Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
70,000 shares of the Company's common stock (treasury shares)
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.
Total issue price: ¥56,980,000
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 | 70,000 shares of the Company's common stock (treasury shares) |
| Issue price and disposal price | Issue/disposal price: ¥814 per share |
| Total issue value | Total issue price: ¥56,980,000 |
| Payment date | 21 August 2026 |
| Intended allottee | Name Name of prospective allottee: Directors other than the Company’s directors who are Audit and Supervisory Committee Members (including 1 outside director) / Number of Employees 4 / Number of Shares 60,000 shares, Name Name of prospective allottee: The Company’s directors who are Audit and Supervisory Committee Members (including 2 outside directors) / Number of Employees 3 / Number of Shares 10,000 shares |
| Intended allottee's holding policy | During the restricted transfer period, the shares may not be transferred, pledged, used to create a transfer security interest, gifted during the holder's lifetime, bequeathed or otherwise disposed of in any manner. The shares will be held and maintained in a designated account until the transfer restrictions are lifted. |
| Basis for determining the amount to be paid | The closing price of the Company's common stock on the Tokyo Stock Exchange on 23 July 2026, the business day immediately preceding the date of the Board of Directors' resolution, was ¥814. No discount or premium applies. |
| Transfer restriction period | Directors other than Directors who are Audit & Supervisory Committee Members: 21 August 2026 to 20 August 2031 (5 years); Directors who are Audit & Supervisory Committee Members: 21 August 2026 to 20 August 2029 (3 years) |
| Conditions for lifting transfer restrictions | The recipient must continuously remain a director of the Company from the commencement date of the restricted transfer period until the date of the first Annual General Meeting of Shareholders held thereafter, and the Company's Board of Directors must deem the circumstances appropriate. If the recipient leaves office during the period for a valid reason, a portion of the restrictions will be lifted in proportion to the number of months in office. |
| Reason for acquisition without consideration | If the recipient leaves office by the day preceding the date of the first Annual General Meeting of Shareholders held thereafter, unless the Board of Directors deems that there is a valid reason. This also applies if any shares remain subject to transfer restrictions when the period expires, or if any shares remain subject to transfer restrictions on the business day preceding the effective date of a corporate reorganization or other similar transaction. |
| Categories and Number of Persons Covered | Category Category of eligible recipients: Directors other than the Company’s directors who are Audit and Supervisory Committee Members / Number of Employees 4 directors (including 1 outside director) / Number of allocated shares 60,000 shares, Category Directors of the Company who are Audit and Supervisory Committee members / Number of Employees 3 directors (including 2 outside directors) / Number of allocated shares 10,000 shares |
| Total Stock-Based Compensation | Total monetary compensation receivables of ¥56,980,000. The compensation limits are ¥64 million per year for Directors other than Directors who are Audit & Supervisory Committee Members (including up to ¥3.2 million per year for Outside Directors), and ¥9.6 million per year for Directors who are Audit & Supervisory Committee Members. |
| Procedures under the Corporate Code of Conduct | The resolution and deliberations were conducted based on the recommendations of the Nomination and Compensation Advisory Committee, an advisory body to the Board of Directors comprising at least half Independent Outside Directors. |
Items this document does not state (14)
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 provide directors with an incentive to achieve sustained growth in corporate value and to further promote the sharing of value with shareholders.