Komori
Share Issuance and Disposal4599StemRIM Inc.Pharmaceuticals

Notice Concerning Stock Acquisition Rights Issued as Stock Options to Executive Officers, Employees and External Collaborators

The Company has decided to submit to the shareholders' meeting scheduled for 28 October 2026 a proposal to issue up to 8,000 free stock options (stock acquisition rights) to executive officers, employees and external collaborators. The specific issue terms will be determined by the Board of Directors in the future pursuant to the authority delegated by the shareholders' meeting.

Worth reading
47Recurring
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
800000
Shares (8,000 stock acquisition rights, 100 shares per right)
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Issuance without consideration of stock acquisition rights as stock options

発行・処分する株式数

Up to 800,000 shares (8,000 stock acquisition rights, 100 shares per right)

Intended allottee
Those among the Company's executive officers, employees and external collaborators approved by the Company's Board of Directors (number of recipients: Not disclosed)
The stock acquisition rights will be issued free of charge. The exercise price will be the closing price of the Company's common shares on the Tokyo Stock Exchange on the allotment date multiplied by 1.025, rounded up to the nearest yen.
Terms of the stock acquisition rights
Exercise price
Closing price on the allotment date × 1.025 (rounded up to the nearest yen). Adjustment provisions apply in the event of a share split or consolidation, an issue of new shares or disposal of treasury shares at a price below market value, a corporate reorganisation or other events. The floor is Not disclosed.
Exercise period
A period separately determined by the Board of Directors beginning on the date 2 years after the allotment date and ending on the date 10 years after the date of the resolution approving the allotment.
Number of Stock Acquisition Rights
The total number issued is capped at 8,000. Unexercised balance: Not disclosed
Reason for acquisition without consideration
If a merger in which the Company becomes the disappearing company, or a share exchange or share transfer in which the Company becomes a wholly owned subsidiary, is approved at a shareholders' meeting. If a holder of the stock acquisition rights ceases to satisfy the exercise conditions or waives the rights. The Company may at any time acquire and hold the stock acquisition rights and cancel them free of charge.
Categories and Number of Persons Covered
Those among the Company's executive officers, employees and external collaborators approved by the Board of Directors. The number of people and shares allotted for each category are Not disclosed.
Intended allottee's holding policy
The acquisition of the stock acquisition rights through transfer requires approval from the Company's Board of Directors.
Basis for determining the amount to be paid
The closing price of the Company's common shares in regular trading on the Tokyo Stock Exchange on the allotment date multiplied by 1.025. The premium to the closing price is 2.5%. If no transaction takes place, the closing price on the most recent preceding trading day will be used as the basis.
Procedures under the Corporate Code of Conduct
Submit the proposal to the 21st Annual General Meeting of Shareholders scheduled for 28 October 2026 and seek approval to delegate to the Board of Directors the authority to determine the offering terms.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance without consideration of stock acquisition rights as stock options
Number of shares to be issued or disposed ofUp to 800,000 shares (8,000 stock acquisition rights, 100 shares per right)
Issue price and disposal priceThe stock acquisition rights will be issued free of charge. The exercise price will be the closing price of the Company's common shares on the Tokyo Stock Exchange on the allotment date multiplied by 1.025, rounded up to the nearest yen.
Intended allotteeThose among the Company's executive officers, employees and external collaborators approved by the Company's Board of Directors (number of recipients: Not disclosed)
Intended allottee's holding policyThe acquisition of the stock acquisition rights through transfer requires approval from the Company's Board of Directors.
Basis for determining the amount to be paidThe closing price of the Company's common shares in regular trading on the Tokyo Stock Exchange on the allotment date multiplied by 1.025. The premium to the closing price is 2.5%. If no transaction takes place, the closing price on the most recent preceding trading day will be used as the basis.
Exercise priceClosing price on the allotment date × 1.025 (rounded up to the nearest yen). Adjustment provisions apply in the event of a share split or consolidation, an issue of new shares or disposal of treasury shares at a price below market value, a corporate reorganisation or other events. The floor is Not disclosed.
Exercise periodA period separately determined by the Board of Directors beginning on the date 2 years after the allotment date and ending on the date 10 years after the date of the resolution approving the allotment.
Number of Stock Acquisition RightsThe total number issued is capped at 8,000. Unexercised balance: Not disclosed
Reason for acquisition without considerationIf a merger in which the Company becomes the disappearing company, or a share exchange or share transfer in which the Company becomes a wholly owned subsidiary, is approved at a shareholders' meeting. If a holder of the stock acquisition rights ceases to satisfy the exercise conditions or waives the rights. The Company may at any time acquire and hold the stock acquisition rights and cancel them free of charge.
Categories and Number of Persons CoveredThose among the Company's executive officers, employees and external collaborators approved by the Board of Directors. The number of people and shares allotted for each category are Not disclosed.
Procedures under the Corporate Code of ConductSubmit the proposal to the 21st Annual General Meeting of Shareholders scheduled for 28 October 2026 and seek approval to delegate to the Board of Directors the authority to determine the offering terms.
Items this document does not state (16)
Total issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateDilution RateTotal number of issued sharesTransfer restriction periodConditions for lifting transfer restrictionsTotal 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 grant incentive compensation intended to enhance motivation and morale to contribute to progress in research and development and to help increase corporate value over the medium to long term.

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.
Notice Concerning Stock Acquisition Rights Issued as Stock Options to Executive Officers, Employees and External Collaborators | StemRIM Inc. (4599) timely disclosure | Komori