Details of issuance or disposal
Issuance of new shares as restricted stock compensation
4,500 common shares (new shares)
¥37,260,000
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 new shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 4,500 common shares (new shares) |
| Issue price and disposal price | ¥8,280 per share |
| Total issue value | ¥37,260,000 |
| Amount of funds to be raised | Total amount paid in: ¥37,260,000; estimated net proceeds: Not disclosed |
| Payment date | 12 August 2026 |
| Intended allottee | Name 2 of the Company's directors (excluding directors who are Audit & Supervisory Committee members and outside directors) / Number of Shares Not disclosed, Name 3 executive officers who do not concurrently serve as directors of the Company / Number of Shares Not disclosed |
| Intended allottee's holding policy | During the restriction period, the shares may not be transferred to any third party, pledged, or otherwise disposed of in any manner. They will be managed in a designated account. |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Tokyo Stock Exchange Standard Market on 13 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥8,280. No discount or premium rate was stated. |
| Transfer restriction period | From 12 August 2026 until the point at which the recipient resigns or retires from all positions as an officer or employee of the Company or any group company to which the Company belongs |
| Conditions for lifting transfer restrictions | The restrictions will be lifted if the recipient resigns or retires from all positions as an officer or employee upon expiration of the term of office, mandatory retirement, death, inability to perform duties or work due to illness, resignation or retirement for reasons not attributable to the recipient, or for any other reason deemed justified by the Company's Board of Directors. Conditions for lifting the restrictions in the event of a reorganization or similar transaction are also prescribed. |
| Reason for acquisition without consideration | If, during the restriction period, the recipient commits a violation of laws or regulations or falls under any other specified circumstance set forth in the restricted stock allotment agreement. If any shares remain subject to the restrictions when the recipient resigns or retires, or on the effective date of a reorganization or similar transaction, the Company will acquire those shares without consideration. However, in the case of resignation or retirement for a justified reason, certain shares will be excluded. |
| Categories and Number of Persons Covered | 2 directors (excluding directors who are Audit & Supervisory Committee members and outside directors) and 3 executive officers who do not concurrently serve as directors, for a total of 5 recipients. The breakdown of the number of shares allotted by recipient category is Not disclosed. |
| Total Stock-Based Compensation | Total monetary claims: ¥37,260,000. The annual compensation limit for eligible directors is ¥60 million or less. |
| Procedures under the Corporate Code of Conduct | The matter was referred to the Nomination and Compensation Advisory Committee. |
Items this document does not state (13)
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 secure outstanding management talent, provide incentives for the sustained enhancement of corporate value, and promote the sharing of value with shareholders. The arrangement is also intended to further enhance the motivation of the eligible directors and other recipients.