Worth reading
51Recurring
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
59300
Shares (maximum)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares as transfer-restricted stock incentives for the employee stock ownership association (third-party allotment)
Who receives how much
Up to 59,300 common shares of the Company (based on the assumption that 50 shares will be granted to each of 1,186 eligible employees; the overview section also states 50 shares)
HIMACS Employees' Stock Ownership Plan: up to 59,300 shares (the actual number of shares will be determined based on the number of shares subscribed for)
The lower thin line represents the existing number of shares to which these shares will be added.
¥1,169 per share
Total issue value
¥69,321,700 (maximum disposal proceeds as stated in the notes)
Amount of funds to be raised
Total payment amount: number of shares disposed of × ¥1,169 (maximum ¥69,321,700). Estimated net proceeds: Not disclosed
Total Stock-Based Compensation
¥58,450 in monetary receivables per eligible employee (for a maximum of 1,186 employees)
発行済株式総数
0.54% (59,300 maximum shares disposed of relative to 11,000,000 issued shares). The ratio based on the total number of voting rights is 0.57%.
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 September 2026 to 31 May 2029
Conditions for lifting transfer restrictions
The restrictions will be lifted upon expiration of the restricted stock period, provided that the eligible employee has remained a member of the Employees' Stock Ownership Plan throughout the restricted stock period. If the employee leaves the plan upon reaching retirement age or for another legitimate reason, becomes a non-resident, or in the event of a corporate reorganization or other similar event, the restrictions will be lifted at the respective prescribed time.
Reason for acquisition without consideration
If, during the restricted stock period, an eligible employee engages in a violation of laws or regulations or otherwise becomes subject to any of the specified events set out in the relevant allocation agreement. This also applies if, upon expiration of the restricted stock period or at a prescribed time when the restrictions are lifted, there are shares for which the restrictions have not been lifted.
Categories and Number of Persons Covered
Up to 1,186 employees of the Company and its subsidiaries, 50 shares per employee
Intended allottee's holding policy
During the restricted stock period, the plan will manage the shares in a dedicated account and restrict the withdrawal of the eligible employees' restricted stock holdings. The restricted stock period will run from 18 September 2026 to 31 May 2029.
Payment date
18 September 2026
Basis for determining the amount to be paid
The closing price of ¥1,169 on the Tokyo Stock Exchange Standard Market on 12 May 2026, the business day preceding the date of the Board of Directors' resolution. The deviations from the average closing price were -2.50% for the one-month period (13 April 2026 to 12 May 2026), -6.93% for the three-month period (13 February 2026 to 12 May 2026), and -7.52% for the six-month period (13 November 2025 to 12 May 2026).
Procedures under the Corporate Code of Conduct
Because the dilution rate is below 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 shareholder intent are not required. The four Audit & Supervisory Board Members have stated that the disposal price does not constitute an especially favorable price and that the transaction is lawful.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as transfer-restricted stock incentives for the employee stock ownership association (third-party allotment) |
| Number of shares to be issued or disposed of | Up to 59,300 common shares of the Company (based on the assumption that 50 shares will be granted to each of 1,186 eligible employees; the overview section also states 50 shares) |
| Issue price and disposal price | ¥1,169 per share |
| Total issue value | ¥69,321,700 (maximum disposal proceeds as stated in the notes) |
| Amount of funds to be raised | Total payment amount: number of shares disposed of × ¥1,169 (maximum ¥69,321,700). Estimated net proceeds: Not disclosed |
| Payment date | 18 September 2026 |
| Intended allottee | HIMACS Employees' Stock Ownership Plan: up to 59,300 shares (the actual number of shares will be determined based on the number of shares subscribed for) |
| Intended allottee's holding policy | During the restricted stock period, the plan will manage the shares in a dedicated account and restrict the withdrawal of the eligible employees' restricted stock holdings. The restricted stock period will run from 18 September 2026 to 31 May 2029. |
| Dilution Rate | 0.54% (59,300 maximum shares disposed of relative to 11,000,000 issued shares). The ratio based on the total number of voting rights is 0.57%. |
| Total number of issued shares | 11,000,000 shares (as of 31 March 2026) → Not disclosed |
| Basis for determining the amount to be paid | The closing price of ¥1,169 on the Tokyo Stock Exchange Standard Market on 12 May 2026, the business day preceding the date of the Board of Directors' resolution. The deviations from the average closing price were -2.50% for the one-month period (13 April 2026 to 12 May 2026), -6.93% for the three-month period (13 February 2026 to 12 May 2026), and -7.52% for the six-month period (13 November 2025 to 12 May 2026). |
| Transfer restriction period | From 18 September 2026 to 31 May 2029 |
| Conditions for lifting transfer restrictions | The restrictions will be lifted upon expiration of the restricted stock period, provided that the eligible employee has remained a member of the Employees' Stock Ownership Plan throughout the restricted stock period. If the employee leaves the plan upon reaching retirement age or for another legitimate reason, becomes a non-resident, or in the event of a corporate reorganization or other similar event, the restrictions will be lifted at the respective prescribed time. |
| Reason for acquisition without consideration | If, during the restricted stock period, an eligible employee engages in a violation of laws or regulations or otherwise becomes subject to any of the specified events set out in the relevant allocation agreement. This also applies if, upon expiration of the restricted stock period or at a prescribed time when the restrictions are lifted, there are shares for which the restrictions have not been lifted. |
| Categories and Number of Persons Covered | Up to 1,186 employees of the Company and its subsidiaries, 50 shares per employee |
| Total Stock-Based Compensation | ¥58,450 in monetary receivables per eligible employee (for a maximum of 1,186 employees) |
| Procedures under the Corporate Code of Conduct | Because the dilution rate is below 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 shareholder intent are not required. The four Audit & Supervisory Board Members have stated that the disposal price does not constitute an especially favorable price and that the transaction is lawful. |
Items this document does not state (11)
Estimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / 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 support employee welfare and asset building, provide employees with incentives to achieve sustained growth in corporate value, and promote shared value between 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.