Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
22,000 common shares of the Company (treasury shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥14,696,000
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 | 22,000 common shares of the Company (treasury shares) |
| Issue price and disposal price | ¥668 per share |
| Total issue value | ¥14,696,000 |
| Payment date | 18 May 2026 |
| Intended allottee | Name 4 directors of the Company, excluding directors serving as Audit & Supervisory Committee members / Number of Shares 22,000 shares |
| Intended allottee's holding policy | During the transfer restriction period, the shares may not be transferred to third parties, pledged, used to create a transfer security interest, gifted inter vivos, bequeathed or otherwise disposed of in any way. The intended holding policy after the transfer restrictions are lifted is Not disclosed. |
| Basis for determining the amount to be paid | The closing price of the Company's ordinary shares on the Tokyo Stock Exchange on 23 April 2026, the business day immediately preceding the date of the Board of Directors' resolution, was ¥668. No discount or premium was applied. |
| Transfer restriction period | From 18 May 2026 to 17 May 2029 (3 years) |
| Conditions for lifting transfer restrictions | Provided that the recipient remains continuously in one of the positions of director or employee of the Company or a wholly owned subsidiary designated by the Company's Board of Directors during the transfer restriction period, all transfer restrictions on the allocated shares held at the end of the period will be lifted. In the event of resignation or retirement for a legitimate reason, such as the expiration of the recipient's term of office, or in the event of death, the restrictions will be lifted at the prescribed time. |
| Reason for acquisition without consideration | If the recipient resigns or retires from both the position of director and the position of employee of the Company and of a wholly owned subsidiary designated by the Company's Board of Directors before the end of the transfer restriction period, the Company will acquire the allocated shares without consideration, except in specified circumstances. The Company will also acquire without consideration any shares whose transfer restrictions have not been lifted at the end of the period. In the event of a corporate reorganization or similar transaction, the Company will acquire without consideration any shares whose transfer restrictions have not been lifted. |
| Categories and Number of Persons Covered | 4 directors of the Company (excluding directors who are Audit & Supervisory Committee members), allocated 22,000 shares |
| Total Stock-Based Compensation | Total monetary compensation claims of ¥14,696,000. The total annual amount of compensation, etc. relating to share-based compensation is capped at ¥100 million. |
| Stock Split Ratio | A 1-for-2 share split (the upper limit on the number of shares granted as share-based compensation was adjusted from 30,000 to 60,000 shares). Effective date: Not disclosed |
| Procedures under the Corporate Code of Conduct | The Company obtained an opinion of support from the Compensation Advisory Committee. |
| Impact on Business Performance | The impact of this matter on business performance is Not disclosed |
Items this document does not state (12)
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 align the directors' interests with shareholders by sharing the benefits and risks of share price fluctuations and to enhance their motivation to contribute to an increase in the share price and corporate value.