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Share Issuance and Disposal4343AEON Fantasy Co.,LTD.Information and Communications, Services and Others

Issuance of Stock Acquisition Rights as Stock Compensation-Type Stock Options

The Board of Directors decided to issue up to 120 share subscription rights to 4 directors as stock compensation-type stock options. If all rights are exercised, 12,000 common shares will be issued.

Worth reading
47Recurring
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
12000
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of stock acquisition rights as stock-based compensation stock options

Who receives how much

Up to 120 share subscription rights; 100 shares per right; 12,000 shares if all rights are exercised

4 full-time directors of the Company: up to 120 share subscription rights

The lower thin line represents the existing number of shares to which these shares will be added.

Fair value for accounting purposes as of the allotment date
Amount of funds to be raised

Total amount payable: no cash payment required; estimated net proceeds: Not disclosed

Total Stock-Based Compensation
Director compensation equivalent to the accounting fair value as of the allotment date: amount Not disclosed
Terms of the stock acquisition rights
Exercise price
¥1 per share. Adjustment provisions apply in the event of a share split or share consolidation. The lower limit is Not disclosed.
Exercise period
From 21 July 2027 through 20 July 2042
Number of Stock Acquisition Rights
Total number to be issued: up to 120; outstanding unexercised rights: Not disclosed
Reason for acquisition without consideration
Expiration of the exercise period; passage of 5 years from the date of retirement; a serious violation of laws, regulations or internal rules; conviction of a custodial sentence or more severe penalty, or equivalent; appointment without authorization as an officer or employee of a competing company; death of a successor to the rights; a request to waive all rights; or a resolution by the Board of Directors to acquire all or part of the rights.
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
The holder must be a director or audit & supervisory board member at the time of exercise. However, the rights may be exercised within 5 years from the date of retirement.
Conditions for lifting transfer restrictions
If the holder retires as a director or audit & supervisory board member, the rights may be exercised only within 5 years from the date of retirement. Transfer of the share subscription rights and provision of them as collateral are prohibited.
Categories and Number of Persons Covered
4 full-time directors of the Company: up to 120 share subscription rights
Intended allottee's holding policy
The holders of the stock acquisition rights and their successors may not transfer the stock acquisition rights or provide them as collateral.
Basis for determining the amount to be paid
The share subscription rights will be issued as director compensation equivalent to their accounting fair value as of the allotment date. The periods used for the reference closing price and average share price, and the discount and premium rates, are Not disclosed.
Procedures under the Corporate Code of Conduct
Decided at a meeting of the Board of Directors held on 21 May 2026. Whether an independent third-party opinion was obtained and whether shareholder approval was sought are Not disclosed.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of stock acquisition rights as stock-based compensation stock options
Number of shares to be issued or disposed ofUp to 120 share subscription rights; 100 shares per right; 12,000 shares if all rights are exercised
Issue price and disposal priceFair value for accounting purposes as of the allotment date
Amount of funds to be raisedTotal amount payable: no cash payment required; estimated net proceeds: Not disclosed
Intended allottee4 full-time directors of the Company: up to 120 share subscription rights
Intended allottee's holding policyThe holders of the stock acquisition rights and their successors may not transfer the stock acquisition rights or provide them as collateral.
Basis for determining the amount to be paidThe share subscription rights will be issued as director compensation equivalent to their accounting fair value as of the allotment date. The periods used for the reference closing price and average share price, and the discount and premium rates, are Not disclosed.
Exercise price¥1 per share. Adjustment provisions apply in the event of a share split or share consolidation. The lower limit is Not disclosed.
Exercise periodFrom 21 July 2027 through 20 July 2042
Number of Stock Acquisition RightsTotal number to be issued: up to 120; outstanding unexercised rights: Not disclosed
Transfer restriction periodThe holder must be a director or audit & supervisory board member at the time of exercise. However, the rights may be exercised within 5 years from the date of retirement.
Conditions for lifting transfer restrictionsIf the holder retires as a director or audit & supervisory board member, the rights may be exercised only within 5 years from the date of retirement. Transfer of the share subscription rights and provision of them as collateral are prohibited.
Reason for acquisition without considerationExpiration of the exercise period; passage of 5 years from the date of retirement; a serious violation of laws, regulations or internal rules; conviction of a custodial sentence or more severe penalty, or equivalent; appointment without authorization as an officer or employee of a competing company; death of a successor to the rights; a request to waive all rights; or a resolution by the Board of Directors to acquire all or part of the rights.
Categories and Number of Persons Covered4 full-time directors of the Company: up to 120 share subscription rights
Total Stock-Based CompensationDirector compensation equivalent to the accounting fair value as of the allotment date: amount Not disclosed
Procedures under the Corporate Code of ConductDecided at a meeting of the Board of Directors held on 21 May 2026. Whether an independent third-party opinion was obtained and whether shareholder approval was sought are Not disclosed.
Items this document does not state (12)
Total issue valueEstimated issuance expensesSpecific use of fundsPayment dateDilution RateTotal number of issued sharesUnderwriter / 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 strengthen the linkage between directors’ compensation and the Company’s performance and share value, and to heighten their motivation and morale to improve performance over the medium to long term and increase corporate value by sharing with shareholders not only the benefits of a rising share price but also the risks of a decline.

How to read this page

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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.
Issuance of Stock Acquisition Rights as Stock Compensation-Type Stock Options | AEON Fantasy Co.,LTD. (4343) timely disclosure | Komori