Marufuji Sheet Piling to Dispose of Own Shares Under Performance-Based Equity Compensation Plan

TOKYO, Jul 23 (Pulse News Wire) – Marufuji Sheet Piling CO.,LTD. (8046.T) resolved to dispose of own shares at a board meeting held.

The disposal, scheduled for August 7, 2026, involves selling ordinary shares totaling 100,000. Each share will be sold at ¥891 per share, resulting in a total disposal amount of ¥89.1 million. The shares will be transferred to Nippon Custodian Bank (Trust E Account), which will act as the trustee under a trust agreement established between Marufuji Sheet Piling and Mizuho Trust Bank. The purpose of this disposal is to implement a performance-based equity compensation plan ("Board Benefit Trust") introduced on May 14, 2026. The plan aims to reward directors and executive officers who do not concurrently hold director positions with stock grants based on their performance.

The number of shares to be disposed of corresponds to the anticipated distribution to eligible executives over three fiscal years ending March 31, 2027 through March 31, 2029. This represents approximately 0.50% of the outstanding shares as of March 31, 2026, or 0.58% of the total voting rights. Under the trust arrangement, Marufuji Sheet Piling acts as the settlor, Mizuho Trust Bank as the initial trustee, and Nippon Custodian Bank as the subsequent trustee. The trust will manage the shares until the program's continuation, with no fixed termination date. The disposal price was determined based on the closing price of Marufuji Sheet Piling’s ordinary shares on the Tokyo Stock Exchange on the trading day immediately preceding the board resolution.

This move aligns with the company's strategy to enhance governance and incentivize performance among key management personnel.