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Share Issuance and Disposal9818DAIMARU ENAWIN Co.,Ltd.Trading & Wholesale

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 24,443 treasury shares as restricted stock compensation for 6 directors and 6 executive officers who do not concurrently serve as directors. The disposal price is ¥1,563 per share, for a total of ¥38,204,409.

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Neutral
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Scale
24443
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much24,443Shares

24,443 common shares (treasury shares)

The Company's directors (excluding directors who are Audit and Supervisory Committee members and outside directors)6 / 20,251 shares
Executive officers who do not concurrently serve as directors6 / 4,192 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.

¥1,563 per share
Total issue value

¥38,204,409

Amount of funds to be raised
As monetary claims totaling ¥38,204,409 will be contributed in kind, the approximate net proceeds are Not disclosed
Total Stock-Based Compensation
Monetary claims totaling ¥38,204,409. The annual compensation limit for eligible directors is ¥50 million, and the annual share limit is 43,000 shares.
発行済株式総数

Not applicable (disposal of treasury shares only)

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 24 July 2026 until immediately after the eligible individual retires or resigns from a designated position or other position at the Company or one of its subsidiaries
Conditions for lifting transfer restrictions
Provided that the eligible individual continuously holds a designated position or other position at the Company or one of its subsidiaries during the service provision period, defined as the period from the commencement date of duties until immediately before the conclusion of the first annual general meeting of shareholders to be held thereafter, all transfer restrictions will be lifted upon expiry of the restricted transfer period. In the event of retirement or resignation due to expiry of the term of office, mandatory retirement or other legitimate reasons, the transfer restrictions on the number of shares calculated in accordance with the prescribed formula will be lifted immediately after retirement or resignation.
Reason for acquisition without consideration
If the eligible individual engages in a violation of laws or regulations during the service provision period, or falls under any other specified circumstance set forth in the relevant allocation agreement, the Company will acquire all of the allocated shares held by the individual without consideration. The Company will also acquire without consideration any shares for which the transfer restrictions remain in place at the expiry of the restricted transfer period or when the restrictions are lifted.
Categories and Number of Persons Covered
6 directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors), 20,251 shares; 6 executive officers who do not concurrently serve as directors, 4,192 shares
Intended allottee's holding policy
During the restricted period, transfers to third parties, the creation of security interests and all other dispositions are prohibited, and the shares will be managed in dedicated accounts.
Payment date
24 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Standard Market on 26 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,563. No discount or premium rate 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 of24,443 common shares (treasury shares)
Issue price and disposal price¥1,563 per share
Total issue value¥38,204,409
Amount of funds to be raisedAs monetary claims totaling ¥38,204,409 will be contributed in kind, the approximate net proceeds are Not disclosed
Payment date24 July 2026
Intended allotteeName The Company's directors (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 6 / Number of Shares 20,251 shares, Name Executive officers who do not concurrently serve as directors / Number of Employees 6 / Number of Shares 4,192 shares
Intended allottee's holding policyDuring the restricted period, transfers to third parties, the creation of security interests and all other dispositions are prohibited, and the shares will be managed in dedicated accounts.
Dilution RateNot applicable (disposal of treasury shares only)
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange Standard Market on 26 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,563. No discount or premium rate is stated.
Transfer restriction periodFrom 24 July 2026 until immediately after the eligible individual retires or resigns from a designated position or other position at the Company or one of its subsidiaries
Conditions for lifting transfer restrictionsProvided that the eligible individual continuously holds a designated position or other position at the Company or one of its subsidiaries during the service provision period, defined as the period from the commencement date of duties until immediately before the conclusion of the first annual general meeting of shareholders to be held thereafter, all transfer restrictions will be lifted upon expiry of the restricted transfer period. In the event of retirement or resignation due to expiry of the term of office, mandatory retirement or other legitimate reasons, the transfer restrictions on the number of shares calculated in accordance with the prescribed formula will be lifted immediately after retirement or resignation.
Reason for acquisition without considerationIf the eligible individual engages in a violation of laws or regulations during the service provision period, or falls under any other specified circumstance set forth in the relevant allocation agreement, the Company will acquire all of the allocated shares held by the individual without consideration. The Company will also acquire without consideration any shares for which the transfer restrictions remain in place at the expiry of the restricted transfer period or when the restrictions are lifted.
Categories and Number of Persons Covered6 directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors), 20,251 shares; 6 executive officers who do not concurrently serve as directors, 4,192 shares
Total Stock-Based CompensationMonetary claims totaling ¥38,204,409. The annual compensation limit for eligible directors is ¥50 million, and the annual share limit is 43,000 shares.
Items this document does not state (13)
Estimated issuance expensesSpecific use of fundsTotal 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 promote sustained growth in corporate value and the sharing of value with shareholders, and to further enhance motivation in consideration of the scope of responsibilities of each eligible director and other relevant circumstances.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | DAIMARU ENAWIN Co.,Ltd. (9818) timely disclosure | Komori