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Share Issuance and Disposal8022Mizuno CorporationInformation and Communications, Services and Others

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 27,812 treasury shares to 4 directors and 9 executive officers as restricted stock compensation. The transfer restriction period is 10 years, and the total disposal amount is ¥93,448,320.

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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much27,812Shares

27,812 shares of common stock (treasury shares)

4 directors (excluding outside directors and directors serving as Audit and Supervisory Committee members)13,943 shares
9 executive officers who do not concurrently serve as directors13,869 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.

¥3,360 per share
Total issue value

¥93,448,320

Total Stock-Based Compensation
Total monetary compensation receivables of ¥93,448,320
発行済株式総数

Not disclosed (no disclosure of the impact of the disposal of treasury shares on the total number of issued 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
23 July 2026 to 22 July 2036 (10 years)
Conditions for lifting transfer restrictions
The eligible directors and other recipients must continuously hold one of the following positions during the transfer restriction period: director, executive officer, executive officer who does not concurrently serve as a director, corporate auditor, or employee of the Company or one of its subsidiaries. In the event of retirement or resignation upon expiry of a term of office, reaching the mandatory retirement age, or for another legitimate reason, the restrictions will be lifted in proportion to the period of service.
Reason for acquisition without consideration
The Company will acquire without consideration any of the shares allotted under this arrangement for which the restrictions have not been lifted as of the expiration of the restricted transfer period or the date on which the restrictions are lifted.
Stock Split Ratio3-for-1 share split, effective 1 April 2025
Categories and Number of Persons Covered
Category Directors (excluding outside directors and directors serving as Audit and Supervisory Committee members) / Number of Employees 4 / Number of allocated shares 13,943 shares, Category Executive officers who do not concurrently serve as directors / Number of Employees 9 / Number of allocated shares 13,869 shares
Intended allottee's holding policy
The purpose is to share shareholder value over the medium to long term, and the transfer restriction period will be 10 years. During this period, the shares may not be transferred, pledged, or otherwise disposed of.
Payment date
23 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Prime Market of the Tokyo Stock Exchange on 23 June 2026 was ¥3,360. No discount or premium is disclosed.
Impact on Business Performance
No impact of this disposal of treasury shares on the Bank’s performance for the fiscal year ending March 2027 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 of27,812 shares of common stock (treasury shares)
Issue price and disposal price¥3,360 per share
Total issue value¥93,448,320
Payment date23 July 2026
Intended allotteeName 4 directors (excluding outside directors and directors serving as Audit and Supervisory Committee members) / Number of Shares 13,943 shares, Name 9 executive officers who do not concurrently serve as directors / Number of Shares 13,869 shares
Intended allottee's holding policyThe purpose is to share shareholder value over the medium to long term, and the transfer restriction period will be 10 years. During this period, the shares may not be transferred, pledged, or otherwise disposed of.
Dilution RateNot disclosed (no disclosure of the impact of the disposal of treasury shares on the total number of issued shares)
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Prime Market of the Tokyo Stock Exchange on 23 June 2026 was ¥3,360. No discount or premium is disclosed.
Transfer restriction period23 July 2026 to 22 July 2036 (10 years)
Conditions for lifting transfer restrictionsThe eligible directors and other recipients must continuously hold one of the following positions during the transfer restriction period: director, executive officer, executive officer who does not concurrently serve as a director, corporate auditor, or employee of the Company or one of its subsidiaries. In the event of retirement or resignation upon expiry of a term of office, reaching the mandatory retirement age, or for another legitimate reason, the restrictions will be lifted in proportion to the period of service.
Reason for acquisition without considerationThe Company will acquire without consideration any of the shares allotted under this arrangement for which the restrictions have not been lifted as of the expiration of the restricted transfer period or the date on which the restrictions are lifted.
Categories and Number of Persons CoveredCategory Directors (excluding outside directors and directors serving as Audit and Supervisory Committee members) / Number of Employees 4 / Number of allocated shares 13,943 shares, Category Executive officers who do not concurrently serve as directors / Number of Employees 9 / Number of allocated shares 13,869 shares
Total Stock-Based CompensationTotal monetary compensation receivables of ¥93,448,320
Stock Split Ratio3-for-1 share split, effective 1 April 2025
Impact on Business PerformanceNo impact of this disposal of treasury shares on the Bank’s performance for the fiscal year ending March 2027 is stated.
Items this document does not state (12)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentProcedures under the Corporate Code of ConductMost 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.

The purpose is to provide medium- to long-term incentives, share value with shareholders, and further motivate the eligible directors and other recipients. The Company also took into account its performance, the scope of responsibilities of the eligible directors and other recipients, and other relevant circumstances.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | Mizuno Corporation (8022) timely disclosure | Komori