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Share Issuance and Disposal7984KOKUYO CO.,LTD.Information and Communications, Services and Others

Notice Regarding the Disposal of Treasury Shares under a Performance-Linked Restricted Stock Compensation Plan for Employees

The Company resolved to dispose of 54,549 treasury shares to 57 employees as stock-based compensation based on the achievement of performance targets. The shares will be subject to transfer restrictions from 30 April 2026 through 31 December 2030.

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Scale
54549
Shares
Wording
Definitive
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Details of issuance or disposal

Disposal of treasury shares under the performance-linked restricted stock compensation plan

Who receives how much54,549Shares

54,549 common shares of the Company (treasury shares)

57 employees of the Company54,549 shares

The lower thin line represents the existing number of shares to which these shares will be added.

¥835.9 per share
Total issue value

¥45,597,492

Amount of funds to be raised
Total payment amount: ¥45,597,492. Estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary receivables: ¥45,597,492
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 30 April 2026 through 31 December 2030
Conditions for lifting transfer restrictions
If, during the transfer restriction period, a covered employee retires or resigns from any position as a director, executive officer, corporate officer or employee of the Company, except where the employee assumes or is reappointed to any such position concurrently with the retirement or resignation, or if the employee is assigned to an overseas posting for business reasons, all transfer restrictions will be lifted as of the day following the date of retirement, resignation or assignment. If a reorganization or other similar transaction is approved, all transfer restrictions will be lifted immediately before the business day preceding the effective date of the reorganization or other transaction.
Reason for acquisition without consideration
Upon expiration of the transfer restriction period, or immediately after the transfer restrictions are lifted, the Company will automatically acquire without consideration any of the allocated shares for which the transfer restrictions have not been lifted.
Categories and Number of Persons Covered
57 employees of the Company; 54,549 shares
Payment date
30 April 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on 26 March 2026, the business day preceding the date of the Board of Directors' resolution, was ¥835.9. No discount or premium applies.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares under the performance-linked restricted stock compensation plan
Number of shares to be issued or disposed of54,549 common shares of the Company (treasury shares)
Issue price and disposal price¥835.9 per share
Total issue value¥45,597,492
Amount of funds to be raisedTotal payment amount: ¥45,597,492. Estimated net proceeds: Not disclosed
Payment date30 April 2026
Intended allotteeName 57 employees of the Company / Number of Shares 54,549 shares
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange on 26 March 2026, the business day preceding the date of the Board of Directors' resolution, was ¥835.9. No discount or premium applies.
Transfer restriction periodFrom 30 April 2026 through 31 December 2030
Conditions for lifting transfer restrictionsIf, during the transfer restriction period, a covered employee retires or resigns from any position as a director, executive officer, corporate officer or employee of the Company, except where the employee assumes or is reappointed to any such position concurrently with the retirement or resignation, or if the employee is assigned to an overseas posting for business reasons, all transfer restrictions will be lifted as of the day following the date of retirement, resignation or assignment. If a reorganization or other similar transaction is approved, all transfer restrictions will be lifted immediately before the business day preceding the effective date of the reorganization or other transaction.
Reason for acquisition without considerationUpon expiration of the transfer restriction period, or immediately after the transfer restrictions are lifted, the Company will automatically acquire without consideration any of the allocated shares for which the transfer restrictions have not been lifted.
Categories and Number of Persons Covered57 employees of the Company; 54,549 shares
Total Stock-Based CompensationTotal monetary receivables: ¥45,597,492
Items this document does not state (15)
Estimated issuance expensesSpecific use of fundsIntended allottee's holding policyDilution RateTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioProcedures 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 employees with an incentive to achieve performance targets, promote the sustained enhancement of corporate value, and share value with shareholders. The shares will also be delivered based on the degree to which performance targets were achieved during the evaluation period from 1 January 2025 through 31 December 2025.

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Notice Regarding the Disposal of Treasury Shares under a Performance-Linked Restricted Stock Compensation Plan for Employees | KOKUYO CO.,LTD. (7984) timely disclosure | Komori