Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
360,000 common shares (3 directors: 240,000 shares; 6 executive officers: 120,000 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.
¥160,920,000
The total number of issued shares will not increase because this is a disposal of treasury shares.
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 | Disposal of treasury shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 360,000 common shares (3 directors: 240,000 shares; 6 executive officers: 120,000 shares) |
| Issue price and disposal price | ¥447 per share |
| Total issue value | ¥160,920,000 |
| Amount of funds to be raised | Total payment amount: ¥160,920,000; estimated net proceeds: Not disclosed |
| Payment date | 24 July 2026 |
| Intended allottee | Name 3 directors of the Company (excluding outside directors) / Number of Shares 240,000 shares, Name 6 executive officers / Number of Shares 120,000 shares |
| Intended allottee's holding policy | During the transfer restriction period, the shares may not be transferred, pledged, gifted inter vivos or otherwise disposed of. In principle, the transfer restriction period will run from 24 July 2026 until the conclusion of the annual general meeting of shareholders in 2031. |
| Total number of issued shares | The total number of issued shares will not increase because this is a disposal of treasury shares. |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Tokyo Stock Exchange on 25 June 2026, the trading day immediately preceding the date of the Board of Directors' resolution, was ¥447. The discount rate and premium rate were Not disclosed. |
| Transfer restriction period | From the payment date until the later of the date on which the recipient resigns, retires or otherwise leaves any position as a director, executive officer or employee of the Company, or the date on which the annual securities report and other applicable reports for the fiscal year containing the payment date are filed. In principle, this will be until the conclusion of the annual general meeting of shareholders in 2031. |
| Conditions for lifting transfer restrictions | From 24 July 2026 until the conclusion of the annual general meeting of shareholders in 2031, the directors must remain in office as directors, and the executive officers must remain in office as executive officers or directors. If a recipient resigns, retires or otherwise leaves office for a valid reason, the restrictions will be lifted in proportion to the number of months in office divided by 60. In the event of death, the same treatment will apply. |
| Reason for acquisition without consideration | If a recipient resigns, retires or otherwise leaves office without a valid reason during the service provision period. If any shares remain subject to the transfer restrictions when the restrictions are scheduled to be lifted. If any shares remain subject to the transfer restrictions in connection with a corporate reorganization or similar transaction. |
| Categories and Number of Persons Covered | 3 directors of the Company (excluding outside directors): 240,000 shares; 6 executive officers: 120,000 shares |
| Total Stock-Based Compensation | Total monetary compensation claims: ¥160,920,000. The compensation limit is ¥200 million per year (effectively, no more than ¥40 million per fiscal year). |
| Procedures under the Corporate Code of Conduct | At the 31st Annual General Meeting of Shareholders held on 26 June 2026, approval was obtained for the maximum total number of shares and the compensation amount under this system, among other matters. |
| Impact on Business Performance | Although the Company has stated that the shares will be disposed of after taking into account the purpose of this system, the Company's performance and other relevant circumstances, the specific impact of this disposal of treasury shares on performance was Not disclosed. |
Items this document does not state (11)
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 the eligible recipients with an incentive to enhance corporate value by owning the Company's shares and to promote the sharing of value with shareholders over the medium to long term.