Komori
Share Issuance and Disposal194AWOLVES HAND Co.,Ltd.Information and Communications, Services and Others

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The company has decided to dispose of 286,200 treasury shares as restricted stock compensation to a total of 70 employees, directors of subsidiaries and employees of subsidiaries. The shares will be paid in on 30 September 2026 and may not be transferred until 29 September 2033.

Worth reading
50Recurring
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
286200
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much286,200Shares

Treasury shares: 286,200 shares

57 employees of the company205,100 shares
4 directors of the company's subsidiaries68,000 shares
9 employees of the company's subsidiaries13,100 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.

¥2,042 per share
Total issue value

¥584,420,400

Amount of funds to be raised
Total amount paid in: ¥584,420,400; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary compensation receivables: ¥584,420,400
発行済株式総数

3.59%

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
From 30 September 2026 to 29 September 2033
Conditions for lifting transfer restrictions
Provided that the allottee continuously holds one of the positions of director, executive officer or employee of the company or one of its subsidiaries during the transfer restriction period, the transfer restrictions on all of the allotted shares held at the end of the period will be lifted. In the event of resignation or retirement for a legitimate reason, the number of shares subject to the lifting of restrictions and the timing of the lifting will be reasonably adjusted.
Reason for acquisition without consideration
If an allottee resigns or retires from all positions as a director, executive officer or employee of the company and its subsidiaries before the end of the transfer restriction period, the company will acquire the shares without consideration at the time of resignation or retirement, except where the Board of Directors recognizes a legitimate reason. Any shares for which the transfer restrictions have not been lifted at the end of the period will also be acquired without consideration immediately thereafter. If the effective date of a corporate reorganization or similar transaction falls before the end of the period, all such shares will be acquired without consideration on the business day preceding the effective date.
Categories and Number of Persons Covered
Category Employees of the Company / Number of Employees 57 people / Number of allocated shares 205,100 shares, Category Directors of subsidiaries of the Company / Number of Employees 4 / Number of allocated shares 68,000 shares, Category Employees of the Company’s subsidiaries / Number of Employees 9 / Number of allocated shares 13,100 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred to any third party, pledged, made subject to a security transfer, gifted inter vivos, bequeathed or otherwise disposed of. The holding policy after the transfer restrictions are lifted is Not disclosed.
Payment date
30 September 2026
Basis for determining the amount to be paid
The closing price of the company's common shares on the Tokyo Stock Exchange on 1 September 2026, ¥2,042. No discount or premium rate is 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 ofTreasury shares: 286,200 shares
Issue price and disposal price¥2,042 per share
Total issue value¥584,420,400
Amount of funds to be raisedTotal amount paid in: ¥584,420,400; estimated net proceeds: Not disclosed
Payment date30 September 2026
Intended allotteeName 57 employees of the company / Number of Shares 205,100 shares, Name 4 directors of the company's subsidiaries / Number of Shares 68,000 shares, Name 9 employees of the company's subsidiaries / Number of Shares 13,100 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred to any third party, pledged, made subject to a security transfer, gifted inter vivos, bequeathed or otherwise disposed of. The holding policy after the transfer restrictions are lifted is Not disclosed.
Dilution Rate3.59%
Total number of issued shares7,974,000 shares (as of 30 June 2026) → Not disclosed
Basis for determining the amount to be paidThe closing price of the company's common shares on the Tokyo Stock Exchange on 1 September 2026, ¥2,042. No discount or premium rate is stated.
Transfer restriction periodFrom 30 September 2026 to 29 September 2033
Conditions for lifting transfer restrictionsProvided that the allottee continuously holds one of the positions of director, executive officer or employee of the company or one of its subsidiaries during the transfer restriction period, the transfer restrictions on all of the allotted shares held at the end of the period will be lifted. In the event of resignation or retirement for a legitimate reason, the number of shares subject to the lifting of restrictions and the timing of the lifting will be reasonably adjusted.
Reason for acquisition without considerationIf an allottee resigns or retires from all positions as a director, executive officer or employee of the company and its subsidiaries before the end of the transfer restriction period, the company will acquire the shares without consideration at the time of resignation or retirement, except where the Board of Directors recognizes a legitimate reason. Any shares for which the transfer restrictions have not been lifted at the end of the period will also be acquired without consideration immediately thereafter. If the effective date of a corporate reorganization or similar transaction falls before the end of the period, all such shares will be acquired without consideration on the business day preceding the effective date.
Categories and Number of Persons CoveredCategory Employees of the Company / Number of Employees 57 people / Number of allocated shares 205,100 shares, Category Directors of subsidiaries of the Company / Number of Employees 4 / Number of allocated shares 68,000 shares, Category Employees of the Company’s subsidiaries / Number of Employees 9 / Number of allocated shares 13,100 shares
Total Stock-Based CompensationTotal monetary compensation receivables: ¥584,420,400
Items this document does not state (12)
Estimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioProcedures 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.

The purpose is to provide an incentive to achieve sustained growth in the corporate value of the Group and to further promote value sharing with shareholders. The company also states that the dilution of 3.59% is immaterial and reasonable in light of the purpose of the plan.

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 | WOLVES HAND Co.,Ltd. (194A) timely disclosure | Komori