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Share Issuance and Disposal8584JACCS CO.,LTD.Financials (excluding banks)

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 10,200 treasury shares as restricted stock compensation to 7 directors and 14 executive officers with titles. The total disposal price is ¥37,281,000.

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Direction
Neutral
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Scale
10200
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much10,200Shares

10,200 shares of the Company's common stock (treasury shares)

7 directors of the Company (excluding outside directors)7,000 shares
14 executive officers with titles of the Company3,200 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.

¥3,655 per share
Total issue value

¥37,281,000

Amount of funds to be raised
Total payment amount: ¥37,281,000; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary compensation claims: ¥37,281,000. Compensation for eligible directors is limited to ¥126 million per year, and the total number of shares for eligible directors is limited to 28,000 shares per year.
発行済株式総数

The total number of issued shares will not increase (disposal of treasury shares)

Not applicable (disposal of treasury 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
6 August 2026 to 5 August 2056 (30 years)
Conditions for lifting transfer restrictions
The transfer restrictions on all of the allocated shares will be lifted at the end of the transfer restriction period, provided that the eligible participant held the position of director, executive officer with title or Audit & Supervisory Board member of the Company throughout the transfer restriction period. In the event of retirement upon expiration of the term of office, death or any other reason deemed justified by the Company's Board of Directors, the number of shares to be released and the timing of release will be adjusted reasonably.
Reason for acquisition without consideration
If, before the end of the transfer restriction period, the eligible participant retires as a director, executive officer with title or Audit & Supervisory Board member of the Company for any reason other than one deemed justified. The Company will also acquire the shares without consideration if any shares remain subject to transfer restrictions in connection with a corporate reorganization or similar transaction.
Categories and Number of Persons Covered
7 directors of the Company (excluding outside directors), 7,000 shares; 14 executive officers with titles of the Company, 3,200 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred, pledged, or otherwise disposed of. The transfer restrictions will be lifted at the end of the transfer restriction period if the prescribed conditions are met.
Payment date
6 August 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange Prime Market on 9 July 2026, ¥3,655. No discount or premium.
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 of10,200 shares of the Company's common stock (treasury shares)
Issue price and disposal price¥3,655 per share
Total issue value¥37,281,000
Amount of funds to be raisedTotal payment amount: ¥37,281,000; estimated net proceeds: Not disclosed
Payment date6 August 2026
Intended allotteeName 7 directors of the Company (excluding outside directors) / Number of Shares 7,000 shares, Name 14 executive officers with titles of the Company / Number of Shares 3,200 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred, pledged, or otherwise disposed of. The transfer restrictions will be lifted at the end of the transfer restriction period if the prescribed conditions are met.
Dilution RateNot applicable (disposal of treasury shares)
Total number of issued sharesThe total number of issued shares will not increase (disposal of treasury shares)
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Tokyo Stock Exchange Prime Market on 9 July 2026, ¥3,655. No discount or premium.
Transfer restriction period6 August 2026 to 5 August 2056 (30 years)
Conditions for lifting transfer restrictionsThe transfer restrictions on all of the allocated shares will be lifted at the end of the transfer restriction period, provided that the eligible participant held the position of director, executive officer with title or Audit & Supervisory Board member of the Company throughout the transfer restriction period. In the event of retirement upon expiration of the term of office, death or any other reason deemed justified by the Company's Board of Directors, the number of shares to be released and the timing of release will be adjusted reasonably.
Reason for acquisition without considerationIf, before the end of the transfer restriction period, the eligible participant retires as a director, executive officer with title or Audit & Supervisory Board member of the Company for any reason other than one deemed justified. The Company will also acquire the shares without consideration if any shares remain subject to transfer restrictions in connection with a corporate reorganization or similar transaction.
Categories and Number of Persons Covered7 directors of the Company (excluding outside directors), 7,000 shares; 14 executive officers with titles of the Company, 3,200 shares
Total Stock-Based CompensationTotal monetary compensation claims: ¥37,281,000. Compensation for eligible directors is limited to ¥126 million per year, and the total number of shares for eligible directors is limited to 28,000 shares per year.
Items this document does not state (12)
Estimated issuance expensesSpecific use of fundsExercise 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 eligible participants under the plan with an incentive to sustainably enhance the Company's corporate value and to promote further value sharing with shareholders. The Company also took into consideration its business performance, the scope of responsibilities of each eligible participant and other relevant factors.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | JACCS CO.,LTD. (8584) timely disclosure | Komori