Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
37,472 shares of the Company's common stock (treasury shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥23,719,776
No increase, as this is a disposal of treasury shares
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 | 37,472 shares of the Company's common stock (treasury shares) |
| Issue price and disposal price | ¥633 per share |
| Total issue value | ¥23,719,776 |
| Amount of funds to be raised | No cash will be raised, as monetary receivables totaling ¥23,719,776 will be contributed in kind. Estimated net proceeds: Not disclosed |
| Payment date | 24 April 2026 |
| Intended allottee | Name Directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 6 / Number of Shares 37,472 shares |
| Intended allottee's holding policy | During the restricted transfer period, the recipients are prohibited from transferring the shares to third parties, creating security interests over them or otherwise disposing of them in any way. The restrictions will be lifted immediately after the eligible director resigns or retires from the applicable position or otherwise at the relevant time. |
| Total number of issued shares | No increase, as this is a disposal of treasury shares |
| Basis for determining the amount to be paid | The closing price of the Company's common stock on the Tokyo Stock Exchange Growth Market on 26 March 2026, the business day preceding the date of the Board of Directors' resolution, was ¥633. No discount or premium was stated. |
| Transfer restriction period | From 24 April 2026 until immediately after the eligible director resigns or retires from the applicable position at the Company or one of its subsidiaries |
| Conditions for lifting transfer restrictions | The recipient must continuously hold one of the following positions during the applicable service period: director of the Company or one of its subsidiaries, executive officer who does not concurrently serve as a director, employee, adviser, counselor or any other equivalent position. In the event of resignation or retirement for a legitimate reason, the restrictions will be lifted for the number of shares corresponding to the period of service. |
| Reason for acquisition without consideration | If the recipient commits a violation of laws or regulations during the restricted transfer period or otherwise meets any of the specified conditions set out in the allotment agreement. In addition, if any shares remain subject to the restrictions when the restricted transfer period expires or when the recipient resigns or retires for a legitimate reason. |
| Categories and Number of Persons Covered | 6 directors of the Company, excluding directors who are Audit and Supervisory Committee members and outside directors; 37,472 shares |
| Total Stock-Based Compensation | Monetary compensation receivables of ¥23,719,776. The annual compensation limit is ¥100,000 thousand or less. |
| Procedures under the Corporate Code of Conduct | At the 44th Annual General Meeting of Shareholders held on 19 March 2025, approval was obtained for the payment of monetary receivables under the Plan and for the issuance or disposal of up to 100,000 shares of common stock per year, among other matters. |
| Impact on Business Performance | No impact on financial results from this disposal of treasury shares is stated. |
Items this document does not state (11)
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 an incentive for the sustained enhancement of the Company's corporate value and promote greater sharing of value with shareholders. In this disposal, the Company also took into account the purpose of the Plan, the Company's business performance, the scope of responsibilities of each eligible director and other relevant circumstances, with the aim of further enhancing the motivation of each eligible director.