Benext Group to issue restricted stock to executives for long-term alignment

Benext Group announced its decision to dispose of 21,800 shares of common stock as restricted stock compensation, effective October 24, 2025. The shares, valued at 1,778 yen per share, amount to a total of 38,760,400 yen and will be allocated to two directors, excluding external and audit and supervisory board members. This initiative is part of a compensation scheme approved in August 2018 and reaffirmed in September 2023, designed to foster long-term stock ownership and align executive incentives with sustained corporate value.

The compensation plan involves a restricted stock allocation agreement. Recipients are prohibited from transferring, encumbering, or disposing of the shares for a period ranging from three to thirty years, as determined by the board of directors. The restrictions are conditionally lifted upon the director's continuous service until the first annual general meeting of shareholders following the commencement of the restriction period. The company retains the right to acquire shares without compensation if these conditions are not met.

The valuation of 1,778 yen per share is based on the closing price of Benext Group's common stock on the Tokyo Stock Exchange on September 24, 2025, the business day prior to the board resolution. This valuation reflects market conditions and is deemed a reasonable representation of the company's value, avoiding any particular advantage for the recipient directors.