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Share Issuance and Disposal9404Nippon Television Holdings,Inc.Information and Communications, Services and Others

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

Nippon Television Holdings, Inc. resolved to dispose of 22,185 treasury shares as restricted stock compensation to 12 executive directors of the Company and its subsidiaries. Transfers and other dispositions of the shares will be restricted until the recipients leave office.

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Direction
Neutral
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Scale
22185
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much22,185Shares

22,185 common shares of the Company (treasury shares)

Executive directors of the Company and executive directors of the Company's subsidiaries12 / 22,185 shares

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

¥2,698.5 per share
Total issue value

¥59,866,223

Total Stock-Based Compensation
Total monetary compensation receivables of ¥59,866,223 (in addition, the annual limit on monetary compensation receivables under the plan is ¥150 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
From 24 July 2026 until the recipient leaves office
Conditions for lifting transfer restrictions
All restrictions will be lifted upon expiry of the restricted transfer period, provided that the recipient's departure from office is for a reason deemed legitimate by the Company's Board of Directors. In the event of a corporate reorganization or similar transaction, the number of shares to be released will be reasonably determined by resolution of the Board of Directors and released before the effective date.
Reason for acquisition without consideration
If the transfer restrictions have not been lifted upon expiry of the restricted transfer period, the Company will acquire without consideration the number of shares corresponding to the remaining period if the recipient leaves office during the period of service, or all or part of the shares if the recipient falls under certain contractual circumstances, including misconduct.
Categories and Number of Persons Covered
Executive directors of the Company and executive directors of the Company's subsidiaries: 12 people, 22,185 shares
Intended allottee's holding policy
During the restricted transfer period, the shares may not be transferred, pledged, or otherwise disposed of. The restricted transfer period will run from 24 July 2026 until the recipient leaves office.
Payment date
24 July 2026
Basis for determining the amount to be paid
The closing price of ¥2,698.5 on the business day preceding the date of the Board of Directors' resolution. No discount or premium 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 of22,185 common shares of the Company (treasury shares)
Issue price and disposal price¥2,698.5 per share
Total issue value¥59,866,223
Payment date24 July 2026
Intended allotteeName Executive directors of the Company and executive directors of the Company's subsidiaries / Number of Employees 12 / Number of Shares 22,185 shares
Intended allottee's holding policyDuring the restricted transfer period, the shares may not be transferred, pledged, or otherwise disposed of. The restricted transfer period will run from 24 July 2026 until the recipient leaves office.
Basis for determining the amount to be paidThe closing price of ¥2,698.5 on the business day preceding the date of the Board of Directors' resolution. No discount or premium is stated.
Transfer restriction periodFrom 24 July 2026 until the recipient leaves office
Conditions for lifting transfer restrictionsAll restrictions will be lifted upon expiry of the restricted transfer period, provided that the recipient's departure from office is for a reason deemed legitimate by the Company's Board of Directors. In the event of a corporate reorganization or similar transaction, the number of shares to be released will be reasonably determined by resolution of the Board of Directors and released before the effective date.
Reason for acquisition without considerationIf the transfer restrictions have not been lifted upon expiry of the restricted transfer period, the Company will acquire without consideration the number of shares corresponding to the remaining period if the recipient leaves office during the period of service, or all or part of the shares if the recipient falls under certain contractual circumstances, including misconduct.
Categories and Number of Persons CoveredExecutive directors of the Company and executive directors of the Company's subsidiaries: 12 people, 22,185 shares
Total Stock-Based CompensationTotal monetary compensation receivables of ¥59,866,223 (in addition, the annual limit on monetary compensation receivables under the plan is ¥150 million)
Items this document does not state (15)
Amount of funds to be raisedEstimated 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 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 an incentive to achieve sustainable growth in corporate value and promote the sharing of value between the eligible directors and other recipients and shareholders.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | Nippon Television Holdings,Inc. (9404) timely disclosure | Komori