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Share Issuance and Disposal9832AUTOBACS SEVEN CO.,LTD.Trading & Wholesale

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

AUTOBACS SEVEN CO., LTD. resolved to dispose of 38,300 treasury shares to 3 directors as restricted stock compensation. The shares may not be transferred for a specified period, until the recipient leaves office or retires, and the allocation to executive directors is subject to a performance condition based on consolidated operating profit.

Worth reading
51Recurring
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Direction
Neutral
Direction inferred from the company’s description.
Scale
38300
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much38,300Shares

38,300 common shares of the Company (treasury shares)

3 directors, excluding outside directors and directors who are Audit and Supervisory Committee members; 38,300 shares

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

¥1,463.0 per share
Amount of funds to be raised

Total payment amount: ¥56,032,900 (estimated net proceeds: Not disclosed)

Total Stock-Based Compensation
Total monetary compensation claims: ¥56,032,900
発行済株式総数

As this is a disposal of treasury shares, the total number of issued shares will not increase

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
Until immediately after the recipient retires as a director of the Company and leaves employment with the Company and its subsidiaries
Conditions for lifting transfer restrictions
The transfer restrictions will be fully lifted at the end of the transfer restriction period, provided that the eligible directors have continuously remained in office or employed by the Company or its subsidiaries throughout the transfer restriction period. For eligible executive directors, the conditions are that they continuously hold the position of executive director of the Company from 1 April 2026 through 31 March 2027 and that consolidated operating profit for the fiscal year ending March 2027 exceeds a performance target set by the Board of Directors.
Reason for acquisition without consideration
If any shares remain subject to transfer restrictions at the end of the transfer restriction period or at the prescribed time when the restrictions are lifted, the Company will acquire all such shares without consideration.
Categories and Number of Persons Covered
3 directors, excluding outside directors and directors who are Audit and Supervisory Committee members; 38,300 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred, pledged or otherwise disposed of. The transfer restriction period runs until immediately after the recipient retires as a director of the Company and leaves employment with the Company and its subsidiaries.
Payment date
28 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 26 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,463.0. The discount rate and premium rate are 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 of38,300 common shares of the Company (treasury shares)
Issue price and disposal price¥1,463.0 per share
Amount of funds to be raisedTotal payment amount: ¥56,032,900 (estimated net proceeds: Not disclosed)
Payment date28 July 2026
Intended allottee3 directors, excluding outside directors and directors who are Audit and Supervisory Committee members; 38,300 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred, pledged or otherwise disposed of. The transfer restriction period runs until immediately after the recipient retires as a director of the Company and leaves employment with the Company and its subsidiaries.
Dilution RateAs this is a disposal of treasury shares, the total number of issued shares will not increase
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 26 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,463.0. The discount rate and premium rate are Not disclosed.
Transfer restriction periodUntil immediately after the recipient retires as a director of the Company and leaves employment with the Company and its subsidiaries
Conditions for lifting transfer restrictionsThe transfer restrictions will be fully lifted at the end of the transfer restriction period, provided that the eligible directors have continuously remained in office or employed by the Company or its subsidiaries throughout the transfer restriction period. For eligible executive directors, the conditions are that they continuously hold the position of executive director of the Company from 1 April 2026 through 31 March 2027 and that consolidated operating profit for the fiscal year ending March 2027 exceeds a performance target set by the Board of Directors.
Reason for acquisition without considerationIf any shares remain subject to transfer restrictions at the end of the transfer restriction period or at the prescribed time when the restrictions are lifted, the Company will acquire all such shares without consideration.
Categories and Number of Persons Covered3 directors, excluding outside directors and directors who are Audit and Supervisory Committee members; 38,300 shares
Total Stock-Based CompensationTotal monetary compensation claims: ¥56,032,900
Items this document does not state (14)
Total issue valueEstimated 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.

Based on the restricted stock compensation plan intended to align the interests of the eligible directors and other recipients with shareholders, taking into consideration their responsibilities, the Company's operating performance and other relevant circumstances.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | AUTOBACS SEVEN CO.,LTD. (9832) timely disclosure | Komori