Worth reading
48Recurring
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
56500
Shares (maximum)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares through a third-party allotment (restricted stock for the Nippon Kayaku Employee Stock Ownership Association)
Who receives how much
Common shares: up to 56,500 shares (up to 565 eligible employees × 100 shares per employee; the actual number of shares will be determined based on the number of shares subscribed for)
Nippon Kayaku Employee Stock Ownership AssociationUp to 56,500 shares
The lower thin line represents the existing number of shares to which these shares will be added.
¥2,065 per share
Total issue value
¥116,672,500 (maximum)
Amount of funds to be raised
Total amount paid: ¥116,672,500 (maximum); estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Monetary claims as special incentive payments: equivalent to 100 shares per person, for a total of up to ¥116,672,500
発行済株式総数
0.04% of the total number of issued shares and 0.04% of the total number of voting rights as of 31 March 2026 (disposal of treasury 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 21 October 2026 to 9 November 2029
Conditions for lifting transfer restrictions
Provided that an eligible employee has remained a member of the Nippon Kayaku Employee Stock Ownership Association throughout the restricted transfer period, all restrictions on the allocated shares corresponding to the employee's membership interest will be lifted upon expiration of the restricted transfer period. If the employee leaves the association upon reaching mandatory retirement age or for another legitimate reason, the restrictions will be lifted on the date the withdrawal application is accepted.
Reason for acquisition without consideration
The Company will acquire without consideration any allocated shares whose transfer restrictions have not been lifted as of the expiration of the restricted transfer period or when the restrictions are lifted due to withdrawal from the association.
Categories and Number of Persons Covered
Company employees: up to 565 people; 100 shares per person
Payment date
21 October 2026
Basis for determining the amount to be paid
The closing price of ¥2,065 on the Prime Market of the Tokyo Stock Exchange on 24 August 2026, the business day preceding the date of the Board of Directors' resolution. The deviations from the average closing price were 1.67% for the 1-month period (27 July to 24 August 2026), 1.13% for the 3-month period (25 May to 24 August 2026), and 6.01% for the 6-month period (25 February to 24 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 procedures to confirm shareholders' intentions are not required. All 5 Audit & Supervisory Board Members, including 3 Outside Audit & Supervisory Board Members, expressed the opinion that the disposal price was appropriate.
Impact on Business Performance
The impact on performance is Not disclosed
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares through a third-party allotment (restricted stock for the Nippon Kayaku Employee Stock Ownership Association) |
| Number of shares to be issued or disposed of | Common shares: up to 56,500 shares (up to 565 eligible employees × 100 shares per employee; the actual number of shares will be determined based on the number of shares subscribed for) |
| Issue price and disposal price | ¥2,065 per share |
| Total issue value | ¥116,672,500 (maximum) |
| Amount of funds to be raised | Total amount paid: ¥116,672,500 (maximum); estimated net proceeds: Not disclosed |
| Payment date | 21 October 2026 |
| Intended allottee | Name Nippon Kayaku Employee Stock Ownership Association / Number of Shares Up to 56,500 shares |
| Dilution Rate | 0.04% of the total number of issued shares and 0.04% of the total number of voting rights as of 31 March 2026 (disposal of treasury shares) |
| Total number of issued shares | 160,000,000 shares → 160,000,000 shares（0％） |
| Basis for determining the amount to be paid | The closing price of ¥2,065 on the Prime Market of the Tokyo Stock Exchange on 24 August 2026, the business day preceding the date of the Board of Directors' resolution. The deviations from the average closing price were 1.67% for the 1-month period (27 July to 24 August 2026), 1.13% for the 3-month period (25 May to 24 August 2026), and 6.01% for the 6-month period (25 February to 24 August 2026). |
| Transfer restriction period | From 21 October 2026 to 9 November 2029 |
| Conditions for lifting transfer restrictions | Provided that an eligible employee has remained a member of the Nippon Kayaku Employee Stock Ownership Association throughout the restricted transfer period, all restrictions on the allocated shares corresponding to the employee's membership interest will be lifted upon expiration of the restricted transfer period. If the employee leaves the association upon reaching mandatory retirement age or for another legitimate reason, the restrictions will be lifted on the date the withdrawal application is accepted. |
| Reason for acquisition without consideration | The Company will acquire without consideration any allocated shares whose transfer restrictions have not been lifted as of the expiration of the restricted transfer period or when the restrictions are lifted due to withdrawal from the association. |
| Categories and Number of Persons Covered | Company employees: up to 565 people; 100 shares per person |
| Total Stock-Based Compensation | Monetary claims as special incentive payments: equivalent to 100 shares per person, for a total of up to ¥116,672,500 |
| 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 procedures to confirm shareholders' intentions are not required. All 5 Audit & Supervisory Board Members, including 3 Outside Audit & Supervisory Board Members, expressed the opinion that the disposal price was appropriate. |
| Impact on Business Performance | The impact on performance is Not disclosed |
Items this document does not state (11)
Estimated issuance expensesSpecific use of fundsIntended allottee's holding policyExercise 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 support the asset formation of eligible employees, provide them with incentives to achieve sustained growth in corporate value, and promote the sharing of value between eligible employees and 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.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.