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Share Issuance and Disposal4572Carna Biosciences,Inc.Pharmaceuticals

Notice Concerning the Issuance of New Shares as Restricted Shares to Employees

The Company will issue 32,300 common shares to 2 employees, subject to transfer restrictions for the next 3 years. The shares will be paid for through an in-kind contribution of ¥13,727,500 in monetary claims receivable by the employees.

Worth reading
58In focus
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
32300
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of new shares as restricted stock to employees

Who receives how much32,300Shares

New shares: 32,300 common shares

2 employees of the Company32,300 shares

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

¥425 per share
Total issue value

¥13,727,500

Amount of funds to be raised
Total amount paid in: ¥13,727,500; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary claims: ¥13,727,500
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
3 years (from 13 May 2026 through 12 May 2029)
Conditions for lifting transfer restrictions
Subject to the recipients having continuously remained directors or employees of the Company, the transfer restrictions will be lifted on 13 May 2029, the date on which the restriction period ends.
Reason for acquisition without consideration
All shares for which the transfer restrictions have not been lifted upon expiry of the restriction period will be acquired by the Company without consideration. If certain events occur, including resignation or retirement for personal reasons by a recipient, all or part of the shares will be acquired by the Company without consideration at that time.
Offering structure
Underwriter / lead underwriter
Daiwa Securities Co. Ltd. (administration of the account exclusively for restricted stock)
Categories and Number of Persons Covered
2 employees of the Company: 32,300 shares
Intended allottee's holding policy
The shares may not be transferred, pledged, or otherwise disposed of during the 3-year period from 13 May 2026 through 12 May 2029. Subject to the recipients having continuously remained directors or employees of the Company, the transfer restrictions will be lifted on 13 May 2029.
Payment date
13 May 2026
Basis for determining the amount to be paid
The closing price of the Company’s common shares on the Tokyo Stock Exchange on 15 April 2026, ¥425. Discount/premium: none.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of new shares as restricted stock to employees
Number of shares to be issued or disposed ofNew shares: 32,300 common shares
Issue price and disposal price¥425 per share
Total issue value¥13,727,500
Amount of funds to be raisedTotal amount paid in: ¥13,727,500; estimated net proceeds: Not disclosed
Payment date13 May 2026
Intended allotteeName 2 employees of the Company / Number of Shares 32,300 shares
Intended allottee's holding policyThe shares may not be transferred, pledged, or otherwise disposed of during the 3-year period from 13 May 2026 through 12 May 2029. Subject to the recipients having continuously remained directors or employees of the Company, the transfer restrictions will be lifted on 13 May 2029.
Basis for determining the amount to be paidThe closing price of the Company’s common shares on the Tokyo Stock Exchange on 15 April 2026, ¥425. Discount/premium: none.
Transfer restriction period3 years (from 13 May 2026 through 12 May 2029)
Conditions for lifting transfer restrictionsSubject to the recipients having continuously remained directors or employees of the Company, the transfer restrictions will be lifted on 13 May 2029, the date on which the restriction period ends.
Reason for acquisition without considerationAll shares for which the transfer restrictions have not been lifted upon expiry of the restriction period will be acquired by the Company without consideration. If certain events occur, including resignation or retirement for personal reasons by a recipient, all or part of the shares will be acquired by the Company without consideration at that time.
Categories and Number of Persons Covered2 employees of the Company: 32,300 shares
Total Stock-Based CompensationTotal monetary claims: ¥13,727,500
Underwriter / lead underwriterDaiwa Securities Co. Ltd. (administration of the account exclusively for restricted stock)
Items this document does not state (13)
Estimated issuance expensesSpecific use of fundsDilution RateTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsOverallotmentStock Split RatioProcedures under the Corporate Code of ConductMost 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 provide employees with an incentive to achieve sustained growth in the Company’s corporate value.

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.
Notice Concerning the Issuance of New Shares as Restricted Shares to Employees | Carna Biosciences,Inc. (4572) timely disclosure | Komori