Komori
Share Issuance and Disposal3402TORAY INDUSTRIES,INC.Materials and Chemicals

Notice Regarding the Determination of the Disposal Price and Other Terms for the Disposal of Treasury Shares as Restricted Stock Incentives for the Employee Stock Ownership Plan

For the previously approved disposal of treasury shares as restricted stock for the employee stock ownership association, the disposal price was set at ¥1,333.0 per share and the maximum number of shares to be disposed of was set at 2,524,060. The actual number of shares and total disposal amount will be finalized based on the number of eligible employees who agree to participate in the program.

Worth reading
32Immaterial
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
2524060
Shares (maximum)
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock incentives for the employee stock ownership plan

発行・処分する株式数2,524,060Shares

2,524,060 shares of the company's common stock (maximum; to be finalized based on the number of eligible employees)

Intended allottee
Toray Employee Stock Ownership Association (the actual number of shares will be finalized based on the number of eligible employees)
¥1,333.0 per share
Total issue value

¥3,364,571,980 (maximum)

Categories and Number of Persons Covered
Up to 10,430 employees of the company (the actual number will be finalized based on the number of eligible employees who agree to participate in the program), assuming 242 shares per person
Basis for determining the amount to be paid
The closing price of ¥1,188.5 on 5 August 2026 was compared with the closing price on the trading day immediately preceding 18 August 2026, and the higher price of ¥1,333.0 was adopted. The premiums to the average closing price were 15.01% for one month, 16.52% for three months and 14.91% for six months.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares as restricted stock incentives for the employee stock ownership plan
Number of shares to be issued or disposed of2,524,060 shares of the company's common stock (maximum; to be finalized based on the number of eligible employees)
Issue price and disposal price¥1,333.0 per share
Total issue value¥3,364,571,980 (maximum)
Intended allotteeToray Employee Stock Ownership Association (the actual number of shares will be finalized based on the number of eligible employees)
Basis for determining the amount to be paidThe closing price of ¥1,188.5 on 5 August 2026 was compared with the closing price on the trading day immediately preceding 18 August 2026, and the higher price of ¥1,333.0 was adopted. The premiums to the average closing price were 15.01% for one month, 16.52% for three months and 14.91% for six months.
Categories and Number of Persons CoveredUp to 10,430 employees of the company (the actual number will be finalized based on the number of eligible employees who agree to participate in the program), assuming 242 shares per person
Items this document does not state (21)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateIntended allottee's holding policyDilution RateTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioProcedures under the Corporate Code of ConductMost 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 take existing shareholders into consideration and eliminate discretion, the company compared the closing price of ¥1,188.5 on the business day preceding the date of the board resolution with the closing price on the trading day preceding the date on which the terms were determined, and used the higher amount as the disposal price. The company explains that the price is equal to the market price and is not particularly favorable to the employee stock ownership association.

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.
Notice Regarding the Determination of the Disposal Price and Other Terms for the Disposal of Treasury Shares as Restricted Stock Incentives for the Employee Stock Ownership Plan | TORAY INDUSTRIES,INC. (3402) timely disclosure | Komori