Komori
Share Issuance and Disposal4593HEALIOS K.K.Pharmaceuticals

Notice Regarding the Issuance of Non-Monetary Stock Options (28th Series Stock Acquisition Rights)

The company resolved to issue no-cost 28th Series stock acquisition rights (stock options) to its directors, executive officers and employees, as well as directors and employees of its subsidiaries. A total of 12,471 stock acquisition rights will be issued, allowing for the delivery of up to 1,247,100 shares of common stock upon exercise.

Worth reading
49Recurring
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
1247100
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of gratis stock options (the 28th Stock Acquisition Rights)

Who receives how much

1,247,100 shares of common stock (12,471 stock acquisition rights, 100 shares per right)

Directors of the company3 / 652 rights
The Company's executive officers, including directors serving concurrently as executive officers4 / 1,001 rights
The Company's employees50 / 9,568 rights
Directors of the company's subsidiaries1 / 500 rights
Employees of the company's subsidiaries1 / 750 rights

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.

No cost (¥0) per stock acquisition right
Total issue value

No cost (¥0)

Terms of the stock acquisition rights
Exercise price
Average closing price in the month preceding the month of allocation × 1.05 (a 5% premium). However, the exercise price will not be lower than the closing price on the allocation date. Adjustment provisions apply in connection with stock splits, reverse stock splits and issuances below market value, among other events. The floor for adjustments is Not disclosed
Exercise period
2 July 2028 to 16 June 2036
Number of Stock Acquisition Rights
Total issuance: 12,471 rights. Outstanding unexercised rights: Not disclosed
Reason for acquisition without consideration
The company may acquire the stock acquisition rights at no cost if approval is granted for a merger or other transaction in which the company becomes the surviving entity's absorbed company, or if a holder becomes unable to exercise the rights under the exercise conditions before exercising them.
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.

Conditions for lifting transfer restrictions
The holder must be a director, executive officer, employee or external collaborator of the company or one of its affiliated companies at the time of exercise. In the event of retirement upon expiration of a term of office or mandatory retirement, the rights may be exercised for 3 years after retirement.
Categories and Number of Persons Covered
Category Directors of the company / Number of Employees 3 / Number of rights allotted 652 rights, Category The Company's executive officers, including directors serving concurrently as executive officers / Number of Employees 4 / Number of rights allotted 1,001 rights, Category The Company's employees / Number of Employees 50 / Number of rights allotted 9,568 rights, Category Directors of the company's subsidiaries / Number of Employees 1 / Number of rights allotted 500 rights, Category Employees of the company's subsidiaries / Number of Employees 1 / Number of rights allotted 750 rights
Basis for determining the amount to be paid
The exercise price will be calculated by multiplying the average closing price on each trading day in the month preceding the month of allocation by 1.05. However, if this amount is lower than the closing price on the allocation date, the closing price on the allocation date will apply.
Procedures under the Corporate Code of Conduct
The resolution was approved at the board of directors meeting held on 17 June 2026, pursuant to Articles 236, 238 and 240 of the Companies Act. Obtaining an opinion from an independent third party and confirming shareholders' intentions: Not disclosed
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of gratis stock options (the 28th Stock Acquisition Rights)
Number of shares to be issued or disposed of1,247,100 shares of common stock (12,471 stock acquisition rights, 100 shares per right)
Issue price and disposal priceNo cost (¥0) per stock acquisition right
Total issue valueNo cost (¥0)
Intended allotteeCategory Directors of the company / Number of Employees 3 / Number of rights allotted 652 rights, Category The Company's executive officers, including directors serving concurrently as executive officers / Number of Employees 4 / Number of rights allotted 1,001 rights, Category The Company's employees / Number of Employees 50 / Number of rights allotted 9,568 rights, Category Directors of the company's subsidiaries / Number of Employees 1 / Number of rights allotted 500 rights, Category Employees of the company's subsidiaries / Number of Employees 1 / Number of rights allotted 750 rights
Basis for determining the amount to be paidThe exercise price will be calculated by multiplying the average closing price on each trading day in the month preceding the month of allocation by 1.05. However, if this amount is lower than the closing price on the allocation date, the closing price on the allocation date will apply.
Exercise priceAverage closing price in the month preceding the month of allocation × 1.05 (a 5% premium). However, the exercise price will not be lower than the closing price on the allocation date. Adjustment provisions apply in connection with stock splits, reverse stock splits and issuances below market value, among other events. The floor for adjustments is Not disclosed
Exercise period2 July 2028 to 16 June 2036
Number of Stock Acquisition RightsTotal issuance: 12,471 rights. Outstanding unexercised rights: Not disclosed
Conditions for lifting transfer restrictionsThe holder must be a director, executive officer, employee or external collaborator of the company or one of its affiliated companies at the time of exercise. In the event of retirement upon expiration of a term of office or mandatory retirement, the rights may be exercised for 3 years after retirement.
Reason for acquisition without considerationThe company may acquire the stock acquisition rights at no cost if approval is granted for a merger or other transaction in which the company becomes the surviving entity's absorbed company, or if a holder becomes unable to exercise the rights under the exercise conditions before exercising them.
Categories and Number of Persons CoveredCategory Directors of the company / Number of Employees 3 / Number of rights allotted 652 rights, Category The Company's executive officers, including directors serving concurrently as executive officers / Number of Employees 4 / Number of rights allotted 1,001 rights, Category The Company's employees / Number of Employees 50 / Number of rights allotted 9,568 rights, Category Directors of the company's subsidiaries / Number of Employees 1 / Number of rights allotted 500 rights, Category Employees of the company's subsidiaries / Number of Employees 1 / Number of rights allotted 750 rights
Procedures under the Corporate Code of ConductThe resolution was approved at the board of directors meeting held on 17 June 2026, pursuant to Articles 236, 238 and 240 of the Companies Act. Obtaining an opinion from an independent third party and confirming shareholders' intentions: Not disclosed
Items this document does not state (15)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateIntended allottee's holding policyDilution RateTotal number of issued sharesTransfer restriction periodTotal Stock-Based CompensationUnderwriter / 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 enhance the motivation and morale of the eligible recipients and further strengthen the company's cohesion, with a view to achieving medium- to long-term earnings growth and increasing 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 Regarding the Issuance of Non-Monetary Stock Options (28th Series Stock Acquisition Rights) | HEALIOS K.K. (4593) timely disclosure | Komori