Komori
Share Issuance and Disposal1798MORIYA CORPORATIONConstruction and Materials

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 13,310 treasury shares as restricted stock compensation to 10 directors and executive officers. The transfer restriction period will run for 30 years, from 17 July 2026 to 16 July 2056.

Worth reading
43Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Neutral
Direction inferred from the company’s description.
Scale
13310
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much13,310Shares

13,310 common shares of the Company (treasury shares)

6 directors (excluding outside directors)9,792 shares
4 executive officers3,518 shares

The height of each bar represents the proportion of shares received by each allottee. The thin line below represents the number of existing shares to which these shares are added.

¥1,031 per share
Total issue value

¥13,722,610

Amount of funds to be raised
Total payment amount: ¥13,722,610; estimated net proceeds: Not disclosed (no cash will be raised by the contribution in kind)
Total Stock-Based Compensation
Total monetary compensation claims: ¥13,722,610. The total amount under the system is limited to ¥30 million per year.
発行済株式総数

Not applicable (disposal of treasury shares only)

The dilution rate shows what proportion the newly issued shares represent of the existing shares. The higher the proportion, the more the value and voting rights per share are diluted.

Conditions on transfer restrictions

Restricted stock is stock awarded as compensation that cannot be sold during a specified period, with the restrictions lifted once the applicable conditions are met.

Transfer restriction period
17 July 2026–16 July 2056 (30 years)
Conditions for lifting transfer restrictions
In principle, the recipient must continuously hold the position of director or executive officer of the Company during the transfer restriction period, and the transfer restriction period must expire. If the recipient retires due to death, expiration of the term of office or other legitimate reasons, the transfer restrictions will be lifted immediately after retirement with respect to the number of shares corresponding to the number of months in office. In the event of a corporate reorganization or similar event, the restrictions will also be lifted with respect to the number of shares corresponding to the prescribed number of months.
Reason for acquisition without consideration
The Company will automatically acquire without consideration, immediately after it is determined that the transfer restrictions will not be lifted, any shares for which the transfer restrictions are not lifted.
Stock Split Ratio5 common shares for each common share, effective 1 April 2026
Categories and Number of Persons Covered
Category Directors (excluding outside directors) / Number of Employees 6 / Number of allocated shares 9,792 shares, Category Executive officers / Number of Employees 4 / Number of allocated shares 3,518 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred, pledged or otherwise disposed of. Upon expiration of the transfer restriction period, or upon retirement due to death, expiration of the term of office or other legitimate reasons, the transfer restrictions will be lifted in accordance with the applicable conditions.
Payment date
17 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on 18 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,031. No discount or premium rate was stated.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares as restricted stock compensation
Number of shares to be issued or disposed of13,310 common shares of the Company (treasury shares)
Issue price and disposal price¥1,031 per share
Total issue value¥13,722,610
Amount of funds to be raisedTotal payment amount: ¥13,722,610; estimated net proceeds: Not disclosed (no cash will be raised by the contribution in kind)
Payment date17 July 2026
Intended allotteeCategory 6 directors (excluding outside directors) / Number of Shares 9,792 shares, Category 4 executive officers / Number of Shares 3,518 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred, pledged or otherwise disposed of. Upon expiration of the transfer restriction period, or upon retirement due to death, expiration of the term of office or other legitimate reasons, the transfer restrictions will be lifted in accordance with the applicable conditions.
Dilution RateNot applicable (disposal of treasury shares only)
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange on 18 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,031. No discount or premium rate was stated.
Transfer restriction period17 July 2026–16 July 2056 (30 years)
Conditions for lifting transfer restrictionsIn principle, the recipient must continuously hold the position of director or executive officer of the Company during the transfer restriction period, and the transfer restriction period must expire. If the recipient retires due to death, expiration of the term of office or other legitimate reasons, the transfer restrictions will be lifted immediately after retirement with respect to the number of shares corresponding to the number of months in office. In the event of a corporate reorganization or similar event, the restrictions will also be lifted with respect to the number of shares corresponding to the prescribed number of months.
Reason for acquisition without considerationThe Company will automatically acquire without consideration, immediately after it is determined that the transfer restrictions will not be lifted, any shares for which the transfer restrictions are not lifted.
Categories and Number of Persons CoveredCategory Directors (excluding outside directors) / Number of Employees 6 / Number of allocated shares 9,792 shares, Category Executive officers / Number of Employees 4 / Number of allocated shares 3,518 shares
Total Stock-Based CompensationTotal monetary compensation claims: ¥13,722,610. The total amount under the system is limited to ¥30 million per year.
Stock Split Ratio5 common shares for each common share, effective 1 April 2026
Items this document does not state (12)
Estimated issuance expensesSpecific use of fundsTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentProcedures under the Corporate Code of ConductMost recent equity financingMajor shareholders after the offeringImpact on Business Performance

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

To provide eligible recipients with an incentive to enhance corporate value and promote the sharing of interests between eligible recipients and shareholders. The Company also took into consideration its performance, the scope of the responsibilities of each eligible recipient and other relevant circumstances.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | MORIYA CORPORATION (1798) timely disclosure | Komori