Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
40,000 common shares of the Company (treasury shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥66,200,000
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 | 40,000 common shares of the Company (treasury shares) |
| Issue price and disposal price | ¥1,655 per share |
| Total issue value | ¥66,200,000 |
| Amount of funds to be raised | Total payment amount: ¥66,200,000; estimated net proceeds: Not disclosed |
| Payment date | 21 May 2026 |
| Intended allottee | Name 3 directors (excluding outside directors) / Number of Shares 40,000 shares |
| Intended allottee's holding policy | During the transfer restriction period, the shares may not be transferred, pledged, or otherwise disposed of. |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Tokyo Stock Exchange on 20 April 2026, ¥1,655. No discount or premium. |
| Transfer restriction period | From 21 May 2026 to 20 May 2030 (approximately 4 years) |
| Conditions for lifting transfer restrictions | Provided that the eligible director continuously holds a position as a director, Audit & Supervisory Board member or employee of the Company or one of its subsidiaries during the transfer restriction period, all of the allocated shares will be released from the transfer restrictions on the expiration date of the transfer restriction period. If the eligible director loses the position due to expiration of the term of office, death or another reason deemed legitimate by the Company's Board of Directors, part of the transfer restrictions will be released in accordance with the prescribed formula. In the event of a corporate reorganization or other similar event, all of the transfer restrictions may be released by resolution of the Board of Directors. |
| Reason for acquisition without consideration | Upon expiration of the transfer restriction period, or immediately after an eligible director loses all positions as a director, Audit & Supervisory Board member or employee of the Company or one of its subsidiaries during the period, the Company will acquire without consideration any shares that remain subject to the transfer restrictions. |
| Categories and Number of Persons Covered | 3 directors (excluding outside directors) / 40,000 shares |
| Total Stock-Based Compensation | Total monetary compensation claims: ¥66,200,000. The compensation limit under the Plan is ¥100 million per year. |
| Procedures under the Corporate Code of Conduct | At the 11th Annual General Meeting of Shareholders held on 31 March 2021, approval was obtained for the grant of restricted stock under the Plan. |
Items this document does not state (13)
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 the eligible directors with an incentive to achieve sustained growth in corporate value and to promote the sharing of value with shareholders.