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Share Issuance and Disposal9408BSN MEDIA HOLDINGS,INC.Information and Communications, Services and Others

Notice Concerning the Disposal of Treasury Shares in Connection with an Additional Contribution to the Stock Benefit Trust (BBT-RS)

The Company resolved to dispose of 27,600 treasury shares to Custody Bank of Japan, Ltd. (Trust E Account) so that the trust can acquire the shares required to continue the performance-linked stock compensation plan.

Worth reading
76Important
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Neutral
Direction inferred from the company’s description.
Scale
0.46
% (as a percentage of total shares issued and total voting rights)
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares in connection with an additional contribution to the Stock Benefit Trust (BBT-RS)

Who receives how much27,600Shares

27,600 common shares (treasury shares)

Japan Custody Bank, Ltd. (Trust E Account)27,600 shares

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

¥2,551 per share
Total issue value

¥70,407,600

Amount of funds to be raised
Total payment amount: ¥70,407,600; estimated net proceeds: not disclosed
Specific use of funds
Additional contribution to the trust so that it can acquire the shares expected to be required for future benefits as the plan continuesAmount Additional trust contribution: ¥97,287,600 / Scheduled timing of expenditures 8 September 2026
発行済株式総数

0.46% (as a percentage of 6,000,000 shares issued and 59,697 total voting rights)

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.

Categories and Number of Persons Covered
The Company's directors (excluding outside directors) and executive officers, as well as directors (excluding outside directors) and executive officers of the Company's subsidiaries. Number of eligible persons and number of shares allocated: not disclosed
Intended allottee's holding policy
The trust account will hold and dispose of the Company's shares in operating the plan, and will use them to provide benefits to eligible directors and executive officers. Other holding policies and lock-up arrangements: not disclosed
Payment date
8 September 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on the business day immediately preceding the date of the Board of Directors' resolution, ¥2,551. Discount rate and premium rate: not disclosed
Procedures under the Corporate Code of Conduct
The plan was introduced pursuant to a resolution at the annual general meeting of shareholders held on 24 June 2025. The disposal of treasury shares was resolved at the Board of Directors meeting held on 24 August 2026
Most recent equity financing
Timing 24 June 2025 / Type Shareholders' meeting resolution concerning the introduction of the Stock Benefit Trust (BBT-RS) / Amount Not disclosed
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares in connection with an additional contribution to the Stock Benefit Trust (BBT-RS)
Number of shares to be issued or disposed of27,600 common shares (treasury shares)
Issue price and disposal price¥2,551 per share
Total issue value¥70,407,600
Amount of funds to be raisedTotal payment amount: ¥70,407,600; estimated net proceeds: not disclosed
Specific use of fundsDetails Additional contribution to the trust so that it can acquire the shares expected to be required for future benefits as the plan continues / Amount Additional trust contribution: ¥97,287,600 / Scheduled timing of expenditures 8 September 2026
Payment date8 September 2026
Intended allotteeName Japan Custody Bank, Ltd. (Trust E Account) / Number of Shares 27,600 shares
Intended allottee's holding policyThe trust account will hold and dispose of the Company's shares in operating the plan, and will use them to provide benefits to eligible directors and executive officers. Other holding policies and lock-up arrangements: not disclosed
Dilution Rate0.46% (as a percentage of 6,000,000 shares issued and 59,697 total voting rights)
Total number of issued shares6,000,000 shares (as of 31 March 2026) → 6,000,000 shares (no increase due to the disposal of treasury shares)(0%)
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange on the business day immediately preceding the date of the Board of Directors' resolution, ¥2,551. Discount rate and premium rate: not disclosed
Categories and Number of Persons CoveredThe Company's directors (excluding outside directors) and executive officers, as well as directors (excluding outside directors) and executive officers of the Company's subsidiaries. Number of eligible persons and number of shares allocated: not disclosed
Procedures under the Corporate Code of ConductThe plan was introduced pursuant to a resolution at the annual general meeting of shareholders held on 24 June 2025. The disposal of treasury shares was resolved at the Board of Directors meeting held on 24 August 2026
Most recent equity financingTiming 24 June 2025 / Type Shareholders' meeting resolution concerning the introduction of the Stock Benefit Trust (BBT-RS) / Amount Not disclosed
Items this document does not state (13)
Estimated issuance expensesExercise priceExercise periodNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioMajor 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.

The trust will acquire the shares expected to be required for future benefits. The number of shares to be disposed of corresponds to the number of shares expected to be awarded to eligible directors and executive officers over the 3 fiscal years from the end of March 2026 through the end of March 2028, and the Company determined that the resulting dilution is reasonable in light of the purpose of the plan.

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Notice Concerning the Disposal of Treasury Shares in Connection with an Additional Contribution to the Stock Benefit Trust (BBT-RS) | BSN MEDIA HOLDINGS,INC. (9408) timely disclosure | Komori