Details of issuance or disposal
Issuance of tax-qualified stock price-linked stock options (stock acquisition rights)
2,128 stock acquisition rights, representing 212,800 underlying common shares (100 shares per right)
No consideration
Approximately 0.17% at maximum (as a percentage of the total number of shares issued as of the end of the fiscal year ending May 2026)
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.
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 | Issuance of tax-qualified stock price-linked stock options (stock acquisition rights) |
| Number of shares to be issued or disposed of | 2,128 stock acquisition rights, representing 212,800 underlying common shares (100 shares per right) |
| Issue price and disposal price | No charge per stock acquisition right (no cash payment required in exchange for the stock acquisition rights) |
| Total issue value | No consideration |
| Amount of funds to be raised | Payment for the issuance of the stock acquisition rights: ¥0; estimated net proceeds: Not disclosed |
| Payment date | No cash payment required in exchange for the stock acquisition rights |
| Intended allottee | Category The Company's executive officers and employees / Number of Employees 103 / Number of stock acquisition rights 2,082, Category Directors and employees of the Company's subsidiaries / Number of Employees 2 / Number of stock acquisition rights 46 |
| Intended allottee's holding policy | The acquisition of the stock acquisition rights by transfer requires the approval of the Company's Board of Directors. |
| Dilution Rate | Approximately 0.17% at maximum (as a percentage of the total number of shares issued as of the end of the fiscal year ending May 2026) |
| Basis for determining the amount to be paid | The stock acquisition rights will be issued at no charge. The exercise price is ¥1,723 per share. The period used for the reference closing price and average share price, and the discount and premium rates: Not disclosed. |
| Exercise price | The initial exercise price is ¥1,723 per share. It will be adjusted in the event of a share split or consolidation, an issuance or disposal of treasury shares below market value, a corporate reorganization or other applicable event. Floor: Not disclosed. |
| Exercise period | From 14 July 2028 through 13 July 2036 (if the final day is not a bank business day, the preceding bank business day) |
| Number of Stock Acquisition Rights | Total number issued: 2,128; unexercised balance: Not disclosed |
| Conditions for lifting transfer restrictions | As a stock price condition, the closing price of the Company's common shares on the Tokyo Stock Exchange must exceed ¥3,987 on a specified date by the end of the exercise period. The holder must hold the position of director, audit & supervisory board member, executive officer or employee of the Company or one of its subsidiaries at the time of exercise, subject to certain exceptions. |
| Reason for acquisition without consideration | If approval or other authorization is obtained at a shareholders meeting for a merger or other transaction in which the Company becomes the disappearing company, or if the stock acquisition rights become unexercisable under the exercise conditions before exercise, the Company may acquire all or part of the stock acquisition rights without consideration. |
| Categories and Number of Persons Covered | Executive officers and employees of the Company: 103 people, 2,082 stock acquisition rights; directors and employees of the Company's subsidiaries: 2 people, 46 stock acquisition rights |
| Procedures under the Corporate Code of Conduct | The resolution was approved by the Board of Directors pursuant to Articles 236, 238 and 240 of the Companies Act. Obtaining an independent third-party opinion and confirming shareholders' intentions: Not disclosed. |
| Impact on Business Performance | Stock-based compensation expense will be recognized annually for accounting purposes during the period from grant through exercise. If the exercise conditions are not met, no shares will be issued and the recognized stock-based compensation expense will be reversed. |
Items this document does not state (10)
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 enhance incentives for employees and others of the Company's Group, improve shareholder and corporate value over the medium to long term, and share value with shareholders. The Company states that meeting the stock price condition will also contribute to the interests of existing shareholders.