Komori
Share Issuance and Disposal4286CL Holdings Inc.Information and Communications, Services and Others

Notice Regarding the Allocation of Stock Options (Share Acquisition Rights)

The company has decided to grant 2,800 stock acquisition rights at no cost, representing 280,000 underlying shares, to the directors and employees of the company and its subsidiaries to increase their motivation and morale toward improving business performance.

Worth reading
51Recurring
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
280000
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of stock acquisition rights as stock options

Who receives how much

280,000 shares of the company's common stock (2,800 stock acquisition rights, 100 shares per right)

1 director of the companyEquivalent to 40,000 shares (400 rights)
7 directors of the company's subsidiariesEquivalent to 140,000 shares (1,400 rights)
10 employees of the company's subsidiariesEquivalent to 100,000 shares (1,000 rights)

The height of each bar represents the proportion of shares received by each allottee. The thin line below represents the number of existing shares to which these shares are added.

The stock acquisition rights will be issued at no cost. The exercise price will be the average closing price for the month preceding the month containing the allotment date multiplied by 1.05. However, if this amount is below the closing price on the day preceding the allotment date, the exercise price will be that closing price.
Terms of the stock acquisition rights
Exercise price
The initial exercise price will be the average closing price for the month preceding the month containing the allotment date multiplied by 1.05. However, if this amount is below the closing price on the day preceding the allotment date, the exercise price will be that closing price. Adjustment provisions apply in the event of a stock split or consolidation, a new share issue or similar event. The lower limit of any adjustment is Not disclosed.
Exercise period
Start Date 30 March 2029 / End date 29 March 2032
Number of Stock Acquisition Rights
Total number issued 2,800 rights / Number of unexercised units Not disclosed
Reason for acquisition without consideration
If a holder of the stock acquisition rights ceases to satisfy the exercise conditions or waives the rights. Also, if a merger in which the company is the disappearing company, or a share exchange or share transfer making the company a wholly owned subsidiary, is approved at a shareholders meeting.
Categories and Number of Persons Covered
Category Directors of the company / Number of Employees 1 / Number of allocated stock acquisition rights 400 rights, Category Directors of the company's subsidiaries / Number of Employees 7 / Number of allocated stock acquisition rights 1,400 rights, Category Employees of the company's subsidiaries / Number of Employees 10 / Number of allocated stock acquisition rights 1,000 rights
Intended allottee's holding policy
Any transfer of the stock acquisition rights requires approval from the company's board of directors. Pledging or otherwise disposing of the rights is not permitted.
Basis for determining the amount to be paid
The exercise price will be the average closing price of the company's common stock on each trading day in the month preceding the month containing the allotment date, multiplied by 1.05. If this amount is below the closing price on the day preceding the allotment date, the exercise price will be the closing price on that day. This represents a 5% premium to the average closing price.
Procedures under the Corporate Code of Conduct
Pursuant to the authorization granted at the annual shareholders meeting held on 30 March 2026, the board of directors determined the offering terms at its meeting held on 29 May 2026.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of stock acquisition rights as stock options
Number of shares to be issued or disposed of280,000 shares of the company's common stock (2,800 stock acquisition rights, 100 shares per right)
Issue price and disposal priceThe stock acquisition rights will be issued at no cost. The exercise price will be the average closing price for the month preceding the month containing the allotment date multiplied by 1.05. However, if this amount is below the closing price on the day preceding the allotment date, the exercise price will be that closing price.
Intended allotteeName 1 director of the company / Number of Shares Equivalent to 40,000 shares (400 rights), Name 7 directors of the company's subsidiaries / Number of Shares Equivalent to 140,000 shares (1,400 rights), Name 10 employees of the company's subsidiaries / Number of Shares Equivalent to 100,000 shares (1,000 rights)
Intended allottee's holding policyAny transfer of the stock acquisition rights requires approval from the company's board of directors. Pledging or otherwise disposing of the rights is not permitted.
Basis for determining the amount to be paidThe exercise price will be the average closing price of the company's common stock on each trading day in the month preceding the month containing the allotment date, multiplied by 1.05. If this amount is below the closing price on the day preceding the allotment date, the exercise price will be the closing price on that day. This represents a 5% premium to the average closing price.
Exercise priceThe initial exercise price will be the average closing price for the month preceding the month containing the allotment date multiplied by 1.05. However, if this amount is below the closing price on the day preceding the allotment date, the exercise price will be that closing price. Adjustment provisions apply in the event of a stock split or consolidation, a new share issue or similar event. The lower limit of any adjustment is Not disclosed.
Exercise periodStart Date 30 March 2029 / End date 29 March 2032
Number of Stock Acquisition RightsTotal number issued 2,800 rights / Number of unexercised units Not disclosed
Reason for acquisition without considerationIf a holder of the stock acquisition rights ceases to satisfy the exercise conditions or waives the rights. Also, if a merger in which the company is the disappearing company, or a share exchange or share transfer making the company a wholly owned subsidiary, is approved at a shareholders meeting.
Categories and Number of Persons CoveredCategory Directors of the company / Number of Employees 1 / Number of allocated stock acquisition rights 400 rights, Category Directors of the company's subsidiaries / Number of Employees 7 / Number of allocated stock acquisition rights 1,400 rights, Category Employees of the company's subsidiaries / Number of Employees 10 / Number of allocated stock acquisition rights 1,000 rights
Procedures under the Corporate Code of ConductPursuant to the authorization granted at the annual shareholders meeting held on 30 March 2026, the board of directors determined the offering terms at its meeting held on 29 May 2026.
Items this document does not state (16)
Total issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateDilution RateTotal number of issued sharesTransfer restriction periodConditions for lifting transfer restrictionsTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioMost recent equity financingMajor shareholders after the offeringImpact on Business Performance

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 increase motivation and morale toward improving the consolidated performance of the company group.

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.
Notice Regarding the Allocation of Stock Options (Share Acquisition Rights) | CL Holdings Inc. (4286) timely disclosure | Komori