Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
28,268 common shares (treasury 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.
¥96,224,272
Not applicable (disposal of treasury shares only)
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.
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 | 28,268 common shares (treasury shares) |
| Issue price and disposal price | ¥3,404 per share |
| Total issue value | ¥96,224,272 |
| Amount of funds to be raised | Total amount paid in: ¥96,224,272; estimated net proceeds: Not disclosed (because the payment is made through an in-kind contribution of compensation receivables) |
| Payment date | 8 May 2026 |
| Intended allottee | Name Directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 5 / Number of Shares 23,162 shares, Name The Company's executive officers who do not concurrently serve as directors / Number of Employees 6 / Number of Shares 4,298 shares, Name Directors of subsidiaries of the Company / Number of Employees 1 / Number of Shares 808 shares |
| Intended allottee's holding policy | During the transfer restriction period, the shares may not be transferred to third parties, pledged as collateral or otherwise disposed of in any way. The shares will be managed in a designated account. |
| Dilution Rate | Not applicable (disposal of treasury shares only) |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Tokyo Stock Exchange on 8 April 2026, the business day preceding the date of the Board of Directors' resolution, was ¥3,404. No discount or premium was applied. |
| Transfer restriction period | From 8 May 2026 until immediately after the eligible individual ceases to hold any position as a director of the Company, an executive officer who does not concurrently serve as a director, or the representative director of a principal subsidiary of the Company |
| Conditions for lifting transfer restrictions | Provided that, throughout the service provision period, the eligible directors and others continuously hold one of the eligible positions and the performance conditions, including the share price and ESG requirements, are achieved, all transfer restrictions will be lifted upon expiry of the restricted transfer period. |
| Reason for acquisition without consideration | The Company will acquire without consideration any shares whose transfer restrictions are not lifted, all shares if it becomes clear that the relevant performance targets will not be achieved, and any shares whose restrictions are not lifted in connection with a reorganization or similar transaction. The Company will also acquire without consideration all or part of the shares if certain events occur, including a material violation of laws or internal rules, serious accounting fraud or a substantial loss. |
| Categories and Number of Persons Covered | Category Directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 5 / Number of allocated shares 23,162 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 6 / Number of allocated shares 4,298 shares, Category Directors of subsidiaries of the Company / Number of Employees 1 / Number of allocated shares 808 shares |
| Total Stock-Based Compensation | Total monetary compensation receivables: ¥96,224,272 |
| Procedures under the Corporate Code of Conduct | The resolution was approved by the Board of Directors based on a proposal from the Compensation Committee, an advisory body to the Board of Directors. Independent third-party opinions and confirmation of shareholder intent: Not disclosed. |
Items this document does not state (12)
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 directors and others with an incentive to achieve sustained growth in corporate value and promote value sharing with shareholders. The arrangement is also intended to further enhance the motivation of each eligible director and others.