Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
20,407 common shares of the Company (treasury shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥64,996,295
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 | 20,407 common shares of the Company (treasury shares) |
| Issue price and disposal price | ¥3,185 per share |
| Total issue value | ¥64,996,295 |
| Amount of funds to be raised | Total payment amount of ¥64,996,295 (contribution in kind of monetary claims against the eligible directors; no cash is being raised), net estimated proceeds: Not disclosed |
| Payment date | 15 April 2026 |
| Intended allottee | Name Directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 2 / Number of Shares 20,407 shares |
| Intended allottee's holding policy | During the transfer restriction period, the shares may not be transferred to any third party, pledged as collateral, or otherwise disposed of. The transfer restriction period will run from 15 April 2026 until the later of immediately after the eligible director retires or resigns from the prescribed position, or 1 April 2027. |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 24 March 2026, the business day preceding the date of the Board of Directors' resolution, was ¥3,185. There is no discount or premium. |
| Transfer restriction period | From 15 April 2026 until the later of immediately after the eligible director retires or resigns from a prescribed position at the Company or one of its subsidiaries, or 1 April 2027 |
| Conditions for lifting transfer restrictions | Subject to the eligible director continuously holding one of the positions of director, employee or an equivalent position at the Company or one of its subsidiaries throughout the service period, all transfer restrictions will be lifted when the transfer restriction period expires. If the eligible director retires or resigns upon expiration of the term of office, reaching the mandatory retirement age or for another legitimate reason, the transfer restrictions on the number of shares corresponding to the period of service will be lifted immediately after retirement or resignation. |
| Reason for acquisition without consideration | If the eligible director retires or resigns during the transfer restriction period for a reason other than a legitimate reason, is found to have engaged in a violation of laws or regulations or other misconduct, or the transfer restrictions are not lifted upon expiration of the transfer restriction period or at another prescribed time. |
| Categories and Number of Persons Covered | 2 directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors), 20,407 shares |
| Total Stock-Based Compensation | Total monetary claims of ¥64,996,295 (within the annual compensation limit of ¥200,000 thousand) |
| Procedures under the Corporate Code of Conduct | The Board of Directors sought the advice of the Nomination and Compensation Committee, a majority of whose members are independent outside directors, and made the decision after giving due weight to and deliberating on the committee's recommendation. |
| Impact on Business Performance | The impact of this transaction on business performance is 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 with an incentive to enhance the Company's corporate value sustainably, promote value sharing with shareholders, and achieve further earnings growth.