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Share Issuance and Disposal7637Hakudo Co.,Ltd.Trading & Wholesale

Notice Regarding the Issuance of New Shares as Restricted Stock Compensation

The Company resolved to issue 4,557 common shares as restricted stock compensation to 3 directors and 1 employee. The issue price is ¥3,520 per share, and the payment date is 23 July 2026.

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Shares
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Details of issuance or disposal

Issuance of new shares as restricted stock compensation

Who receives how much4,557Shares

4,557 common shares (new shares)

3 directors of the Company, excluding directors serving as Audit & Supervisory Committee members and outside directors4,238 shares
1 employee of the Company319 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.

¥3,520 per share
Total issue value

¥16,040,640

Amount of funds to be raised
Total payment amount: ¥16,040,640; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary receivables: ¥16,040,640
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 23 July 2026 until immediately after the point at which the recipient ceases to hold a designated position at the Company or one of its subsidiaries, or leaves employment
Conditions for lifting transfer restrictions
If the recipient ceases to hold office or leaves employment upon expiration of the term of office, reaching the mandatory retirement age, or for another legitimate reason, all transfer restrictions on the shares allocated under this arrangement will be lifted upon expiration of the restriction period. The restrictions will also be lifted subject to certain conditions in the event of a reorganization or similar transaction.
Reason for acquisition without consideration
If the recipient ceases to hold office or leaves employment before the restriction period expires without a legitimate reason, violates any law or regulation during the restriction period, or falls under any other circumstances specified in the restricted stock allocation agreement, the Company will acquire all shares allocated under this arrangement for no consideration.
Categories and Number of Persons Covered
Category Directors (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 3 / Number of allocated shares 4,238 shares, Category Employees / Number of Employees 1 / Number of allocated shares 319 shares
Intended allottee's holding policy
During the restriction period, the shares may not be transferred to any third party, pledged or otherwise disposed of in any way. During the restriction period, they will be managed in a dedicated account opened with Nomura Securities Co., Ltd.
Payment date
23 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 23 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥3,520. No discount or premium rate is stated.
Procedures under the Corporate Code of Conduct
At the 77th Annual General Meeting of Shareholders held on 24 June 2026, approval was obtained for the payment of monetary receivables as restricted stock compensation to eligible directors and for the issuance or disposal of common shares. The matter was also deliberated by the Nominating and Compensation Advisory Committee.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of new shares as restricted stock compensation
Number of shares to be issued or disposed of4,557 common shares (new shares)
Issue price and disposal price¥3,520 per share
Total issue value¥16,040,640
Amount of funds to be raisedTotal payment amount: ¥16,040,640; estimated net proceeds: Not disclosed
Payment date23 July 2026
Intended allotteeName 3 directors of the Company, excluding directors serving as Audit & Supervisory Committee members and outside directors / Number of Shares 4,238 shares, Name 1 employee of the Company / Number of Shares 319 shares
Intended allottee's holding policyDuring the restriction period, the shares may not be transferred to any third party, pledged or otherwise disposed of in any way. During the restriction period, they will be managed in a dedicated account opened with Nomura Securities Co., Ltd.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 23 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥3,520. No discount or premium rate is stated.
Transfer restriction periodFrom 23 July 2026 until immediately after the point at which the recipient ceases to hold a designated position at the Company or one of its subsidiaries, or leaves employment
Conditions for lifting transfer restrictionsIf the recipient ceases to hold office or leaves employment upon expiration of the term of office, reaching the mandatory retirement age, or for another legitimate reason, all transfer restrictions on the shares allocated under this arrangement will be lifted upon expiration of the restriction period. The restrictions will also be lifted subject to certain conditions in the event of a reorganization or similar transaction.
Reason for acquisition without considerationIf the recipient ceases to hold office or leaves employment before the restriction period expires without a legitimate reason, violates any law or regulation during the restriction period, or falls under any other circumstances specified in the restricted stock allocation agreement, the Company will acquire all shares allocated under this arrangement for no consideration.
Categories and Number of Persons CoveredCategory Directors (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 3 / Number of allocated shares 4,238 shares, Category Employees / Number of Employees 1 / Number of allocated shares 319 shares
Total Stock-Based CompensationTotal monetary receivables: ¥16,040,640
Procedures under the Corporate Code of ConductAt the 77th Annual General Meeting of Shareholders held on 24 June 2026, approval was obtained for the payment of monetary receivables as restricted stock compensation to eligible directors and for the issuance or disposal of common shares. The matter was also deliberated by the Nominating and Compensation Advisory Committee.
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.

The purpose is to provide incentives for the sustained enhancement of corporate value, promote the sharing of value with shareholders, and further motivate the eligible directors and others.

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Notice Regarding the Issuance of New Shares as Restricted Stock Compensation | Hakudo Co.,Ltd. (7637) timely disclosure | Komori