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Share Issuance and Disposal7630ICHIBANYA CO.,LTD.Retail

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Board of Directors resolved to dispose of 24,680 treasury shares as restricted stock compensation to 7 directors and executive officers. The disposal price is ¥882 per share, for a total of ¥21,767,760.

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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much

24,680 shares of the Company's common stock (18,392 shares for directors and 6,288 shares for executive officers who do not concurrently serve as directors)

Directors (excluding Audit and Supervisory Committee members, outside directors and part-time directors)3 / 18,392 shares
Executive officers who do not concurrently serve as directors4 / 6,288 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.

¥882 per share
Total issue value

¥21,767,760

Amount of funds to be raised
Total payment amount: ¥21,767,760 (estimated net proceeds: Not disclosed)
Total Stock-Based Compensation
Total monetary claims: ¥21,767,760
発行済株式総数

The total number of issued shares will not increase because this is a disposal of treasury shares.

Not applicable (disposal of treasury shares)

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
Eligible directors: from 26 June 2026 until immediately after the director's position with the Company is vacated, Eligible executive officers: from 26 June 2026 until immediately after the specified position with the Company or one of its subsidiaries is vacated or the officer retires
Conditions for lifting transfer restrictions
Eligible directors: the recipient must continuously hold the position of director from the date on which the director begins performing duties until immediately before the conclusion of the first ordinary general meeting of shareholders held thereafter., Eligible executive officers: the recipient must continuously hold the specified position with the Company or one of its subsidiaries from 1 June 2026 through 31 May 2027. If the recipient vacates the position or retires due to expiration of the term of office, reaching the mandatory retirement age, death or another legitimate reason, the restrictions will be lifted in proportion to the period of service.
Reason for acquisition without consideration
If any of the shares subject to this allocation remain subject to transfer restrictions when the restriction period expires or the restrictions are lifted, the Company will automatically acquire those shares without consideration.
Stock Split Ratio5 shares for each share, effective 1 March 2024 (historical share split)
Categories and Number of Persons Covered
Category Directors (excluding Audit and Supervisory Committee members, outside directors and part-time directors) / Number of Employees 3 / Number of allocated shares 18,392 shares, Category Executive officers who do not concurrently serve as directors / Number of Employees 4 / Number of allocated shares 6,288 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred to any third party, pledged as collateral or otherwise disposed of. The shares will be managed in a dedicated account.
Payment date
26 June 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 28 May 2026, the business day preceding the date of the Board of Directors' resolution, was ¥882. No discount or premium applies.
Procedures under the Corporate Code of Conduct
The restricted stock compensation plan and the compensation limit were approved at the ordinary general meeting of shareholders held on 27 May 2021. The Company has also obtained a determination of the Audit and Supervisory Committee's opinion in connection with this transaction.
Impact on Business Performance
No impact on results is 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 of24,680 shares of the Company's common stock (18,392 shares for directors and 6,288 shares for executive officers who do not concurrently serve as directors)
Issue price and disposal price¥882 per share
Total issue value¥21,767,760
Amount of funds to be raisedTotal payment amount: ¥21,767,760 (estimated net proceeds: Not disclosed)
Payment date26 June 2026
Intended allotteeName Directors (excluding Audit and Supervisory Committee members, outside directors and part-time directors) / Number of Employees 3 / Number of Shares 18,392 shares, Name Executive officers who do not concurrently serve as directors / Number of Employees 4 / Number of Shares 6,288 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred to any third party, pledged as collateral or otherwise disposed of. The shares will be managed in a dedicated account.
Dilution RateNot applicable (disposal of treasury shares)
Total number of issued sharesThe total number of issued shares will not increase because this is a disposal of treasury shares.
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Tokyo Stock Exchange Prime Market on 28 May 2026, the business day preceding the date of the Board of Directors' resolution, was ¥882. No discount or premium applies.
Transfer restriction periodEligible directors: from 26 June 2026 until immediately after the director's position with the Company is vacated, Eligible executive officers: from 26 June 2026 until immediately after the specified position with the Company or one of its subsidiaries is vacated or the officer retires
Conditions for lifting transfer restrictionsEligible directors: the recipient must continuously hold the position of director from the date on which the director begins performing duties until immediately before the conclusion of the first ordinary general meeting of shareholders held thereafter., Eligible executive officers: the recipient must continuously hold the specified position with the Company or one of its subsidiaries from 1 June 2026 through 31 May 2027. If the recipient vacates the position or retires due to expiration of the term of office, reaching the mandatory retirement age, death or another legitimate reason, the restrictions will be lifted in proportion to the period of service.
Reason for acquisition without considerationIf any of the shares subject to this allocation remain subject to transfer restrictions when the restriction period expires or the restrictions are lifted, the Company will automatically acquire those shares without consideration.
Categories and Number of Persons CoveredCategory Directors (excluding Audit and Supervisory Committee members, outside directors and part-time directors) / Number of Employees 3 / Number of allocated shares 18,392 shares, Category Executive officers who do not concurrently serve as directors / Number of Employees 4 / Number of allocated shares 6,288 shares
Total Stock-Based CompensationTotal monetary claims: ¥21,767,760
Stock Split Ratio5 shares for each share, effective 1 March 2024 (historical share split)
Procedures under the Corporate Code of ConductThe restricted stock compensation plan and the compensation limit were approved at the ordinary general meeting of shareholders held on 27 May 2021. The Company has also obtained a determination of the Audit and Supervisory Committee's opinion in connection with this transaction.
Impact on Business PerformanceNo impact on results is stated
Items this document does not state (9)
Estimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentMost 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 incentives for the sustained enhancement of corporate value and promote value sharing with shareholders, as well as to further motivate the eligible directors and other recipients.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | ICHIBANYA CO.,LTD. (7630) timely disclosure | Komori