Worth reading
46Recurring
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
264100
Shares (maximum)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares as restricted stock through a third-party allotment
Who receives how much264,100Shares
264,100 shares of the Company's common stock (maximum; treasury shares)
Ai Holdings Employees' Shareholding Association264,100 shares (maximum)
The lower thin line represents the existing number of shares to which these shares will be added.
¥2,837 per share
Amount of funds to be raised
Total payment amount of ¥749,251,700 (maximum), estimated net proceeds Not disclosed
Total Stock-Based Compensation
The amount of monetary claims to be paid as special incentive payments is equivalent to a maximum of ¥749,251,700.
発行済株式総数
0.47% of total issued shares and 0.50% of total voting rights (based on the maximum amount)
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.
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.
Transfer restriction period
From 3 August 2026 through 31 July 2033
Conditions for lifting transfer restrictions
Subject to the eligible employee remaining a member of the employee shareholding association throughout the transfer restriction period, all transfer restrictions will be lifted immediately after the period expires. In the event of an overseas assignment for business reasons, all transfer restrictions will be lifted on a date separately determined by the Company. The restrictions will also be lifted under prescribed conditions in the event of a reorganization or other similar event.
Reason for acquisition without consideration
Immediately after the transfer restriction period expires, or immediately after the transfer restrictions are lifted due to an overseas assignment, the Company will acquire without consideration any shares granted under this allotment for which the transfer restrictions have not been lifted.
Categories and Number of Persons Covered
The plan assumes that up to 2,641 full-time employees of the Group will each receive 100 shares of the Company's common stock. The actual number of eligible employees and shares will be determined at a later date.
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred, including withdrawals by eligible employees, pledged as collateral, or otherwise disposed of. The transfer restriction period runs from the disposal date through 31 July 2033.
Payment date
3 August 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange Prime Market on 22 May 2026, ¥2,837. The deviations from the average closing price were 3.73% against the one-month average of ¥2,735, 1.50% against the three-month average of ¥2,795, and 1.83% against the six-month average of ¥2,786.
Procedures under the Corporate Code of Conduct
Because the dilution rate is less than 25% and the transaction does not involve a change in the controlling shareholder, under the Tokyo Stock Exchange's Code of Corporate Conduct, it is not necessary to obtain an opinion from an independent third party or conduct procedures to confirm shareholders' intentions. The Audit & Supervisory Board members, including 2 Outside Audit & Supervisory Board Members, expressed the view that the disposal price does not constitute a disposal price particularly favorable to the recipients.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as restricted stock through a third-party allotment |
| Number of shares to be issued or disposed of | 264,100 shares of the Company's common stock (maximum; treasury shares) |
| Issue price and disposal price | ¥2,837 per share |
| Amount of funds to be raised | Total payment amount of ¥749,251,700 (maximum), estimated net proceeds Not disclosed |
| Payment date | 3 August 2026 |
| Intended allottee | Name Ai Holdings Employees' Shareholding Association / Number of Shares 264,100 shares (maximum) |
| Intended allottee's holding policy | During the transfer restriction period, the shares may not be transferred, including withdrawals by eligible employees, pledged as collateral, or otherwise disposed of. The transfer restriction period runs from the disposal date through 31 July 2033. |
| Dilution Rate | 0.47% of total issued shares and 0.50% of total voting rights (based on the maximum amount) |
| Total number of issued shares | 56,590,410 shares (as of 31 December 2025) → Not disclosed |
| Basis for determining the amount to be paid | The closing price of the Company's common stock on the Tokyo Stock Exchange Prime Market on 22 May 2026, ¥2,837. The deviations from the average closing price were 3.73% against the one-month average of ¥2,735, 1.50% against the three-month average of ¥2,795, and 1.83% against the six-month average of ¥2,786. |
| Transfer restriction period | From 3 August 2026 through 31 July 2033 |
| Conditions for lifting transfer restrictions | Subject to the eligible employee remaining a member of the employee shareholding association throughout the transfer restriction period, all transfer restrictions will be lifted immediately after the period expires. In the event of an overseas assignment for business reasons, all transfer restrictions will be lifted on a date separately determined by the Company. The restrictions will also be lifted under prescribed conditions in the event of a reorganization or other similar event. |
| Reason for acquisition without consideration | Immediately after the transfer restriction period expires, or immediately after the transfer restrictions are lifted due to an overseas assignment, the Company will acquire without consideration any shares granted under this allotment for which the transfer restrictions have not been lifted. |
| Categories and Number of Persons Covered | The plan assumes that up to 2,641 full-time employees of the Group will each receive 100 shares of the Company's common stock. The actual number of eligible employees and shares will be determined at a later date. |
| Total Stock-Based Compensation | The amount of monetary claims to be paid as special incentive payments is equivalent to a maximum of ¥749,251,700. |
| Procedures under the Corporate Code of Conduct | Because the dilution rate is less than 25% and the transaction does not involve a change in the controlling shareholder, under the Tokyo Stock Exchange's Code of Corporate Conduct, it is not necessary to obtain an opinion from an independent third party or conduct procedures to confirm shareholders' intentions. The Audit & Supervisory Board members, including 2 Outside Audit & Supervisory Board Members, expressed the view that the disposal price does not constitute a disposal price particularly favorable to the recipients. |
Items this document does not state (12)
Total issue valueEstimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioMost 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.To promote value sharing between eligible employees and shareholders by providing eligible employees with incentives aimed at sustainably increasing corporate value, and to support the asset building of eligible employees.
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.