Midac to dispose of treasury shares for restricted stock compensation

Midac Holdings Co., Ltd. will dispose of 5,850 shares of its common stock as restricted stock compensation, with a payment due date of October 17, 2025. The shares, valued at 2,128 yen per share for a total of 12,448,800 yen, will be allocated to one director of a Midac subsidiary. This initiative aims to enhance incentives for sustained corporate value growth and foster greater value alignment between eligible directors and shareholders.

The compensation plan involves eligible directors using monetary compensation receivables from the subsidiary as in-kind property to acquire the shares. A key aspect of this restricted stock compensation is a stringent 50-year transfer restriction period, running from October 17, 2025, to October 16, 2075. During this time, directors are prohibited from transferring, mortgaging, or otherwise disposing of the shares, which will be managed in an exclusive account.

The restriction on transfer will typically terminate upon the expiration of the restriction period, contingent on the director maintaining their position at the subsidiary. However, provisions allow for reasonable adjustments to the cancellation of transfer restrictions in cases of legitimate retirement or death. The disposal price of 2,128 yen per share was determined based on the closing price of Midac's common stock on the Tokyo Stock Exchange on September 17, 2025, the business day prior to the resolution date, to ensure fair valuation.