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Share Issuance and Disposal9517eREX Co.,Ltd.Electricity and gas

Notice Regarding the Issuance of New Shares as Restricted Stock-Based Compensation

The Company resolved to issue a total of 156,050 common shares to 5 directors and 55 managers as restricted stock compensation. The payment date is 29 July 2026. The transfer restriction period is 10 years for the shares allocated to directors and 3 years for those allocated to managers.

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Details of issuance or disposal

Issuance of new shares as restricted stock compensation

Who receives how much

156,050 common shares of the Company (89,250 shares for eligible directors and 66,800 shares for eligible managers)

5 of the Company's directors, excluding outside directors89,250 shares
55 employees of the Company who hold managerial positions66,800 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.

¥726 per share
Total issue value

¥113,292,300

Total Stock-Based Compensation
Eligible directors: total monetary compensation receivables of ¥64,795,500; eligible managers: total monetary compensation receivables of ¥48,496,800
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
Eligible directors: 29 July 2026 to 28 July 2036 (10 years); eligible managers: 29 July 2026 to 28 July 2029 (3 years)
Conditions for lifting transfer restrictions
For eligible directors, all transfer restrictions will be lifted upon expiration of the period, provided that the director remains in office continuously until the first annual general meeting of shareholders held after the start date. In the event of retirement for a legitimate reason, the restrictions will be lifted in proportion to the number of months in office. For eligible managers, all transfer restrictions will be lifted upon expiration of the period, provided that the individual continuously holds the prescribed position during the period. In the event of retirement or resignation for a legitimate reason, all transfer restrictions will be lifted. Special provisions apply in the event of a corporate reorganization or similar event.
Reason for acquisition without consideration
If an eligible director retires before the day preceding the first annual general meeting of shareholders, except where the Board of Directors recognizes a legitimate reason; if an eligible manager retires or resigns before the end of the transfer restriction period, except where the head of the Human Resources Department recognizes a legitimate reason; and if any shares remain subject to transfer restrictions at the end of the period. In the event of a corporate reorganization or similar event, shares for which the restrictions have not been lifted will also be acquired without consideration.
Categories and Number of Persons Covered
5 directors of the Company, excluding outside directors, and 89,250 shares; 55 employees of the Company who hold managerial positions, and 66,800 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred to third parties, pledged, made subject to a security interest by way of transfer, gifted inter vivos, bequeathed or otherwise disposed of in any manner, and will be held and maintained in a designated account until the transfer restrictions are lifted.
Payment date
29 July 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, 26 June 2026, was ¥726. No discount or premium was applied.
Procedures under the Corporate Code of Conduct
Subject to the effectiveness of an extraordinary report filed under the Financial Instruments and Exchange Act. Other procedures are Not 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 of156,050 common shares of the Company (89,250 shares for eligible directors and 66,800 shares for eligible managers)
Issue price and disposal price¥726 per share
Total issue value¥113,292,300
Payment date29 July 2026
Intended allotteeCategory 5 of the Company's directors, excluding outside directors / Number of Shares 89,250 shares, Category 55 employees of the Company who hold managerial positions / Number of Shares 66,800 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred to third parties, pledged, made subject to a security interest by way of transfer, gifted inter vivos, bequeathed or otherwise disposed of in any manner, and will be held and maintained in a designated account until the transfer restrictions are lifted.
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, 26 June 2026, was ¥726. No discount or premium was applied.
Transfer restriction periodEligible directors: 29 July 2026 to 28 July 2036 (10 years); eligible managers: 29 July 2026 to 28 July 2029 (3 years)
Conditions for lifting transfer restrictionsFor eligible directors, all transfer restrictions will be lifted upon expiration of the period, provided that the director remains in office continuously until the first annual general meeting of shareholders held after the start date. In the event of retirement for a legitimate reason, the restrictions will be lifted in proportion to the number of months in office. For eligible managers, all transfer restrictions will be lifted upon expiration of the period, provided that the individual continuously holds the prescribed position during the period. In the event of retirement or resignation for a legitimate reason, all transfer restrictions will be lifted. Special provisions apply in the event of a corporate reorganization or similar event.
Reason for acquisition without considerationIf an eligible director retires before the day preceding the first annual general meeting of shareholders, except where the Board of Directors recognizes a legitimate reason; if an eligible manager retires or resigns before the end of the transfer restriction period, except where the head of the Human Resources Department recognizes a legitimate reason; and if any shares remain subject to transfer restrictions at the end of the period. In the event of a corporate reorganization or similar event, shares for which the restrictions have not been lifted will also be acquired without consideration.
Categories and Number of Persons Covered5 directors of the Company, excluding outside directors, and 89,250 shares; 55 employees of the Company who hold managerial positions, and 66,800 shares
Total Stock-Based CompensationEligible directors: total monetary compensation receivables of ¥64,795,500; eligible managers: total monetary compensation receivables of ¥48,496,800
Procedures under the Corporate Code of ConductSubject to the effectiveness of an extraordinary report filed under the Financial Instruments and Exchange Act. Other procedures are Not disclosed.
Impact on Business PerformanceImpact on business performance from this issuance of new shares Not disclosed
Items this document does not state (13)
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 RatioMost 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.

The purpose is to promote the sharing of value between the directors and shareholders and to provide an incentive for the sustained improvement of medium- to long-term performance and shareholder value. The plan has also been introduced for managers for the same purpose.

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Notice Regarding the Issuance of New Shares as Restricted Stock-Based Compensation | eREX Co.,Ltd. (9517) timely disclosure | Komori