of the Company (treasury shares)

Intended allottee
Category 5 directors of the company (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Shares Not disclosed, Category 1 executive officer of the Company who does not concurrently serve as a director / Number of Shares Not disclosed, Category 1 representative director of a consolidated subsidiary of the Company / Number of Shares Not disclosed
¥1,937.5 per share
Total issue value

¥85,250,000

Amount of funds to be raised
As the entire amount of these monetary claims will be contributed in kind, the total payment amount will be ¥85,250,000. The approximate net proceeds are Not disclosed.
Total Stock-Based Compensation
Total monetary claims of ¥85,250,000. The compensation limit approved for the eligible directors is no more than ¥150 million per year.
Specific use of funds
Not applicable (contribution in kind of monetary claims granted as restricted stock compensation)
発行済株式総数

As this is a disposal of treasury shares, the total number of issued shares will not increase

As this is a disposal of treasury shares and does not increase the total number of issued shares, the dilution rate is Not applicable.

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.

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 12 August 2026 until the recipient ceases to hold any position as an officer or employee of the Company or any of its subsidiaries
Conditions for lifting transfer restrictions
The recipient has retired or otherwise left the position as an officer or employee upon expiration of the term of office, reaching mandatory retirement age, death, inability to perform duties or work due to illness, resignation or retirement for reasons not attributable to the recipient, or any other reason deemed legitimate by the Company's Board of Directors. Conditions for lifting the transfer restrictions in the event of a reorganization or similar transaction are also prescribed.
Reason for acquisition without consideration
If the recipient engages in a violation of laws or regulations during the transfer restriction period or otherwise falls under any of the grounds stipulated in the allocation agreement. If any shares remain subject to transfer restrictions when the recipient retires or otherwise leaves the position, or on the effective date of a reorganization or similar transaction. In the event of departure for a legitimate reason, the specified number of remaining shares.
Categories and Number of Persons Covered
5 directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors), 1 executive officer who does not concurrently serve as a director, and 1 representative director of a consolidated subsidiary of the Company, for a total of 7 individuals. The number of shares allocated to each category is Not disclosed.
Intended allottee's holding policy
During the restricted period, transfers to third parties, the creation of security interests and all other dispositions are prohibited, and the shares will be managed in dedicated accounts.
Payment date
12 August 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Prime Market of the Tokyo Stock Exchange on 13 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,937.5. The discount rate and premium rate are Not disclosed.
Procedures under the Corporate Code of Conduct
The matter was submitted to the Nominating and Compensation Advisory Committee for review.
Impact on Business Performance
No information on the impact on financial results: Not disclosed.
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 of44,000 common shares of the Company (treasury shares)
Issue price and disposal price¥1,937.5 per share
Total issue value¥85,250,000
Amount of funds to be raisedAs the entire amount of these monetary claims will be contributed in kind, the total payment amount will be ¥85,250,000. The approximate net proceeds are Not disclosed.
Specific use of fundsNot applicable (contribution in kind of monetary claims granted as restricted stock compensation)
Payment date12 August 2026
Intended allotteeCategory 5 directors of the company (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Shares Not disclosed, Category 1 executive officer of the Company who does not concurrently serve as a director / Number of Shares Not disclosed, Category 1 representative director of a consolidated subsidiary of the Company / Number of Shares Not disclosed
Intended allottee's holding policyDuring the restricted period, transfers to third parties, the creation of security interests and all other dispositions are prohibited, and the shares will be managed in dedicated accounts.
Dilution RateAs this is a disposal of treasury shares and does not increase the total number of issued shares, the dilution rate is Not applicable.
Total number of issued sharesAs this is a disposal of treasury shares, the total number of issued shares will not increase
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Prime Market of the Tokyo Stock Exchange on 13 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,937.5. The discount rate and premium rate are Not disclosed.
Transfer restriction periodFrom 12 August 2026 until the recipient ceases to hold any position as an officer or employee of the Company or any of its subsidiaries
Conditions for lifting transfer restrictionsThe recipient has retired or otherwise left the position as an officer or employee upon expiration of the term of office, reaching mandatory retirement age, death, inability to perform duties or work due to illness, resignation or retirement for reasons not attributable to the recipient, or any other reason deemed legitimate by the Company's Board of Directors. Conditions for lifting the transfer restrictions in the event of a reorganization or similar transaction are also prescribed.
Reason for acquisition without considerationIf the recipient engages in a violation of laws or regulations during the transfer restriction period or otherwise falls under any of the grounds stipulated in the allocation agreement. If any shares remain subject to transfer restrictions when the recipient retires or otherwise leaves the position, or on the effective date of a reorganization or similar transaction. In the event of departure for a legitimate reason, the specified number of remaining shares.
Categories and Number of Persons Covered5 directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors), 1 executive officer who does not concurrently serve as a director, and 1 representative director of a consolidated subsidiary of the Company, for a total of 7 individuals. The number of shares allocated to each category is Not disclosed.
Total Stock-Based CompensationTotal monetary claims of ¥85,250,000. The compensation limit approved for the eligible directors is no more than ¥150 million per year.
Procedures under the Corporate Code of ConductThe matter was submitted to the Nominating and Compensation Advisory Committee for review.
Impact on Business PerformanceNo information on the impact on financial results: Not disclosed.
Items this document does not state (9)
Estimated issuance expensesExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioMost 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 secure talented management personnel, provide them with an incentive to achieve sustained growth in the Company's corporate value, and promote the sharing of value with shareholders. The arrangement is also intended to further increase each recipient's motivation.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | COLOWIDE CO.,LTD. (7616) timely disclosure | Komori