Details of issuance or disposal
Issuance of new shares as restricted stock compensation
30,600 common shares (new shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥49,816,800
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 | Issuance of new shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 30,600 common shares (new shares) |
| Issue price and disposal price | ¥1,628 per share |
| Total issue value | ¥49,816,800 |
| Intended allottee | 3 directors (excluding directors who are Audit and Supervisory Committee members and outside directors): 30,600 shares |
| Intended allottee's holding policy | During the transfer restriction period, the recipients may not transfer, create security interests over or otherwise dispose of the shares. The transfer restriction period is from 29 June 2026 to 1 July 2029. |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Tokyo Stock Exchange on 28 May 2026, ¥1,628. No discount or premium applies. |
| Transfer restriction period | From 29 June 2026 to 1 July 2029 |
| Conditions for lifting transfer restrictions | Provided that the recipient continuously holds the position of director of the Company during the transfer restriction period, all of the allotted shares will be released from the transfer restrictions on the expiration date of the period. If the recipient loses the position due to expiration of the term of office, death or another reason deemed justifiable by the Board of Directors, some or all of the shares will be released based on a prescribed calculation. |
| Reason for acquisition without consideration | Upon expiration of the transfer restriction period, or immediately after the recipient loses the position of director during the period, the Company will acquire without consideration any allotted shares that remain subject to the transfer restrictions. |
| Categories and Number of Persons Covered | 3 directors (excluding directors who are Audit and Supervisory Committee members and outside directors): 30,600 shares |
| Total Stock-Based Compensation | ¥49,816,800 (total amount based on the fair value per common share) |
| Procedures under the Corporate Code of Conduct | The Company obtained opinions from all disinterested directors who are Audit and Supervisory Committee members that the transaction would not disadvantage minority shareholders. Kono Takaki (河野貴輝), a specially interested party, did not participate in the deliberations or resolution. |
| Impact on Business Performance | The issuance is expected to provide a new incentive to the eligible directors, promote value sharing with shareholders and expand corporate value. |
Items this document does not state (14)
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 achieve sustained improvement in corporate value and shareholder value over the medium to long term, and to promote value sharing with shareholders.