Komori
Share Issuance and Disposal4813ACCESS CO.,LTD.Information and Communications, Services and Others

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company resolved to dispose of 136,200 treasury shares at ¥530 per share as restricted stock compensation for 7 directors and 3 executive officers. The share-based compensation consists of service-based and performance-based awards, with restriction periods of 3 or 30 years.

Worth reading
48Recurring
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
136200
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much136,200Shares

136,200 treasury shares

7 directors84,800 shares (including 5,200 shares for 4 outside directors)
3 executive officers51,400 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.

¥530 per share
Total issue value

¥72,186,000

Amount of funds to be raised
Total payment amount: ¥72,186,000; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary compensation claims: ¥72,186,000 (service-based awards: ¥20,776,000; performance-based awards: ¥51,410,000)
発行済株式総数

The total number of issued shares will not increase because this is a disposal of treasury shares.

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
Service-based awards: 28 May 2026 to 28 May 2056 (30 years), Performance-based awards: 28 May 2026 to 28 May 2029 (3 years)
Conditions for lifting transfer restrictions
Service-based awards: During the restriction period, the recipient must continuously hold one of the following positions at the Company or one of its subsidiaries: director, executive officer who does not concurrently serve as a director, or employee., Performance-based awards: The eligible directors and other recipients, excluding outside directors, must remain in office, and the Company's 3-year total shareholder return as of the end of the 45th fiscal year must exceed the growth rate of the TOPIX, including dividends, over the same period.
Reason for acquisition without consideration
At the end of the restriction period or when the restrictions are lifted, the Company will automatically acquire without consideration all of the allocated shares for which the restrictions have not been lifted.
Categories and Number of Persons Covered
7 directors: 84,800 shares (including 5,200 shares for 4 outside directors); 3 executive officers: 51,400 shares
Intended allottee's holding policy
During the restriction period, the recipients may not transfer, create security interests over, or otherwise dispose of the shares. The shares will be managed in dedicated accounts opened with Nomura Securities Co., Ltd.
Payment date
28 May 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange Prime Market on 28 April 2026, the business day preceding the date of the Board of Directors' resolution, was ¥530. No discount or premium rate was stated.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares as restricted stock compensation
Number of shares to be issued or disposed of136,200 treasury shares
Issue price and disposal price¥530 per share
Total issue value¥72,186,000
Amount of funds to be raisedTotal payment amount: ¥72,186,000; estimated net proceeds: Not disclosed
Payment date28 May 2026
Intended allotteeCategory 7 directors / Number of Shares 84,800 shares (including 5,200 shares for 4 outside directors), Category 3 executive officers / Number of Shares 51,400 shares
Intended allottee's holding policyDuring the restriction period, the recipients may not transfer, create security interests over, or otherwise dispose of the shares. The shares will be managed in dedicated accounts opened with Nomura Securities Co., Ltd.
Total number of issued sharesThe total number of issued shares will not increase because this is a disposal of treasury shares.
Basis for determining the amount to be paidThe closing price of the Company's common stock on the Tokyo Stock Exchange Prime Market on 28 April 2026, the business day preceding the date of the Board of Directors' resolution, was ¥530. No discount or premium rate was stated.
Transfer restriction periodService-based awards: 28 May 2026 to 28 May 2056 (30 years), Performance-based awards: 28 May 2026 to 28 May 2029 (3 years)
Conditions for lifting transfer restrictionsService-based awards: During the restriction period, the recipient must continuously hold one of the following positions at the Company or one of its subsidiaries: director, executive officer who does not concurrently serve as a director, or employee., Performance-based awards: The eligible directors and other recipients, excluding outside directors, must remain in office, and the Company's 3-year total shareholder return as of the end of the 45th fiscal year must exceed the growth rate of the TOPIX, including dividends, over the same period.
Reason for acquisition without considerationAt the end of the restriction period or when the restrictions are lifted, the Company will automatically acquire without consideration all of the allocated shares for which the restrictions have not been lifted.
Categories and Number of Persons Covered7 directors: 84,800 shares (including 5,200 shares for 4 outside directors); 3 executive officers: 51,400 shares
Total Stock-Based CompensationTotal monetary compensation claims: ¥72,186,000 (service-based awards: ¥20,776,000; performance-based awards: ¥51,410,000)
Items this document does not state (13)
Estimated issuance expensesSpecific use of fundsDilution RateExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / 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 provide incentives for the sustained enhancement of corporate value, promote the sharing of shareholder value, and further motivate the eligible directors and other recipients. The Company also stated that it took into consideration its business performance, the scope of responsibilities of each eligible director and other recipient, and other relevant circumstances.

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 Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | ACCESS CO.,LTD. (4813) timely disclosure | Komori