Details of issuance or disposal
Disposal of treasury shares by third-party allotment (restricted stock incentives for the employee stock ownership plan)
13,530 common shares of the Company (maximum; treasury shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥41,807,700 (maximum)
0.03% of total shares outstanding and 0.04% of total voting rights
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.
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 by third-party allotment (restricted stock incentives for the employee stock ownership plan) |
| Number of shares to be issued or disposed of | 13,530 common shares of the Company (maximum; treasury shares) |
| Issue price and disposal price | ¥3,090 per share |
| Total issue value | ¥41,807,700 (maximum) |
| Amount of funds to be raised | Total payment amount of ¥41,807,700 (maximum); estimated net proceeds Not disclosed |
| Payment date | 31 October 2026 |
| Intended allottee | Name Ishihara Sangyo Kaisha Employee Stock Ownership Association / Number of Shares 13,530 shares (maximum) |
| Intended allottee's holding policy | During the restricted transfer period, transfers, the creation of security interests and other dispositions will be prohibited until the eligible employee retires, and the shares will be managed in a dedicated account. |
| Dilution Rate | 0.03% of total shares outstanding and 0.04% of total voting rights |
| Total number of issued shares | 40,383,943 shares (as of 31 March 2026) → Not disclosed |
| Basis for determining the amount to be paid | The closing price of ¥3,090 on the Prime Market of the Tokyo Stock Exchange on 6 August 2026, the business day preceding the date of the Board of Directors' resolution. The deviations from the average closing price were 6.48% for the one-month period from 7 July to 6 August 2026, 4.67% for the three-month period from 7 May to 6 August 2026, and 1.18% for the six-month period from 7 February to 6 August 2026. |
| Transfer restriction period | From 31 October 2026 until the date on which each eligible employee retires from their position as an employee of the Company or one of its subsidiaries while retaining membership in the employee stock ownership association |
| Conditions for lifting transfer restrictions | Provided that the eligible employee remains a member of the employee stock ownership association continuously from 31 October 2026 through 30 October 2027, all of the shares allotted under this arrangement corresponding to that employee's interest will be released from the transfer restrictions upon expiration of the restricted transfer period. In the event of withdrawal from the association due to mandatory retirement or another legitimate reason, the restrictions will be released in proportion to the number of months of employment. |
| Reason for acquisition without consideration | The Company will automatically acquire without consideration any shares allotted under this arrangement that remain subject to transfer restrictions upon expiration of the restricted transfer period or when the transfer restrictions are released. |
| Categories and Number of Persons Covered | 286 eligible employees of the Company and its subsidiaries, with 13,530 shares granted (breakdown: 38 employees in positions equivalent to M3/P3, 2,926 shares; 59 employees in positions equivalent to M2/P2, 3,422 shares; and 189 employees in positions equivalent to M1/P1, 7,182 shares) |
| Total Stock-Based Compensation | Monetary claims of ¥41,807,700 (maximum; annual amount) |
| Procedures under the Corporate Code of Conduct | Because the dilution ratio is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting procedures to confirm shareholders' intentions are not required. All 4 Audit & Supervisory Board Members, including 2 Outside Audit & Supervisory Board Members, expressed the opinion that the disposal price was appropriate. |
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 support the asset building of eligible employees, provide incentives for the sustainable enhancement of the Company's corporate value, and promote the sharing of value with shareholders.