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Share Issuance and Disposal4819Digital Garage,Inc.Information and Communications, Services and Others

Notice Concerning the Issuance of Stock Options (Share Acquisition Rights)

The Company has resolved to issue 113,846 stock acquisition rights to 4 of its directors as stock price-linked stock options. Each stock acquisition right may be exercised to acquire 1 common share at ¥1 per share.

Worth reading
49Recurring
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
113846
units
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of stock acquisition rights as equity compensation stock options (Digital Garage, Inc. 29th Stock Acquisition Rights)

Who receives how much

Equivalent to 113,846 shares (113,846 stock acquisition rights, each exercisable for 1 common share)

4 directors of the Company113,846 rights (equivalent to 113,846 shares)

The lower thin line represents the existing number of shares to which these shares will be added.

Total Stock-Based Compensation

Monetary compensation equivalent to the total payment amount of the stock acquisition rights allotted to each eligible person (total amount: Not disclosed)

Terms of the stock acquisition rights
Exercise price
¥1 per share. Amendment provisions are Not disclosed (stated as a fixed amount).
Exercise period
Start Date 11 July 2026 / End date 10 July 2076
Number of Stock Acquisition Rights
Total number issued 113,846 rights (number scheduled for allotment) / Unexercised balance Not disclosed
Reason for acquisition without consideration
If a corporate reorganization or similar matter is approved by the general meeting of shareholders or the Board of Directors, if a holder of the stock acquisition rights becomes unable to exercise them due to the exercise conditions or restrictions, if the holder submits a written request to waive the rights, or if the holder breaches the stock acquisition rights allotment agreement.
Categories and Number of Persons Covered
4 of the Company's directors: 113,846 rights
Basis for determining the amount to be paid
Calculated using the Black-Scholes model on the allotment date. The share price will be the closing price of the Company's common shares on the Tokyo Stock Exchange on 10 July 2026, or, if there is no closing price, the base price on the next trading day. The expected remaining term is 2.93 years, and volatility is calculated based on the closing prices on the final trading day of each week from 5 August 2023 through 10 July 2026. The discount rate and premium rate are Not disclosed.
Procedures under the Corporate Code of Conduct
The offering terms were determined at a meeting of the Board of Directors held on 24 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 are Not disclosed.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of stock acquisition rights as equity compensation stock options (Digital Garage, Inc. 29th Stock Acquisition Rights)
Number of shares to be issued or disposed ofEquivalent to 113,846 shares (113,846 stock acquisition rights, each exercisable for 1 common share)
Intended allotteeName 4 directors of the Company / Number of Shares 113,846 rights (equivalent to 113,846 shares)
Basis for determining the amount to be paidCalculated using the Black-Scholes model on the allotment date. The share price will be the closing price of the Company's common shares on the Tokyo Stock Exchange on 10 July 2026, or, if there is no closing price, the base price on the next trading day. The expected remaining term is 2.93 years, and volatility is calculated based on the closing prices on the final trading day of each week from 5 August 2023 through 10 July 2026. The discount rate and premium rate are Not disclosed.
Exercise price¥1 per share. Amendment provisions are Not disclosed (stated as a fixed amount).
Exercise periodStart Date 11 July 2026 / End date 10 July 2076
Number of Stock Acquisition RightsTotal number issued 113,846 rights (number scheduled for allotment) / Unexercised balance Not disclosed
Reason for acquisition without considerationIf a corporate reorganization or similar matter is approved by the general meeting of shareholders or the Board of Directors, if a holder of the stock acquisition rights becomes unable to exercise them due to the exercise conditions or restrictions, if the holder submits a written request to waive the rights, or if the holder breaches the stock acquisition rights allotment agreement.
Categories and Number of Persons Covered4 of the Company's directors: 113,846 rights
Total Stock-Based CompensationMonetary compensation equivalent to the total payment amount of the stock acquisition rights allotted to each eligible person (total amount: Not disclosed)
Procedures under the Corporate Code of ConductThe offering terms were determined at a meeting of the Board of Directors held on 24 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 are Not disclosed.
Items this document does not state (17)
Issue price and disposal priceTotal issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateIntended allottee's holding policyDilution RateTotal number of issued sharesTransfer restriction periodConditions for lifting transfer restrictionsUnderwriter / 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.

The purpose is to strengthen the linkage between the compensation of the eligible directors and the Company's share price, have them share with shareholders not only the benefits of share price increases but also the risks of declines, and increase their motivation to contribute to improving the Company's performance and 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.
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 Issuance of Stock Options (Share Acquisition Rights) | Digital Garage,Inc. (4819) timely disclosure | Komori