Worth reading
49Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
216000
Shares (maximum)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares by third-party allotment (restricted stock incentives for the employee stock ownership plan)
Who receives how much216,000Shares
216,000 shares of the company's common stock (maximum; the actual number of shares will be determined based on the number of eligible employees)
UBE Employee Stock Ownership Plan216,000 shares (maximum)
The lower thin line represents the existing number of shares to which these shares will be added.
¥3,280 per share
Total issue value
¥708,480,000 (maximum)
Amount of funds to be raised
Total payment amount of ¥708,480,000 (maximum); approximate net proceeds Not disclosed
Total Stock-Based Compensation
A monetary claim of ¥262,400 for each eligible employee (for a maximum of 2,700 employees; total amount Not disclosed)
発行済株式総数
0.20% of the total number of shares issued and 0.22% of the total number of voting rights (in both cases, based on the maximum number of shares)
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.
Conditions on transfer restrictions
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.
Transfer restriction period
From 18 December 2026 to 1 June 2031
Conditions for lifting transfer restrictions
The transfer restrictions will be lifted at the end of the restricted transfer period, provided that the eligible employee has remained a member of the Employee Stock Ownership Plan throughout the restricted transfer period. In cases of retirement due to reaching the mandatory retirement age, expiration of the contract term, transfer to a group company or other legitimate reasons, the restrictions will be lifted at the prescribed time. If an employee becomes a non-resident due to an overseas transfer or other reason, the restrictions will be lifted on the determination date.
Reason for acquisition without consideration
If an eligible employee engages in an unlawful act during the restricted transfer period or falls under any other specified grounds set forth in the allotment agreement. This also applies if any shares remain subject to the restrictions at the end of the restricted transfer period or when the restrictions are lifted.
Categories and Number of Persons Covered
Up to 2,700 employees of the company, 80 shares each (up to 216,000 shares)
Intended allottee's holding policy
During the restricted transfer period, the shares will be held in a dedicated account opened by the Employee Stock Ownership Plan with Nomura Securities Co., Ltd., and transfers, the creation of security interests and other dispositions will be prohibited.
Payment date
18 December 2026
Basis for determining the amount to be paid
The closing price of ¥3,280 on the Tokyo Stock Exchange Prime Market on 6 August 2026, the business day preceding the date of the Board of Directors' resolution. The deviations from the average closing price were 2.12% for the one-month period from 7 July to 6 August 2026, 8.39% for the three-month period from 7 May to 6 August 2026, and 16.52% for the six-month period from 9 February to 6 August 2026.
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' intent are not required. The Audit and Supervisory Committee, comprising 4 members including 3 outside directors, has stated its opinion that the disposal price does not constitute an especially favorable price and that the transaction is lawful.
Impact on Business Performance
The company expects the introduction of this plan to contribute to an increase in corporate value. The monetary impact on financial results is Not disclosed
| 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 | 216,000 shares of the company's common stock (maximum; the actual number of shares will be determined based on the number of eligible employees) |
| Issue price and disposal price | ¥3,280 per share |
| Total issue value | ¥708,480,000 (maximum) |
| Amount of funds to be raised | Total payment amount of ¥708,480,000 (maximum); approximate net proceeds Not disclosed |
| Payment date | 18 December 2026 |
| Intended allottee | Name UBE Employee Stock Ownership Plan / Number of Shares 216,000 shares (maximum) |
| Intended allottee's holding policy | During the restricted transfer period, the shares will be held in a dedicated account opened by the Employee Stock Ownership Plan with Nomura Securities Co., Ltd., and transfers, the creation of security interests and other dispositions will be prohibited. |
| Dilution Rate | 0.20% of the total number of shares issued and 0.22% of the total number of voting rights (in both cases, based on the maximum number of shares) |
| Total number of issued shares | 106,200,107 shares (as of 31 March 2026) → 106,200,107 shares (the figure after the disposal of treasury shares is Not disclosed) |
| Basis for determining the amount to be paid | The closing price of ¥3,280 on the Tokyo Stock Exchange Prime Market on 6 August 2026, the business day preceding the date of the Board of Directors' resolution. The deviations from the average closing price were 2.12% for the one-month period from 7 July to 6 August 2026, 8.39% for the three-month period from 7 May to 6 August 2026, and 16.52% for the six-month period from 9 February to 6 August 2026. |
| Transfer restriction period | From 18 December 2026 to 1 June 2031 |
| Conditions for lifting transfer restrictions | The transfer restrictions will be lifted at the end of the restricted transfer period, provided that the eligible employee has remained a member of the Employee Stock Ownership Plan throughout the restricted transfer period. In cases of retirement due to reaching the mandatory retirement age, expiration of the contract term, transfer to a group company or other legitimate reasons, the restrictions will be lifted at the prescribed time. If an employee becomes a non-resident due to an overseas transfer or other reason, the restrictions will be lifted on the determination date. |
| Reason for acquisition without consideration | If an eligible employee engages in an unlawful act during the restricted transfer period or falls under any other specified grounds set forth in the allotment agreement. This also applies if any shares remain subject to the restrictions at the end of the restricted transfer period or when the restrictions are lifted. |
| Categories and Number of Persons Covered | Up to 2,700 employees of the company, 80 shares each (up to 216,000 shares) |
| Total Stock-Based Compensation | A monetary claim of ¥262,400 for each eligible employee (for a maximum of 2,700 employees; total amount Not disclosed) |
| 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' intent are not required. The Audit and Supervisory Committee, comprising 4 members including 3 outside directors, has stated its opinion that the disposal price does not constitute an especially favorable price and that the transaction is lawful. |
| Impact on Business Performance | The company expects the introduction of this plan to contribute to an increase in corporate value. The monetary impact on financial results is Not disclosed |
Items this document does not state (10)
Estimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioMost recent equity financingMajor shareholders after the offering
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 enhance the welfare of eligible employees and support their asset formation, provide incentives to contribute to the sustained enhancement of corporate value and the achievement of the medium-term management plan through 2030, and promote the sharing of value with shareholders.
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.
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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.