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Share Issuance and Disposal8029LOOK HOLDINGS INCORPORATEDMaterials and Chemicals

Notice Regarding the Issuance of New Shares as Restricted Stock Compensation

The Company resolved to issue 22,400 common shares to 8 directors, executive officers and others as restricted stock compensation. The shares will be delivered in exchange for the in-kind contribution of monetary compensation claims granted to the recipients.

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Neutral
Direction inferred from the company’s description.
Scale
22400
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of new shares as restricted stock compensation

Who receives how much22,400Shares

22,400 common shares (new shares)

Directors of the Company (excluding outside directors)3 / 17,900 shares
The Company's executive officers who do not concurrently serve as directors3 / 2,700 shares
Directors of subsidiaries of the Company2 / 1,800 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.

¥2,601 per share
Total issue value

¥58,262,400

Amount of funds to be raised
Total amount paid: ¥58,262,400. Estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary compensation claims: ¥58,262,400. The annual compensation limit for eligible directors is ¥60 million.
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
The period up to the date on which the eligible directors and others retire from any position as a director of the Company or a subsidiary, an executive officer who does not concurrently serve as a director, a corporate auditor, employee, adviser, consultant or any other equivalent position.
Conditions for lifting transfer restrictions
The recipient must continuously hold a prescribed position at the Company or one of its subsidiaries during the restricted period and retire from that position upon expiration of the term, death or for another reason deemed legitimate by the Company's Board of Directors. The restrictions will be lifted on the number of shares calculated by multiplying the number of shares held at the time of release by a ratio based on the number of months in office and other factors.
Reason for acquisition without consideration
At the expiration of the restricted period or when the transfer restrictions are released, the Company will automatically acquire without consideration any of the allocated shares whose transfer restrictions have not been released.
Categories and Number of Persons Covered
Category Directors of the Company (excluding outside directors) / Number of Employees 3 / Number of allocated shares 17,900 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 3 / Number of allocated shares 2,700 shares, Category Directors of subsidiaries of the Company / Number of Employees 2 / Number of allocated shares 1,800 shares
Intended allottee's holding policy
During the restricted period, the recipients may not transfer, create security interests over or otherwise dispose of the allocated shares. The restrictions will remain in place until the date on which the recipient retires from the prescribed position.
Payment date
22 May 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on 23 April 2026, the business day preceding the date of the Board of Directors' resolution, was ¥2,601. No discount or premium rate was disclosed.
Impact on Business Performance
Impact on business performance from this issuance of new shares Not disclosed
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 of22,400 common shares (new shares)
Issue price and disposal price¥2,601 per share
Total issue value¥58,262,400
Amount of funds to be raisedTotal amount paid: ¥58,262,400. Estimated net proceeds: Not disclosed
Payment date22 May 2026
Intended allotteeCategory Directors of the Company (excluding outside directors) / Number of Employees 3 / Number of Shares 17,900 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 3 / Number of Shares 2,700 shares, Category Directors of subsidiaries of the Company / Number of Employees 2 / Number of Shares 1,800 shares
Intended allottee's holding policyDuring the restricted period, the recipients may not transfer, create security interests over or otherwise dispose of the allocated shares. The restrictions will remain in place until the date on which the recipient retires from the prescribed position.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange on 23 April 2026, the business day preceding the date of the Board of Directors' resolution, was ¥2,601. No discount or premium rate was disclosed.
Transfer restriction periodThe period up to the date on which the eligible directors and others retire from any position as a director of the Company or a subsidiary, an executive officer who does not concurrently serve as a director, a corporate auditor, employee, adviser, consultant or any other equivalent position.
Conditions for lifting transfer restrictionsThe recipient must continuously hold a prescribed position at the Company or one of its subsidiaries during the restricted period and retire from that position upon expiration of the term, death or for another reason deemed legitimate by the Company's Board of Directors. The restrictions will be lifted on the number of shares calculated by multiplying the number of shares held at the time of release by a ratio based on the number of months in office and other factors.
Reason for acquisition without considerationAt the expiration of the restricted period or when the transfer restrictions are released, the Company will automatically acquire without consideration any of the allocated shares whose transfer restrictions have not been released.
Categories and Number of Persons CoveredCategory Directors of the Company (excluding outside directors) / Number of Employees 3 / Number of allocated shares 17,900 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 3 / Number of allocated shares 2,700 shares, Category Directors of subsidiaries of the Company / Number of Employees 2 / Number of allocated shares 1,800 shares
Total Stock-Based CompensationTotal monetary compensation claims: ¥58,262,400. The annual compensation limit for eligible directors is ¥60 million.
Impact on Business PerformanceImpact on business performance from this issuance of new shares Not disclosed
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 RatioProcedures 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.

To provide the eligible directors and others with an incentive to sustainably enhance the Company’s corporate value and to further promote the sharing of value with shareholders.

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Notice Regarding the Issuance of New Shares as Restricted Stock Compensation | LOOK HOLDINGS INCORPORATED (8029) timely disclosure | Komori