Ain Holdings to issue restricted shares to directors for compensation

Ain Holdings Inc. will dispose of 4,196 shares of its common stock to six directors (excluding outside directors) as restricted stock compensation, following a board of directors' resolution on August 28, 2025. The disposal is scheduled for September 25, 2025, with a disposal value of 6,098 yen per share, totaling 25,587,208 yen.

This compensation aims to align director incentives with sustainable enterprise value and shareholder interests. The plan, initially approved by the board on June 29, 2022, and by shareholders on July 28, 2022, involves directors contributing cash receivables as in-kind assets to acquire the restricted shares. The per-share value of 6,098 yen is based on the closing price of Ain Holdings' common stock on the Tokyo Stock Exchange Prime Market on August 27, 2025.

A restricted stock allotment agreement will govern the shares, imposing a transfer restriction period from September 25, 2025, until immediately after the director's resignation or retirement. Transfer restrictions will be lifted for all shares upon the expiration of this period, provided the director continuously held an eligible position within the company or its subsidiaries.