Details of issuance or disposal
Issuance of stock acquisition rights for subscription (paid stock options)
222,000 common shares (2,220 stock acquisition rights × 100 shares per right, if all rights are exercised)
The lower thin line represents the existing number of shares to which these shares will be added.
¥666,000 (2,220 rights × ¥300; maximum amount)
If all of these stock acquisition rights are exercised, common shares will increase by 222,000
Approximately 0.5% (if all of these stock acquisition rights are exercised)
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.
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.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of stock acquisition rights for subscription (paid stock options) |
| Number of shares to be issued or disposed of | 222,000 common shares (2,220 stock acquisition rights × 100 shares per right, if all rights are exercised) |
| Issue price and disposal price | ¥300 per stock acquisition right |
| Total issue value | ¥666,000 (2,220 rights × ¥300; maximum amount) |
| Amount of funds to be raised | Total amount to be paid: ¥666,000. Estimated net proceeds: Not disclosed |
| Payment date | 13 July 2026 |
| Intended allottee | 1 director of the company: 2,220 stock acquisition rights (maximum) |
| Dilution Rate | Approximately 0.5% (if all of these stock acquisition rights are exercised) |
| Total number of issued shares | If all of these stock acquisition rights are exercised, common shares will increase by 222,000 |
| Basis for determining the amount to be paid | The issue price of ¥300 per stock acquisition right was determined by reference to the valuation calculated by the third-party valuation institution Akasaka International Accounting Co., Ltd., using a Monte Carlo simulation and taking into account the company’s share price information and other factors. |
| Exercise price | ¥624 per share. Adjustment provisions apply in cases including share splits, share consolidations, and the issuance of new shares or disposition of treasury shares below market value. The lower limit for adjustments is Not disclosed |
| Exercise period | From 1 July 2027 to 31 March 2036 |
| Number of Stock Acquisition Rights | Total number to be issued: 2,220. Number of unexercised rights: Not disclosed |
| Conditions for lifting transfer restrictions | If operating profit exceeds the target, the rights may be exercised up to the percentage corresponding to the fiscal year used for determination: 33% if operating profit exceeds ¥589 million for the period from the fiscal year ending March 2027 through the fiscal year ending March 2031; 66% if operating profit exceeds ¥3,300 million for the period from the fiscal year ending March 2027 through the fiscal year ending March 2033; and 100% if operating profit exceeds ¥5,000 million for the period from the fiscal year ending March 2027 through the fiscal year ending March 2035. The holder must also be a director, corporate auditor or employee of the company or one of its affiliates when exercising the rights. |
| Reason for acquisition without consideration | If approval is granted for a merger in which the company is the disappearing company, a company split in which the company is the splitting company, or a share exchange or share transfer in which the company becomes a wholly owned subsidiary. The company may also acquire the rights without consideration if the holder becomes unable to exercise them before exercising them due to the exercise conditions. |
| Categories and Number of Persons Covered | 1 director of the company: 2,220 rights |
| Total Stock-Based Compensation | Not applicable, as these rights are issued for consideration based on an individual investment decision and are not provided as compensation |
| Procedures under the Corporate Code of Conduct | Because the stock acquisition rights will be issued for consideration at fair value and on terms that are not particularly favorable, the issuance will be carried out without shareholder approval. |
Items this document does not state (10)
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 increase the motivation and morale of directors and executive officers and strengthen the company’s unity in pursuit of medium- to long-term earnings growth and increased corporate value. The company expects that making the achievement of operating profit targets an exercise condition will contribute to enhancing corporate and shareholder value.