Worth reading
40Recurring
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
245153
SharesWording
Definitive
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
Who receives how much245,153Shares
245,153 common shares of the Company (treasury shares)
Directors of the Company (excluding outside directors)6 / 73,416 shares
The Company's executive officers who do not concurrently serve as directors18 / 126,534 shares
The Company's fellows8 independent officers / 19,591 shares
The Company's councilors11 / 25,612 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.
¥1,179.5 per share
Amount of funds to be raised
Total payment amount: ¥289,157,981 (funded through an in-kind contribution of monetary claims held by the recipients, not a cash raising) / Estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary claims: ¥289,157,981. The annual ceiling on total compensation for eligible directors is ¥300 million.
発行済株式総数
As this is a disposal of treasury shares, the total number of issued shares will not increase
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
17 August 2026 to 16 August 2056 (30 years)
Conditions for lifting transfer restrictions
The restrictions will be fully lifted upon expiry of the restricted period, provided that the recipient has continuously held one of the positions of director, executive officer who does not concurrently serve as a director, fellow or managing officer of the Company during the restricted period. If the recipient retires or leaves the Company due to expiry of the term of office, mandatory retirement or another legitimate reason, the restrictions will be lifted immediately after retirement or departure for the number of shares corresponding to the period of service.
Reason for acquisition without consideration
Immediately after the expiry of the restricted period or the lifting of the restrictions, the Company will acquire without consideration all shares for which the restrictions have not been lifted. In the event of a corporate reorganization or similar event, the Company will also acquire without consideration all shares for which the restrictions have not been lifted.
Categories and Number of Persons Covered
Category Directors of the Company (excluding outside directors) / Number of Employees 6 / Number of allocated shares 73,416 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 18 / Number of allocated shares 126,534 shares, Category The Company's fellows / Number of Employees 8 independent officers / Number of allocated shares 19,591 shares, Category The Company's councilors / Number of Employees 11 / Number of allocated shares 25,612 shares
Intended allottee's holding policy
During the restricted period, the shares may not be transferred to third parties, pledged or otherwise disposed of in any way. The restricted period runs from 17 August 2026 to 16 August 2056.
Payment date
17 August 2026
Basis for determining the amount to be paid
The closing price of ¥1,179.5 on the Tokyo Stock Exchange Prime Market on 23 July 2026, the business day preceding the date of the Board of Directors' resolution. The Company determined that this did not constitute a particularly favorable price. Discount rate/premium rate: Not disclosed
Procedures under the Corporate Code of Conduct
The Board of Directors adopted the resolution following deliberation by the Governance Committee.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 245,153 common shares of the Company (treasury shares) |
| Issue price and disposal price | ¥1,179.5 per share |
| Amount of funds to be raised | Total payment amount: ¥289,157,981 (funded through an in-kind contribution of monetary claims held by the recipients, not a cash raising) / Estimated net proceeds: Not disclosed |
| Payment date | 17 August 2026 |
| Intended allottee | Name Directors of the Company (excluding outside directors) / Number of Employees 6 / Number of Shares 73,416 shares, Name The Company's executive officers who do not concurrently serve as directors / Number of Employees 18 / Number of Shares 126,534 shares, Name The Company's fellows / Number of Employees 8 independent officers / Number of Shares 19,591 shares, Name The Company's councilors / Number of Employees 11 / Number of Shares 25,612 shares |
| Intended allottee's holding policy | During the restricted period, the shares may not be transferred to third parties, pledged or otherwise disposed of in any way. The restricted period runs from 17 August 2026 to 16 August 2056. |
| Dilution Rate | As this is a disposal of treasury shares, the total number of issued shares will not increase |
| Basis for determining the amount to be paid | The closing price of ¥1,179.5 on the Tokyo Stock Exchange Prime Market on 23 July 2026, the business day preceding the date of the Board of Directors' resolution. The Company determined that this did not constitute a particularly favorable price. Discount rate/premium rate: Not disclosed |
| Transfer restriction period | 17 August 2026 to 16 August 2056 (30 years) |
| Conditions for lifting transfer restrictions | The restrictions will be fully lifted upon expiry of the restricted period, provided that the recipient has continuously held one of the positions of director, executive officer who does not concurrently serve as a director, fellow or managing officer of the Company during the restricted period. If the recipient retires or leaves the Company due to expiry of the term of office, mandatory retirement or another legitimate reason, the restrictions will be lifted immediately after retirement or departure for the number of shares corresponding to the period of service. |
| Reason for acquisition without consideration | Immediately after the expiry of the restricted period or the lifting of the restrictions, the Company will acquire without consideration all shares for which the restrictions have not been lifted. In the event of a corporate reorganization or similar event, the Company will also acquire without consideration all shares for which the restrictions have not been lifted. |
| Categories and Number of Persons Covered | Category Directors of the Company (excluding outside directors) / Number of Employees 6 / Number of allocated shares 73,416 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 18 / Number of allocated shares 126,534 shares, Category The Company's fellows / Number of Employees 8 independent officers / Number of allocated shares 19,591 shares, Category The Company's councilors / Number of Employees 11 / Number of allocated shares 25,612 shares |
| Total Stock-Based Compensation | Total monetary claims: ¥289,157,981. The annual ceiling on total compensation for eligible directors is ¥300 million. |
| Procedures under the Corporate Code of Conduct | The Board of Directors adopted the resolution following deliberation by the Governance Committee. |
Items this document does not state (13)
Total issue valueEstimated issuance expensesSpecific use of fundsTotal number of issued sharesExercise 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 provide incentives for the sustained enhancement of corporate value and promote value sharing with shareholders, as well as to further motivate the eligible directors and other recipients.
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.