Worth reading
50Recurring
Scored from 4 of 5 sectionsDirection
Neutral
Direction inferred from the company’s description.Scale
120000
Shares (1,200 subscription rights × 100 shares per subscription right)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Issuance of stock acquisition rights as stock options
発行・処分する株式数
1,200 subscription rights, with each subscription right entitling the holder to acquire 100 common shares (120,000 potential shares)
Intended allottee
Eligible directors (excluding Directors who are Audit & Supervisory Committee Members and Outside Directors)
No payment of money is required in exchange for the stock acquisition rights.
Amount of funds to be raised
Total amount to be paid: ¥0; estimated net proceeds: ¥0
Total Stock-Based Compensation
Up to ¥30 million per year
Terms of the stock acquisition rights
Exercise price
The initial exercise price will be determined based on the average closing price for the month preceding the month containing the allotment date or the closing price on the allotment date. Adjustment provisions apply in the event of a share split, consolidation of shares or similar event. The floor price is not disclosed.
Exercise period
From the date falling 4 years after the allotment date of the subscription rights to the date falling 7 years after the allotment date (or the preceding business day if the final day is not a banking business day)
Number of Stock Acquisition Rights
Maximum number of subscription rights to be issued: 1,200; outstanding unexercised rights: not disclosed
Reason for acquisition without consideration
If approval or other authorization is obtained at a shareholders meeting for a merger or similar transaction in which the Company becomes the disappearing company. If a holder of subscription rights ceases to satisfy the exercise conditions before exercising the rights.
Categories and Number of Persons Covered
Eligible directors (excluding Directors who are Audit & Supervisory Committee Members and Outside Directors): 3 if approved as proposed at this Ordinary General Meeting of Shareholders; number of shares allotted: not disclosed
Basis for determining the amount to be paid
The exercise price will be the average closing price of the Company’s common shares on the Tokyo Stock Exchange on each trading day in the month preceding the month containing the allotment date. However, if that amount is below the closing price on the allotment date, the exercise price will be the closing price on the allotment date. The discount rate and premium rate are not disclosed.
Procedures under the Corporate Code of Conduct
The proposal will be submitted to the 22nd Ordinary General Meeting of Shareholders scheduled for 27 May 2026. A report has been obtained from the Nomination and Compensation Committee.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of stock acquisition rights as stock options |
| Number of shares to be issued or disposed of | 1,200 subscription rights, with each subscription right entitling the holder to acquire 100 common shares (120,000 potential shares) |
| Issue price and disposal price | No payment of money is required in exchange for the stock acquisition rights. |
| Amount of funds to be raised | Total amount to be paid: ¥0; estimated net proceeds: ¥0 |
| Intended allottee | Eligible directors (excluding Directors who are Audit & Supervisory Committee Members and Outside Directors) |
| Basis for determining the amount to be paid | The exercise price will be the average closing price of the Company’s common shares on the Tokyo Stock Exchange on each trading day in the month preceding the month containing the allotment date. However, if that amount is below the closing price on the allotment date, the exercise price will be the closing price on the allotment date. The discount rate and premium rate are not disclosed. |
| Exercise price | The initial exercise price will be determined based on the average closing price for the month preceding the month containing the allotment date or the closing price on the allotment date. Adjustment provisions apply in the event of a share split, consolidation of shares or similar event. The floor price is not disclosed. |
| Exercise period | From the date falling 4 years after the allotment date of the subscription rights to the date falling 7 years after the allotment date (or the preceding business day if the final day is not a banking business day) |
| Number of Stock Acquisition Rights | Maximum number of subscription rights to be issued: 1,200; outstanding unexercised rights: not disclosed |
| Reason for acquisition without consideration | If approval or other authorization is obtained at a shareholders meeting for a merger or similar transaction in which the Company becomes the disappearing company. If a holder of subscription rights ceases to satisfy the exercise conditions before exercising the rights. |
| Categories and Number of Persons Covered | Eligible directors (excluding Directors who are Audit & Supervisory Committee Members and Outside Directors): 3 if approved as proposed at this Ordinary General Meeting of Shareholders; number of shares allotted: not disclosed |
| Total Stock-Based Compensation | Up to ¥30 million per year |
| Procedures under the Corporate Code of Conduct | The proposal will be submitted to the 22nd Ordinary General Meeting of Shareholders scheduled for 27 May 2026. A report has been obtained from the Nomination and Compensation Committee. |
Items this document does not state (15)
Total issue valueEstimated issuance expensesSpecific use of fundsPayment dateIntended allottee's holding policyDilution RateTotal number of issued sharesTransfer restriction periodConditions for lifting transfer restrictionsUnderwriter / 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 increase the eligible directors’ motivation and morale to contribute to improving the Company’s medium- to long-term performance and corporate value, and to promote value sharing with shareholders. The Company believes that the amount of compensation and the terms of the subscription rights are reasonable, having been determined in consideration of the Company’s operating conditions, compensation policy and other factors, after obtaining a report from the Nomination and Compensation Committee.
How to read this page
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.