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Share Issuance and Disposal7628OHASHI TECHNICA INC.Trading & Wholesale

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 15,570 treasury shares as restricted stock compensation to a total of 8 directors, executive officers and advisors. The disposal date is 7 August 2026, and the total disposal price is ¥17,625,240.

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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much15,570Shares

15,570 shares of the Company's common stock (treasury shares)

3 of the Company's directors (excluding directors who are Audit & Supervisory Committee members and outside directors)10,794 shares
4 executive officers who do not also serve as directors of the Company3,884 shares
1 advisor of the Company892 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.

¥1,132 per share
Total issue value

¥17,625,240

Amount of funds to be raised
Total payment amount of ¥17,625,240 (estimated net proceeds: Not disclosed)
Total Stock-Based Compensation
Total monetary claims of ¥17,625,240. The annual compensation limit for eligible directors is ¥50 million or less.
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 7 August 2026 until immediately after the recipient resigns or retires from all positions as a director of the Company, an executive officer who does not concurrently serve as a director, and an advisor.
Conditions for lifting transfer restrictions
Provided that the recipient continuously holds one of the positions of director of the Company, executive officer who does not concurrently serve as a director, or advisor during the applicable service period, the transfer restrictions on all of the allocated shares will be lifted upon expiration of the transfer restriction period. If the recipient resigns or retires upon expiration of the term of office, reaching the mandatory retirement age or for another legitimate reason, the restrictions will be lifted on the number of shares reflecting the recipient's months in office or employment.
Reason for acquisition without consideration
If the recipient commits a violation of laws or regulations during the transfer restriction period or falls under any other specified circumstance set forth in the allocation agreement, the Company will acquire all of the allocated shares held by the recipient without consideration. The Company will also acquire without consideration any shares whose transfer restrictions remain in place when the restrictions are lifted.
Categories and Number of Persons Covered
3 directors, excluding directors who are Audit and Supervisory Committee members and outside directors — 10,794 shares; 4 executive officers who do not concurrently serve as directors — 3,884 shares; 1 advisor — 892 shares
Intended allottee's holding policy
During the transfer restriction period, the recipients are prohibited from transferring the shares to third parties, creating security interests over them or otherwise disposing of them in any manner. The transfer restrictions will be lifted in accordance with the applicable conditions if the recipient resigns or retires from certain positions, among other cases.
Payment date
7 August 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange Prime Market on 8 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,132. No discount or premium rate was stated.
Procedures under the Corporate Code of Conduct
The matter was referred to the Nomination and Compensation Committee for consultation.
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 of15,570 shares of the Company's common stock (treasury shares)
Issue price and disposal price¥1,132 per share
Total issue value¥17,625,240
Amount of funds to be raisedTotal payment amount of ¥17,625,240 (estimated net proceeds: Not disclosed)
Payment date7 August 2026
Intended allotteeName 3 of the Company's directors (excluding directors who are Audit & Supervisory Committee members and outside directors) / Number of Shares 10,794 shares, Name 4 executive officers who do not also serve as directors of the Company / Number of Shares 3,884 shares, Name 1 advisor of the Company / Number of Shares 892 shares
Intended allottee's holding policyDuring the transfer restriction period, the recipients are prohibited from transferring the shares to third parties, creating security interests over them or otherwise disposing of them in any manner. The transfer restrictions will be lifted in accordance with the applicable conditions if the recipient resigns or retires from certain positions, among other cases.
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Tokyo Stock Exchange Prime Market on 8 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,132. No discount or premium rate was stated.
Transfer restriction periodFrom 7 August 2026 until immediately after the recipient resigns or retires from all positions as a director of the Company, an executive officer who does not concurrently serve as a director, and an advisor.
Conditions for lifting transfer restrictionsProvided that the recipient continuously holds one of the positions of director of the Company, executive officer who does not concurrently serve as a director, or advisor during the applicable service period, the transfer restrictions on all of the allocated shares will be lifted upon expiration of the transfer restriction period. If the recipient resigns or retires upon expiration of the term of office, reaching the mandatory retirement age or for another legitimate reason, the restrictions will be lifted on the number of shares reflecting the recipient's months in office or employment.
Reason for acquisition without considerationIf the recipient commits a violation of laws or regulations during the transfer restriction period or falls under any other specified circumstance set forth in the allocation agreement, the Company will acquire all of the allocated shares held by the recipient without consideration. The Company will also acquire without consideration any shares whose transfer restrictions remain in place when the restrictions are lifted.
Categories and Number of Persons Covered3 directors, excluding directors who are Audit and Supervisory Committee members and outside directors — 10,794 shares; 4 executive officers who do not concurrently serve as directors — 3,884 shares; 1 advisor — 892 shares
Total Stock-Based CompensationTotal monetary claims of ¥17,625,240. The annual compensation limit for eligible directors is ¥50 million or less.
Procedures under the Corporate Code of ConductThe matter was referred to the Nomination and Compensation Committee for consultation.
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 RatioMost 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 the eligible directors and others with an incentive to pursue sustained growth in corporate value and to promote further value sharing with shareholders. The purpose is also to further enhance the motivation of each eligible director and other recipient.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | OHASHI TECHNICA INC. (7628) timely disclosure | Komori