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Share Issuance and Disposal7821MAEDA KOSEN CO.,LTD.Information and Communications, Services and Others

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

前田工繊 resolved to dispose of a total of 96,300 treasury shares as restricted stock compensation to directors, executive officers and senior employees. In addition to 61,900 shares under the regular restricted stock compensation plan, it will dispose of 34,400 shares under a performance-based stock compensation plan.

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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation; disposal of treasury shares as performance-based restricted stock compensation

Who receives how much

Standard restricted stock compensation 61,900 shares / Performance-based restricted stock compensation 34,400 shares / Total 96,300 shares

Directors (excluding outside directors)4 / 36,000 shares (regular); 14,000 shares (performance-based); total: 50,000 shares
Executive officers15 / 25,900 shares
Senior employees15 / 20,400 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.

¥1,979 per share
Total issue value

Regular restricted stock compensation: ¥122,500,100; performance-based restricted stock compensation: ¥68,077,600; total: ¥190,577,700

Amount of funds to be raised
Because the entire amount of the monetary compensation receivables will be contributed in kind, the total payment amount is ¥122,500,100 for regular restricted stock compensation and ¥68,077,600 for performance-based restricted stock compensation. Net proceeds: Not disclosed
Total Stock-Based Compensation
Monetary compensation receivables of ¥122,500,100 for the regular plan and ¥68,077,600 for the performance-based plan, totaling ¥190,577,700
発行済株式総数

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

Not applicable (disposal of treasury shares only)

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
Regular: 50 years from 23 October 2026 to 22 October 2076. Performance-based: from 23 October 2026 to 30 September 2027
Conditions for lifting transfer restrictions
Regular: In principle, the eligible recipient must remain continuously employed as a director, corporate auditor, executive officer or employee of the company during the restriction period, and the restriction period must expire. Performance-based: continuous employment during the service period and achievement of the performance targets under the medium-term management plan
Reason for acquisition without consideration
Regular: shares for which the transfer restrictions are not lifted. Performance-based: cases including resignation or retirement without legitimate grounds, failure to achieve the performance targets, corporate reorganization or a tender offer
Stock Split Ratio2 shares for each common share; effective date: 1 July 2024
Categories and Number of Persons Covered
4 directors (excluding outside directors), 15 executive officers and 15 senior employees
Intended allottee's holding policy
The shares may not be transferred, pledged or otherwise disposed of during the restriction period. They will be managed in designated accounts.
Payment date
23 October 2026
Basis for determining the amount to be paid
The ¥1,979 closing price of the company's common shares on the Tokyo Stock Exchange on 24 September 2026, the business day preceding the date of the board resolution. No discount or premium.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares as restricted stock compensation; disposal of treasury shares as performance-based restricted stock compensation
Number of shares to be issued or disposed ofStandard restricted stock compensation 61,900 shares / Performance-based restricted stock compensation 34,400 shares / Total 96,300 shares
Issue price and disposal price¥1,979 per share
Total issue valueRegular restricted stock compensation: ¥122,500,100; performance-based restricted stock compensation: ¥68,077,600; total: ¥190,577,700
Amount of funds to be raisedBecause the entire amount of the monetary compensation receivables will be contributed in kind, the total payment amount is ¥122,500,100 for regular restricted stock compensation and ¥68,077,600 for performance-based restricted stock compensation. Net proceeds: Not disclosed
Payment date23 October 2026
Intended allotteeCategory Directors (excluding outside directors) / Number of Employees 4 / Number of Shares 36,000 shares (regular); 14,000 shares (performance-based); total: 50,000 shares, Category Executive officers / Number of Employees 15 / Number of Shares 25,900 shares, Category Senior employees / Number of Employees 15 / Number of Shares 20,400 shares
Intended allottee's holding policyThe shares may not be transferred, pledged or otherwise disposed of during the restriction period. They will be managed in designated accounts.
Dilution RateNot applicable (disposal of treasury shares only)
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 ¥1,979 closing price of the company's common shares on the Tokyo Stock Exchange on 24 September 2026, the business day preceding the date of the board resolution. No discount or premium.
Transfer restriction periodRegular: 50 years from 23 October 2026 to 22 October 2076. Performance-based: from 23 October 2026 to 30 September 2027
Conditions for lifting transfer restrictionsRegular: In principle, the eligible recipient must remain continuously employed as a director, corporate auditor, executive officer or employee of the company during the restriction period, and the restriction period must expire. Performance-based: continuous employment during the service period and achievement of the performance targets under the medium-term management plan
Reason for acquisition without considerationRegular: shares for which the transfer restrictions are not lifted. Performance-based: cases including resignation or retirement without legitimate grounds, failure to achieve the performance targets, corporate reorganization or a tender offer
Categories and Number of Persons Covered4 directors (excluding outside directors), 15 executive officers and 15 senior employees
Total Stock-Based CompensationMonetary compensation receivables of ¥122,500,100 for the regular plan and ¥68,077,600 for the performance-based plan, totaling ¥190,577,700
Stock Split Ratio2 shares for each common share; effective date: 1 July 2024
Items this document does not state (11)
Estimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentProcedures 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 provide incentives for the sustained enhancement of corporate value and promote the sharing of value between the eligible recipients and shareholders. The performance-based shares are also intended to achieve the performance targets under the medium-term management plan and improve performance over the medium to long term.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | MAEDA KOSEN CO.,LTD. (7821) timely disclosure | Komori