Komori
Share Issuance and Disposal4755Rakuten Group,Inc.Information and Communications, Services and Others

Grant of stock options (share acquisition rights) to executive officers and employees of our subsidiary

Rakuten Group resolved to grant 13,502 share acquisition rights (potential shares: 1,350,200) to 232 executive officers and employees of its subsidiary as performance- and share price-linked compensation. The rights will become exercisable in stages from 1 November 2027, and all rights will be exercisable from 1 November 2030.

Worth reading
53Recurring
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
1350200
Shares (number of shares underlying the stock acquisition rights)
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of stock acquisition rights as stock options

発行・処分する株式数

1,350,200 shares of our common stock (13,502 share acquisition rights, 100 shares per right)

Intended allottee
Name Executive officers and employees of the Company's subsidiaries / Number of Employees 232 people / Number of stock acquisition rights 13,502 share acquisition rights
No cash payment is required in exchange for the share acquisition rights (issued free of charge).
Amount of funds to be raised

Total amount to be paid: Not disclosed; estimated net proceeds: Not disclosed

Terms of the stock acquisition rights
Exercise price
¥1 per share acquisition right. Amendment provision: Not disclosed
Exercise period
Start Date 1 November 2027 / End date 1 November 2036 (the preceding business day if the final day falls on a holiday)
Number of Stock Acquisition Rights
Total number issued 13,502 share acquisition rights / Number of unexercised units Not disclosed
Reason for acquisition without consideration
If a merger or other transaction in which our company is the disappearing company is approved at a shareholders meeting, or if a holder of the share acquisition rights ceases to hold the prescribed position as an officer, employee or other personnel before exercising the rights, our company may acquire the share acquisition rights free of charge.
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
The rights become exercisable in stages from the date corresponding to 1 year after the issue date, and all rights become exercisable from the date corresponding to 4 years after the issue date. Transfers and other dispositions are restricted.
Conditions for lifting transfer restrictions
15% may be exercised from the date corresponding to 1 year after the issue date, 35% from the date corresponding to 2 years after the issue date, 65% from the date corresponding to 3 years after the issue date, and 100% from the date corresponding to 4 years after the issue date. At the time of exercise, the holder must be an officer, employee or other personnel of our company, our subsidiary or our affiliated company. Exceptions apply where the prescribed procedures for retirement have been completed or special approval has been granted by the Board of Directors.
Categories and Number of Persons Covered
232 executive officers and employees of our subsidiary, 13,502 share acquisition rights
Intended allottee's holding policy
Pledging the share acquisition rights or otherwise disposing of them is prohibited. Acquisition through transfer requires approval from our Board of Directors.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of stock acquisition rights as stock options
Number of shares to be issued or disposed of1,350,200 shares of our common stock (13,502 share acquisition rights, 100 shares per right)
Issue price and disposal priceNo cash payment is required in exchange for the share acquisition rights (issued free of charge).
Amount of funds to be raisedTotal amount to be paid: Not disclosed; estimated net proceeds: Not disclosed
Intended allotteeName Executive officers and employees of the Company's subsidiaries / Number of Employees 232 people / Number of stock acquisition rights 13,502 share acquisition rights
Intended allottee's holding policyPledging the share acquisition rights or otherwise disposing of them is prohibited. Acquisition through transfer requires approval from our Board of Directors.
Exercise price¥1 per share acquisition right. Amendment provision: Not disclosed
Exercise periodStart Date 1 November 2027 / End date 1 November 2036 (the preceding business day if the final day falls on a holiday)
Number of Stock Acquisition RightsTotal number issued 13,502 share acquisition rights / Number of unexercised units Not disclosed
Transfer restriction periodThe rights become exercisable in stages from the date corresponding to 1 year after the issue date, and all rights become exercisable from the date corresponding to 4 years after the issue date. Transfers and other dispositions are restricted.
Conditions for lifting transfer restrictions15% may be exercised from the date corresponding to 1 year after the issue date, 35% from the date corresponding to 2 years after the issue date, 65% from the date corresponding to 3 years after the issue date, and 100% from the date corresponding to 4 years after the issue date. At the time of exercise, the holder must be an officer, employee or other personnel of our company, our subsidiary or our affiliated company. Exceptions apply where the prescribed procedures for retirement have been completed or special approval has been granted by the Board of Directors.
Reason for acquisition without considerationIf a merger or other transaction in which our company is the disappearing company is approved at a shareholders meeting, or if a holder of the share acquisition rights ceases to hold the prescribed position as an officer, employee or other personnel before exercising the rights, our company may acquire the share acquisition rights free of charge.
Categories and Number of Persons Covered232 executive officers and employees of our subsidiary, 13,502 share acquisition rights
Items this document does not state (15)
Total issue valueEstimated issuance expensesSpecific use of fundsPayment dateDilution RateTotal number of issued sharesBasis for determining the amount to be paidTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock 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.

The purpose is to foster a stronger incentive to improve performance and raise the share price by sharing both the benefits and risks with shareholders, attract and retain high-calibre talent, retain existing employees, and enhance the corporate and shareholder value of our group.

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.
Grant of stock options (share acquisition rights) to executive officers and employees of our subsidiary | Rakuten Group,Inc. (4755) timely disclosure | Komori