Komori
Share Issuance and Disposal3205DAIDOH LIMITEDMaterials and Chemicals

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company has resolved to dispose of 19,500 treasury shares to 4 directors and 5 executive officers as restricted stock compensation. The shares may not be transferred until the recipients satisfy the service requirements and the performance condition of consolidated operating profit of at least ¥1.5 billion.

Worth reading
42Recurring
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Direction
Neutral
Direction inferred from the company’s description.
Scale
19500
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much19,500Shares

19,500 shares of the Company’s common stock (treasury shares)

4 of the Company's directors, excluding outside directors15,000 shares
5 of the Company's executive officers who do not concurrently serve as directors4,500 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.

¥751 per share
Total issue value

¥14,644,500

Amount of funds to be raised
Total payment amount: ¥14,644,500; estimated net proceeds: Not disclosed (no cash will be raised by the Company because the shares will be paid for through an in-kind contribution)
Total Stock-Based Compensation
Total monetary compensation claims: ¥14,644,500. The annual compensation limit for the recipient directors is ¥40 million.
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 the payment date until the date on which the recipient retires or resigns from either the position of director or executive officer of the Company. However, if the retirement or resignation date is on or before 30 June 2027, the period will end on 1 July 2027.
Conditions for lifting transfer restrictions
The recipient must continuously hold the position of director or executive officer of the Company throughout the service period and consolidated operating profit for the fiscal year ending March 2027 must reach at least ¥1.5 billion. If these conditions are met, all transfer restrictions will be lifted when the applicable restricted transfer period expires.
Reason for acquisition without consideration
If, during the restricted transfer period, the recipient retires or resigns from both the position of director and the position of executive officer without a valid reason, if consolidated operating profit for the fiscal year ending March 2027 does not reach at least ¥1.5 billion, or if the transfer restrictions have not been lifted as of the applicable lifting date.
Categories and Number of Persons Covered
4 directors, excluding outside directors, receiving 15,000 shares; 5 executive officers who do not concurrently serve as directors, receiving 4,500 shares
Intended allottee's holding policy
Transfers and other dispositions will be prohibited from the payment date until the date on which the recipient retires or resigns from either the position of director or executive officer of the Company. The shares will be held and maintained in a designated account.
Payment date
20 August 2026
Basis for determining the amount to be paid
The closing price of the Company’s common stock on the Tokyo Stock Exchange on 22 July 2026, which was ¥751. No discount or premium rate is disclosed.
Most recent equity financing
Timing 24 May 2024 / Type Introduction of a Restricted Stock Compensation Plan / Amount Not disclosed
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares as restricted stock compensation
Number of shares to be issued or disposed of19,500 shares of the Company’s common stock (treasury shares)
Issue price and disposal price¥751 per share
Total issue value¥14,644,500
Amount of funds to be raisedTotal payment amount: ¥14,644,500; estimated net proceeds: Not disclosed (no cash will be raised by the Company because the shares will be paid for through an in-kind contribution)
Payment date20 August 2026
Intended allotteeCategory 4 of the Company's directors, excluding outside directors / Number of Shares 15,000 shares, Category 5 of the Company's executive officers who do not concurrently serve as directors / Number of Shares 4,500 shares
Intended allottee's holding policyTransfers and other dispositions will be prohibited from the payment date until the date on which the recipient retires or resigns from either the position of director or executive officer of the Company. The shares will be held and maintained in a designated account.
Basis for determining the amount to be paidThe closing price of the Company’s common stock on the Tokyo Stock Exchange on 22 July 2026, which was ¥751. No discount or premium rate is disclosed.
Transfer restriction periodFrom the payment date until the date on which the recipient retires or resigns from either the position of director or executive officer of the Company. However, if the retirement or resignation date is on or before 30 June 2027, the period will end on 1 July 2027.
Conditions for lifting transfer restrictionsThe recipient must continuously hold the position of director or executive officer of the Company throughout the service period and consolidated operating profit for the fiscal year ending March 2027 must reach at least ¥1.5 billion. If these conditions are met, all transfer restrictions will be lifted when the applicable restricted transfer period expires.
Reason for acquisition without considerationIf, during the restricted transfer period, the recipient retires or resigns from both the position of director and the position of executive officer without a valid reason, if consolidated operating profit for the fiscal year ending March 2027 does not reach at least ¥1.5 billion, or if the transfer restrictions have not been lifted as of the applicable lifting date.
Categories and Number of Persons Covered4 directors, excluding outside directors, receiving 15,000 shares; 5 executive officers who do not concurrently serve as directors, receiving 4,500 shares
Total Stock-Based CompensationTotal monetary compensation claims: ¥14,644,500. The annual compensation limit for the recipient directors is ¥40 million.
Most recent equity financingTiming 24 May 2024 / Type Introduction of a Restricted Stock Compensation Plan / Amount Not disclosed
Items this document does not state (13)
Estimated issuance expensesSpecific use of fundsDilution RateTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioProcedures under the Corporate Code of ConductMajor 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 enhance the recipients’ awareness of participating in management through ownership of the Company’s shares, provide incentives for the sustained enhancement of corporate value, and promote the sharing of value with shareholders.

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Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | DAIDOH LIMITED (3205) timely disclosure | Komori