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Share Issuance and Disposal9845PARKER CORPORATIONMaterials and Chemicals

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 10,500 treasury shares as restricted stock compensation to 6 directors and 9 executive officers. The disposal price is ¥1,370 per share, and the transfer restriction period will be 30 years.

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Neutral
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Scale
10500
Shares
Wording
Definitive
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Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much10,500Shares

10,500 common shares of the Company (treasury shares)

6 directors4,200 shares
9 executive officers6,300 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.

¥1,370 per share
Total issue value

¥14,385,000

Amount of funds to be raised
Total payment amount: ¥14,385,000; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary compensation receivables: ¥14,385,000. The annual compensation limit for directors is ¥20 million, of which no more than ¥7 million may be allocated to outside directors.
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
30 years (24 July 2026 to 23 July 2056)
Conditions for lifting transfer restrictions
In principle, all transfer restrictions will be lifted when the transfer restriction period expires, provided that the eligible officer has continuously held one of the positions of director, executive officer or employee of the Company during the transfer restriction period. In the event of death, expiration of the officer's term or departure or retirement for another legitimate reason, the restrictions will be partially lifted in proportion to the period of service. In the event of a corporate reorganization or similar event, the restrictions will be partially lifted in accordance with the prescribed calculation method.
Reason for acquisition without consideration
For shares whose transfer restrictions have not been lifted, the Company will automatically acquire the shares without consideration immediately after it is determined that the transfer restrictions will not be lifted. In the event of a corporate reorganization or similar event, the Company will also acquire without consideration any shares whose transfer restrictions have not been lifted.
Categories and Number of Persons Covered
6 directors: 4,200 shares; 9 executive officers: 6,300 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 is the 30-year period from 24 July 2026 to 23 July 2056.
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 on 24 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,370. No discount or premium rate is specified.
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 of10,500 common shares of the Company (treasury shares)
Issue price and disposal price¥1,370 per share
Total issue value¥14,385,000
Amount of funds to be raisedTotal payment amount: ¥14,385,000; estimated net proceeds: Not disclosed
Payment date24 July 2026
Intended allotteeName 6 directors / Number of Shares 4,200 shares, Name 9 executive officers / Number of Shares 6,300 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 is the 30-year period from 24 July 2026 to 23 July 2056.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange on 24 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,370. No discount or premium rate is specified.
Transfer restriction period30 years (24 July 2026 to 23 July 2056)
Conditions for lifting transfer restrictionsIn principle, all transfer restrictions will be lifted when the transfer restriction period expires, provided that the eligible officer has continuously held one of the positions of director, executive officer or employee of the Company during the transfer restriction period. In the event of death, expiration of the officer's term or departure or retirement for another legitimate reason, the restrictions will be partially lifted in proportion to the period of service. In the event of a corporate reorganization or similar event, the restrictions will be partially lifted in accordance with the prescribed calculation method.
Reason for acquisition without considerationFor shares whose transfer restrictions have not been lifted, the Company will automatically acquire the shares without consideration immediately after it is determined that the transfer restrictions will not be lifted. In the event of a corporate reorganization or similar event, the Company will also acquire without consideration any shares whose transfer restrictions have not been lifted.
Categories and Number of Persons Covered6 directors: 4,200 shares; 9 executive officers: 6,300 shares
Total Stock-Based CompensationTotal monetary compensation receivables: ¥14,385,000. The annual compensation limit for directors is ¥20 million, of which no more than ¥7 million may be allocated to outside directors.
Items this document does not state (14)
Estimated 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 the eligible officers with incentives to continuously enhance the Company's corporate value and to promote value sharing between the eligible officers and shareholders. The Company also took into consideration the purpose of the plan, the Company's performance and the scope of responsibilities of each eligible officer.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | PARKER CORPORATION (9845) timely disclosure | Komori