Worth reading
49Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
83920
SharesWording
Definitive
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
Who receives how much
83,920 common shares of the Company (8 directors of the Company: 38,500 shares; 35 directors of the Company's subsidiaries: 45,420 shares)
8 directors of the Company (excluding outside directors)38,500 shares
35 directors of the Company's subsidiaries45,420 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.
¥11,090 per share
Total issue value
¥930,672,800
Amount of funds to be raised
Total payment amount: ¥930,672,800; approximate net proceeds: Not disclosed
Total Stock-Based Compensation
The total amount of monetary claims paid to eligible directors for the grant of restricted stock is limited to ¥1.2 billion per year.
発行済株式総数
The total number of issued shares will not increase because this is a disposal of treasury shares.
Not applicable (disposal of treasury shares)
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.
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
From 24 April 2026 through 1 June 2031
Conditions for lifting transfer restrictions
During the transfer restriction period, the recipient must remain in the designated director position until it has been confirmed whether the indicators for the applicable evaluation period have been achieved, and the indicators must be achieved. The indicators comprise financial indicators such as EPS, TSR, ROIC and CF, as well as non-financial indicators such as external evaluation indicators relating to ESG initiatives.
Reason for acquisition without consideration
The Company will automatically acquire without consideration the allocated shares for which the transfer restrictions have not been lifted, as well as the allocated shares relating to a failure to achieve the applicable indicator conditions or to circumstances in which it becomes clear that those conditions will not be achieved.
Categories and Number of Persons Covered
8 directors of the Company (excluding outside directors): 38,500 shares; 35 directors of the Company's subsidiaries: 45,420 shares
Intended allottee's holding policy
The shares may not be transferred, pledged, or otherwise disposed of from 24 April 2026 through 1 June 2031. A clawback arrangement applies under which the allocated shares for which restrictions have been lifted must be returned if certain circumstances arise within 3 years after the date on which the transfer restrictions are lifted.
Payment date
24 April 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 26 March 2026, ¥11,090. No discount or premium applies.
Procedures under the Corporate Code of Conduct
At the annual general meetings of shareholders held on 28 March 2019 and 28 March 2024, the restricted stock compensation plan and revisions to the compensation framework were approved.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 83,920 common shares of the Company (8 directors of the Company: 38,500 shares; 35 directors of the Company's subsidiaries: 45,420 shares) |
| Issue price and disposal price | ¥11,090 per share |
| Total issue value | ¥930,672,800 |
| Amount of funds to be raised | Total payment amount: ¥930,672,800; approximate net proceeds: Not disclosed |
| Payment date | 24 April 2026 |
| Intended allottee | Category 8 directors of the Company (excluding outside directors) / Number of Shares 38,500 shares, Category 35 directors of the Company's subsidiaries / Number of Shares 45,420 shares |
| Intended allottee's holding policy | The shares may not be transferred, pledged, or otherwise disposed of from 24 April 2026 through 1 June 2031. A clawback arrangement applies under which the allocated shares for which restrictions have been lifted must be returned if certain circumstances arise within 3 years after the date on which the transfer restrictions are lifted. |
| Dilution Rate | Not applicable (disposal of treasury shares) |
| Total number of issued shares | The total number of issued shares will not increase because this is a disposal of treasury shares. |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 26 March 2026, ¥11,090. No discount or premium applies. |
| Transfer restriction period | From 24 April 2026 through 1 June 2031 |
| Conditions for lifting transfer restrictions | During the transfer restriction period, the recipient must remain in the designated director position until it has been confirmed whether the indicators for the applicable evaluation period have been achieved, and the indicators must be achieved. The indicators comprise financial indicators such as EPS, TSR, ROIC and CF, as well as non-financial indicators such as external evaluation indicators relating to ESG initiatives. |
| Reason for acquisition without consideration | The Company will automatically acquire without consideration the allocated shares for which the transfer restrictions have not been lifted, as well as the allocated shares relating to a failure to achieve the applicable indicator conditions or to circumstances in which it becomes clear that those conditions will not be achieved. |
| Categories and Number of Persons Covered | 8 directors of the Company (excluding outside directors): 38,500 shares; 35 directors of the Company's subsidiaries: 45,420 shares |
| Total Stock-Based Compensation | The total amount of monetary claims paid to eligible directors for the grant of restricted stock is limited to ¥1.2 billion per year. |
| Procedures under the Corporate Code of Conduct | At the annual general meetings of shareholders held on 28 March 2019 and 28 March 2024, the restricted stock compensation plan and revisions to the compensation framework were approved. |
Items this document does not state (11)
Estimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioMost 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 incentives for achieving the medium-term management plan and for the sustained improvement of performance and corporate value over the medium to long term, and to promote the sharing of value with shareholders.
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.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.