Worth reading
37Immaterial
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
260000
SharesWording
Definitive
How definitive the wording is.Details of issuance or disposal
Issuance of share acquisition rights as stock options
Who receives how much
260,000 common shares of the Company (2,600 share acquisition rights, representing 100 shares per right)
4 executive officers of the Company: 2,600 share acquisition rights
The lower thin line represents the existing number of shares to which these shares will be added.
No consideration required (no monetary payment is required in exchange for the share acquisition rights)
Terms of the stock acquisition rights
Exercise price
The initial exercise price has not yet been determined. It will be the higher of the average closing price for the preceding month multiplied by 1.05 and the closing price on the allotment date. Adjustment provisions apply in the event of a share split, consolidation or similar event. The floor is Not disclosed.
Exercise period
27 March 2028 to 26 March 2033
Number of Stock Acquisition Rights
Total number to be issued: 2,600. Number of unexercised rights: Not disclosed.
Reason for acquisition without consideration
If, at any time between the allotment date and the day before the start of the exercise period, the average closing price for the most recent 21 trading days falls below 65% of the exercise price applicable at that time and the Board of Directors specifies an acquisition date. If approval or other action is taken in connection with a reorganization or similar transaction and the Board of Directors determines that acquisition is necessary and specifies an acquisition date. In addition, if a proposal to amend the Articles of Incorporation in connection with conversion to a company with restrictions on share transfers or a similar matter is approved.
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.
Conditions for lifting transfer restrictions
The rights may be exercised only if the conditions specified in a separate allotment agreement are met. In addition, the holder must be serving as a director, executive officer, audit & supervisory board member or employee of the Company or one of its subsidiaries at the time of exercise, subject to certain exceptions.
Categories and Number of Persons Covered
4 executive officers of the Company: 2,600 share acquisition rights
Basis for determining the amount to be paid
The exercise price will be the higher of (i) the average closing price of the Company’s common shares in ordinary trading on the Tokyo Stock Exchange on each trading day in the month preceding the month containing the allotment date, including quoted indicative prices, multiplied by 1.05, and (ii) the closing price on the allotment date. The calculation method includes a 5% premium, but the specific share price has not yet been determined.
Procedures under the Corporate Code of Conduct
Resolution of the 22nd Annual General Meeting of Shareholders, determination by the Representative Executive Officer pursuant to delegation from the Company’s Board of Directors, and resolution of the Company’s Compensation Committee
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of share acquisition rights as stock options |
| Number of shares to be issued or disposed of | 260,000 common shares of the Company (2,600 share acquisition rights, representing 100 shares per right) |
| Issue price and disposal price | No consideration required (no monetary payment is required in exchange for the share acquisition rights) |
| Intended allottee | 4 executive officers of the Company: 2,600 share acquisition rights |
| Basis for determining the amount to be paid | The exercise price will be the higher of (i) the average closing price of the Company’s common shares in ordinary trading on the Tokyo Stock Exchange on each trading day in the month preceding the month containing the allotment date, including quoted indicative prices, multiplied by 1.05, and (ii) the closing price on the allotment date. The calculation method includes a 5% premium, but the specific share price has not yet been determined. |
| Exercise price | The initial exercise price has not yet been determined. It will be the higher of the average closing price for the preceding month multiplied by 1.05 and the closing price on the allotment date. Adjustment provisions apply in the event of a share split, consolidation or similar event. The floor is Not disclosed. |
| Exercise period | 27 March 2028 to 26 March 2033 |
| Number of Stock Acquisition Rights | Total number to be issued: 2,600. Number of unexercised rights: Not disclosed. |
| Conditions for lifting transfer restrictions | The rights may be exercised only if the conditions specified in a separate allotment agreement are met. In addition, the holder must be serving as a director, executive officer, audit & supervisory board member or employee of the Company or one of its subsidiaries at the time of exercise, subject to certain exceptions. |
| Reason for acquisition without consideration | If, at any time between the allotment date and the day before the start of the exercise period, the average closing price for the most recent 21 trading days falls below 65% of the exercise price applicable at that time and the Board of Directors specifies an acquisition date. If approval or other action is taken in connection with a reorganization or similar transaction and the Board of Directors determines that acquisition is necessary and specifies an acquisition date. In addition, if a proposal to amend the Articles of Incorporation in connection with conversion to a company with restrictions on share transfers or a similar matter is approved. |
| Categories and Number of Persons Covered | 4 executive officers of the Company: 2,600 share acquisition rights |
| Procedures under the Corporate Code of Conduct | Resolution of the 22nd Annual General Meeting of Shareholders, determination by the Representative Executive Officer pursuant to delegation from the Company’s Board of Directors, and resolution of the Company’s Compensation Committee |
Items this document does not state (17)
Total issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateIntended allottee's holding policyDilution RateTotal number of issued sharesTransfer restriction periodTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioEffective dateMost 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 increase the executive officers’ motivation and morale to improve the Company’s business performance.
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.