Notice Regarding Disposal of Treasury Stock as Restricted Stock Compensation

Overview of Disposal of Treasury Stock as Restricted Stock Compensation

Shimamura Co., Ltd. resolved at the Board of Directors meeting to dispose of 20,700 shares of treasury stock at 3,520 yen per share, totaling 72,864,000 yen, on April 1, 2026, as restricted stock compensation to 15 of the company's executive officers. This disposal is aimed at enhancing corporate value over the medium to long term, based on a stock compensation plan designed to encourage performance improvement awareness and promote shareholder-oriented management among executive officers. The disposal price was set based on the market closing price on March 13, 2026, and does not represent a particularly advantageous price.

Conditions and Management of Restricted Stock

The transfer restriction period is from April 1, 2026, until the allotted executive officers resign from their positions. During this period, transfer and pledging of the shares are prohibited. Upon resignation, the shares will be acquired without compensation unless there is a valid reason. The transfer restriction will be lifted conditional on continued service as an executive officer, and the shares will be held in a designated account. Provisions are also established for handling organizational restructuring, where the lifting of transfer restrictions or acquisition without compensation requires approval by the General Meeting of Shareholders or Board of Directors.