Details of issuance or disposal
Issuance of new shares as restricted stock compensation
501,200 common shares (new 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.
¥47,112,800
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 new shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 501,200 common shares (new shares) |
| Issue price and disposal price | ¥94 per share |
| Total issue value | ¥47,112,800 |
| Amount of funds to be raised | Total payment amount: ¥47,112,800; estimated net proceeds: Not disclosed |
| Payment date | 14 May 2026 |
| Intended allottee | Name 2 of the Company's directors (excluding directors who are Audit & Supervisory Committee members and outside directors) / Number of Shares 226,500 shares, Name 15 employees of the Company / Number of Shares 197,000 shares, Name 3 directors of 日本革新創薬株式会社 (excluding outside directors) / Number of Shares 77,700 shares |
| Intended allottee's holding policy | Until the transfer restrictions are lifted, the shares will be held and maintained in accounts opened with SMBC Nikko Securities Inc. During the transfer restriction period, the shares may not be transferred to third parties, pledged, used to create a security interest by way of transfer, gifted inter vivos, bequeathed or otherwise disposed of in any way. |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Tokyo Stock Exchange on 16 April 2026 was ¥94. No discount or premium is stated. |
| Transfer restriction period | Type I restricted shares: 14 May 2026 to 13 May 2029 (3 years). Type II restricted shares: 14 May 2026 to 13 May 2027 (1 year). |
| Conditions for lifting transfer restrictions | For Type I restricted shares, the recipient must continuously remain a director of the Company or one of its subsidiaries until the date of the designated annual general meeting of shareholders. In the event of retirement for a valid reason, the transfer restrictions will be lifted for the number of shares corresponding to the period of service. For Type II restricted shares, the recipient must continuously remain an employee of the Company or one of its subsidiaries during the transfer restriction period. In the event of retirement for a valid reason, the transfer restrictions will be lifted for the number of shares corresponding to the period of employment. |
| Reason for acquisition without consideration | If the recipient loses the position of director or employee before the designated period ends, except where the Company's Board of Directors recognizes a valid reason. Also, if any shares remain subject to transfer restrictions when the period expires. If any shares remain subject to transfer restrictions as a result of a corporate reorganization or similar event, the Company will acquire them without consideration on the business day preceding the effective date. |
| Categories and Number of Persons Covered | Category Directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 2 / Number of allocated shares 226,500 shares, Category Employees of the Company / Number of Employees 15 / Number of allocated shares 197,000 shares, Category Directors of 日本革新創薬株式会社 (excluding outside directors) / Number of Employees 3 / Number of allocated shares 77,700 shares |
| Total Stock-Based Compensation | Total monetary compensation claims: ¥47,112,800. The total amount of monetary compensation claims for eligible directors is limited to ¥60 million per year. |
| Procedures under the Corporate Code of Conduct | The introduction of the system was approved at the 20th Annual General Meeting of Shareholders held on 29 March 2018. The system was partially revised at the 25th Annual General Meeting of Shareholders held on 30 March 2023. |
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 share the benefits and risks of share price fluctuations with shareholders and increase recipients’ motivation to contribute to higher share prices and enhanced corporate value.