Details of issuance or disposal
Issuance of tax-qualified stock options (stock acquisition rights) (Series 18 Stock Acquisition Rights)
181,000 shares (1,810 stock acquisition rights, 100 shares per stock acquisition right)
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.
Total amount to be paid: Not disclosed; estimated net proceeds: Not disclosed
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 tax-qualified stock options (stock acquisition rights) (Series 18 Stock Acquisition Rights) |
| Number of shares to be issued or disposed of | 181,000 shares (1,810 stock acquisition rights, 100 shares per stock acquisition right) |
| Issue price and disposal price | Free of charge (no monetary payment is required in exchange for the stock acquisition rights) |
| Amount of funds to be raised | Total amount to be paid: Not disclosed; estimated net proceeds: Not disclosed |
| Intended allottee | Name 4 employees of the Company / Number of Shares 31,000 shares (310 stock acquisition rights), Name 3 employees of the Company's subsidiaries / Number of Shares 150,000 shares (1,500 stock acquisition rights) |
| Intended allottee's holding policy | The stock acquisition rights may not be transferred. |
| Basis for determining the amount to be paid | The exercise price will be the closing price of the Company's common shares in regular trading on the Tokyo Stock Exchange on the allocation date, 25 August 2026, multiplied by 1.1. If no trade is executed, the closing price on the preceding trading day will be used. This represents a 10% premium. |
| Exercise price | Initial exercise price: closing price on the allocation date × 1.1 (fractions of less than ¥1 rounded up). Adjustment provisions: adjustments will be made in connection with stock splits, consolidations, the issuance of new shares or disposal of treasury shares at certain low prices, and other events. Floor: Not disclosed |
| Exercise period | From 8 August 2028 to 7 August 2036 (if the final day is not a bank business day, the preceding bank business day) |
| Number of Stock Acquisition Rights | Total number issued: 1,810. Outstanding unexercised: Not disclosed |
| Conditions for lifting transfer restrictions | 40% of the total stock acquisition rights will vest one year after the employment start date. The remaining 60% will vest if operating income on the consolidated statement of income for the applicable fiscal year is positive. The holder must continuously remain a director, Audit & Supervisory Board member, or employee of the Company or one of its subsidiaries from the allocation date through the date of exercise, except where the Board of Directors recognizes a valid reason. |
| Reason for acquisition without consideration | If a holder of the stock acquisition rights ceases to meet the exercise conditions, or if a proposal approving a merger agreement under which the Company becomes the disappearing company, or an agreement for a share exchange or plan for a share transfer under which the Company becomes a wholly owned subsidiary, is approved at a shareholders meeting, the Company may acquire the stock acquisition rights without consideration. |
| Categories and Number of Persons Covered | 4 employees of the Company: 310 stock acquisition rights (31,000 shares); 3 employees of the Company's subsidiaries: 1,500 stock acquisition rights (150,000 shares) |
| Procedures under the Corporate Code of Conduct | At the 27th Annual General Meeting of Shareholders held on 28 May 2026, the proposal to issue stock acquisition rights as tax-qualified stock options was approved. |
Items this document does not state (14)
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 motivate and boost the morale of employees of the Company and its subsidiaries toward improving the consolidated performance of the Group as a whole, secure and retain talented personnel, and contribute to enhancing corporate value over the medium to long term.