Worth reading
45Recurring
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
0.02
% (dilution rate relative to the total number of issued shares)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares by third-party allotment (restricted stock incentives for the employee stock ownership plan)
Who receives how much38,470Shares
Up to 38,470 shares of the Company's common stock (the actual number of shares to be disposed of will be determined based on the number of shares subscribed for under the employee stock ownership plan)
トヨタ紡織従業員持株会Up to 38,470 shares
The lower thin line represents the existing number of shares to which these shares will be added.
¥2,148 per share
Total issue value
¥82,633,560 (maximum)
Amount of funds to be raised
Total amount paid in: ¥82,633,560 (maximum); estimated net proceeds: Not disclosed
Total Stock-Based Compensation
The total amount of monetary claims to be paid as this special incentive payment is a maximum of ¥82,633,560.
発行済株式総数
0.02% (relative to the total number of issued shares as of 31 March 2026) and 0.02% (relative to the total number of voting rights)
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 September 2026 to 31 October 2031
Conditions for lifting transfer restrictions
The transfer restrictions will be lifted upon expiration of the transfer restriction period, provided that the eligible employee has continuously remained a member of the employee stock ownership plan throughout the transfer restriction period. If the employee leaves the plan due to retirement or another legitimate reason, the restrictions will be lifted on the date the withdrawal application is accepted. If the employee becomes a non-resident, the restrictions will be lifted on the date the overseas transfer or other such event is decided.
Reason for acquisition without consideration
If an eligible employee commits a violation of laws or regulations during the transfer restriction period or otherwise falls under any of the specified circumstances set out in the restricted stock allotment agreement. The shares will also be acquired without consideration if the transfer restrictions are not lifted upon expiration of the transfer restriction period or at the prescribed time for lifting them.
Categories and Number of Persons Covered
Up to 1,369 employees in managerial positions at the Company, comprising executive management and executive/core positions. The breakdown is as follows: executive management: up to 22 employees, 470 shares; executive/core pattern 1: up to 9 employees, 40 shares; pattern 2: up to 101 employees, 30 shares; and pattern 3: up to 1,237 employees, 20 shares.
Intended allottee's holding policy
During the transfer restriction period, the employee stock ownership plan will manage the shares in a dedicated account, and transfers to third parties, the creation of security interests and other dispositions will be prohibited. Eligible employees will be restricted from withdrawing their restricted stock interests until the transfer restrictions are lifted.
Payment date
3 September 2026
Basis for determining the amount to be paid
The closing price of ¥2,148 on the Prime Market of the Tokyo Stock Exchange on 11 June 2026, the business day preceding the date of the Board of Directors' resolution. The deviations from the average closing price were -4.19% for the one-month period from 12 May 2026 to 11 June 2026, -9.67% for the three-month period from 12 March 2026 to 11 June 2026, and -16.26% for the six-month period from 12 December 2025 to 11 June 2026.
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, obtaining an opinion from an independent third party and conducting procedures to confirm shareholders' intentions are not required.
Impact on Business Performance
The Company believes that this will contribute to increasing its corporate value.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares by third-party allotment (restricted stock incentives for the employee stock ownership plan) |
| Number of shares to be issued or disposed of | Up to 38,470 shares of the Company's common stock (the actual number of shares to be disposed of will be determined based on the number of shares subscribed for under the employee stock ownership plan) |
| Issue price and disposal price | ¥2,148 per share |
| Total issue value | ¥82,633,560 (maximum) |
| Amount of funds to be raised | Total amount paid in: ¥82,633,560 (maximum); estimated net proceeds: Not disclosed |
| Payment date | 3 September 2026 |
| Intended allottee | Name トヨタ紡織従業員持株会 / Number of Shares Up to 38,470 shares |
| Intended allottee's holding policy | During the transfer restriction period, the employee stock ownership plan will manage the shares in a dedicated account, and transfers to third parties, the creation of security interests and other dispositions will be prohibited. Eligible employees will be restricted from withdrawing their restricted stock interests until the transfer restrictions are lifted. |
| Dilution Rate | 0.02% (relative to the total number of issued shares as of 31 March 2026) and 0.02% (relative to the total number of voting rights) |
| Total number of issued shares | 187,665,738 shares → Not disclosed |
| Basis for determining the amount to be paid | The closing price of ¥2,148 on the Prime Market of the Tokyo Stock Exchange on 11 June 2026, the business day preceding the date of the Board of Directors' resolution. The deviations from the average closing price were -4.19% for the one-month period from 12 May 2026 to 11 June 2026, -9.67% for the three-month period from 12 March 2026 to 11 June 2026, and -16.26% for the six-month period from 12 December 2025 to 11 June 2026. |
| Transfer restriction period | From 3 September 2026 to 31 October 2031 |
| Conditions for lifting transfer restrictions | The transfer restrictions will be lifted upon expiration of the transfer restriction period, provided that the eligible employee has continuously remained a member of the employee stock ownership plan throughout the transfer restriction period. If the employee leaves the plan due to retirement or another legitimate reason, the restrictions will be lifted on the date the withdrawal application is accepted. If the employee becomes a non-resident, the restrictions will be lifted on the date the overseas transfer or other such event is decided. |
| Reason for acquisition without consideration | If an eligible employee commits a violation of laws or regulations during the transfer restriction period or otherwise falls under any of the specified circumstances set out in the restricted stock allotment agreement. The shares will also be acquired without consideration if the transfer restrictions are not lifted upon expiration of the transfer restriction period or at the prescribed time for lifting them. |
| Categories and Number of Persons Covered | Up to 1,369 employees in managerial positions at the Company, comprising executive management and executive/core positions. The breakdown is as follows: executive management: up to 22 employees, 470 shares; executive/core pattern 1: up to 9 employees, 40 shares; pattern 2: up to 101 employees, 30 shares; and pattern 3: up to 1,237 employees, 20 shares. |
| Total Stock-Based Compensation | The total amount of monetary claims to be paid as this special incentive payment is a maximum of ¥82,633,560. |
| 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, obtaining an opinion from an independent third party and conducting procedures to confirm shareholders' intentions are not required. |
| Impact on Business Performance | The Company believes that this will contribute to increasing its corporate value. |
Items this document does not state (10)
Estimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioMost recent equity financingMajor shareholders after the offering
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.The purpose is to enhance the benefits provided to eligible employees, share value with the Company's shareholders, provide incentives for the sustained enhancement of corporate value, and support the asset formation 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.