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Share Issuance and Disposal9037HAMAKYOREX CO.,LTD.Transportation and Logistics

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to allocate 4,000 restricted shares to 5 directors through a disposal of treasury shares in exchange for in-kind contributions of monetary remuneration claims. The transfer restrictions will generally remain in place until the recipient ceases to hold any position as a director, executive officer or employee.

Worth reading
37Immaterial
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Direction
Neutral
Direction inferred from the company’s description.
Scale
4000
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much4,000Shares

4,000 shares of the Company's common stock (treasury shares)

5 directors of the Company (excluding outside directors)4,000 shares

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

¥1,823 per share
Total issue value

¥7,292,000

Total Stock-Based Compensation
Total monetary remuneration claims of ¥7,292,000 (monetary remuneration claims under the plan are limited to ¥15 million per year)
発行済株式総数

The total number of issued shares will not increase because this is a 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
From 17 July 2026 until the recipient ceases to hold any position as a director, executive officer or employee of the Company
Conditions for lifting transfer restrictions
The recipient must continuously hold one of the positions of director, executive officer or employee of the Company from 17 June 2026 through the date of the annual general meeting in the following year. If the recipient ceases to hold such a position or leaves employment for a legitimate reason, the number of shares whose restrictions are lifted and the timing of the lifting will be reasonably adjusted.
Reason for acquisition without consideration
The Company will acquire without consideration any of the allocated shares whose transfer restrictions have not been lifted as of the expiration of the transfer restriction period or the date on which the transfer restrictions are lifted.
Categories and Number of Persons Covered
5 directors of the Company (excluding outside directors), 4,000 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred, pledged, used to create a transfer security interest, gifted inter vivos, bequeathed or otherwise disposed of in any manner. The holding policy after the transfer restrictions are lifted is Not disclosed.
Payment date
16 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange on 16 June 2026, ¥1,823. No discount or premium applies.
Impact on Business Performance
The impact of this matter on business performance is Not disclosed
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 of4,000 shares of the Company's common stock (treasury shares)
Issue price and disposal price¥1,823 per share
Total issue value¥7,292,000
Payment date16 July 2026
Intended allotteeName 5 directors of the Company (excluding outside directors) / Number of Shares 4,000 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred, pledged, used to create a transfer security interest, gifted inter vivos, bequeathed or otherwise disposed of in any manner. The holding policy after the transfer restrictions are lifted is Not disclosed.
Dilution RateNot applicable (disposal of treasury shares)
Total number of issued sharesThe total number of issued shares will not increase because this is a 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 on 16 June 2026, ¥1,823. No discount or premium applies.
Transfer restriction periodFrom 17 July 2026 until the recipient ceases to hold any position as a director, executive officer or employee of the Company
Conditions for lifting transfer restrictionsThe recipient must continuously hold one of the positions of director, executive officer or employee of the Company from 17 June 2026 through the date of the annual general meeting in the following year. If the recipient ceases to hold such a position or leaves employment for a legitimate reason, the number of shares whose restrictions are lifted and the timing of the lifting will be reasonably adjusted.
Reason for acquisition without considerationThe Company will acquire without consideration any of the allocated shares whose transfer restrictions have not been lifted as of the expiration of the transfer restriction period or the date on which the transfer restrictions are lifted.
Categories and Number of Persons Covered5 directors of the Company (excluding outside directors), 4,000 shares
Total Stock-Based CompensationTotal monetary remuneration claims of ¥7,292,000 (monetary remuneration claims under the plan are limited to ¥15 million per year)
Impact on Business PerformanceThe impact of this matter on business performance is Not disclosed
Items this document does not state (12)
Amount of funds to be raisedEstimated 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 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 with an incentive to achieve sustainable growth in corporate value and promote value sharing with shareholders.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | HAMAKYOREX CO.,LTD. (9037) timely disclosure | Komori