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Share Issuance and Disposal4884Kringle Pharma,Inc.Pharmaceuticals

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

The Company resolved to issue 380 Series 18 Stock Acquisition Rights to its employees at no cost. If all the rights are exercised, the number of common shares will increase by 38,000, resulting in dilution of 0.45% relative to the total number of issued shares.

Worth reading
52Recurring
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Direction
Neutral
Direction inferred from the company’s description.
Scale
38000
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of stock acquisition rights as stock options to the Company's employees (Series 18 Stock Acquisition Rights)

Who receives how much

380 stock acquisition rights; 100 common shares per right; 38,000 shares in total (number of shares to be increased upon exercise of the stock acquisition rights)

The Company's employees38,000 shares

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

The stock acquisition rights will be issued at no cost. The exercise price will be the average closing price on each trading day in the month preceding the month containing the allotment date. However, if this is lower than the closing price on the allotment date, the latter will apply.
Existing Shares and Increase
+0.45%Rate of increase
8,383,200 shares8,421,200Shares

0.45% (percentage relative to the total number of issued shares as of 31 May 2026)

The dilution rate shows what proportion the newly issued shares represent of the existing shares. The higher the proportion, the more the value and voting rights per share are diluted.

Terms of the stock acquisition rights
Exercise price
The initial exercise price will be the average closing price on each trading day in the month preceding the month containing the allotment date, subject to a floor equal to the closing price on the allotment date. Adjustment provisions apply in the event of a share split or consolidation, an issue of shares for subscription at a price below market value, a corporate reorganization or similar event.
Exercise period
From 26 June 2028 to 25 June 2036
Number of Stock Acquisition Rights
380 stock acquisition rights in total. The number of unexercised rights is Not disclosed.
Reason for acquisition without consideration
If a merger or similar transaction in which the Company becomes the disappearing company is approved at a shareholders meeting, if the stock acquisition rights can no longer be exercised under the exercise conditions, or if a holder waives all or part of the stock acquisition rights.
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 hold a position as a director, audit & supervisory board member or employee of the Company at the time of exercise. This does not apply if the Company's Board of Directors determines that there is a legitimate reason.
Categories and Number of Persons Covered
Company employees. The number of employees is Not disclosed. Total shares allotted: 38,000.
Intended allottee's holding policy
The acquisition of the stock acquisition rights by transfer requires the approval of the Company's Board of Directors.
Basis for determining the amount to be paid
The exercise price will be based on the average closing price of the Company's shares in regular trading on the Tokyo Stock Exchange on each trading day in the month preceding the month containing the allotment date, rounded up to the nearest yen. However, if this amount is lower than the closing price on the allotment date, the latter will apply. The discount rate and premium rate are Not disclosed.
Procedures under the Corporate Code of Conduct
The issuance was resolved at a meeting of the Board of Directors held on 10 June 2026. Obtaining an opinion from an independent third party and confirming shareholders' intentions are Not disclosed.
Impact on Business Performance
The purpose is to further enhance the motivation and awareness of the Company's employees toward improving performance over the medium to long term and to increase shareholder value. The specific impact on performance and finances is Not disclosed.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of stock acquisition rights as stock options to the Company's employees (Series 18 Stock Acquisition Rights)
Number of shares to be issued or disposed of380 stock acquisition rights; 100 common shares per right; 38,000 shares in total (number of shares to be increased upon exercise of the stock acquisition rights)
Issue price and disposal priceThe stock acquisition rights will be issued at no cost. The exercise price will be the average closing price on each trading day in the month preceding the month containing the allotment date. However, if this is lower than the closing price on the allotment date, the latter will apply.
Intended allotteeCategory The Company's employees / Number of Employees Not disclosed / Number of Shares 38,000 shares
Intended allottee's holding policyThe acquisition of the stock acquisition rights by transfer requires the approval of the Company's Board of Directors.
Dilution Rate0.45% (percentage relative to the total number of issued shares as of 31 May 2026)
Total number of issued shares8,383,200 shares → 8,421,200 shares (if all the stock acquisition rights are exercised)(0.45%)
Basis for determining the amount to be paidThe exercise price will be based on the average closing price of the Company's shares in regular trading on the Tokyo Stock Exchange on each trading day in the month preceding the month containing the allotment date, rounded up to the nearest yen. However, if this amount is lower than the closing price on the allotment date, the latter will apply. The discount rate and premium rate are Not disclosed.
Exercise priceThe initial exercise price will be the average closing price on each trading day in the month preceding the month containing the allotment date, subject to a floor equal to the closing price on the allotment date. Adjustment provisions apply in the event of a share split or consolidation, an issue of shares for subscription at a price below market value, a corporate reorganization or similar event.
Exercise periodFrom 26 June 2028 to 25 June 2036
Number of Stock Acquisition Rights380 stock acquisition rights in total. The number of unexercised rights is Not disclosed.
Conditions for lifting transfer restrictionsThe holder must hold a position as a director, audit & supervisory board member or employee of the Company at the time of exercise. This does not apply if the Company's Board of Directors determines that there is a legitimate reason.
Reason for acquisition without considerationIf a merger or similar transaction in which the Company becomes the disappearing company is approved at a shareholders meeting, if the stock acquisition rights can no longer be exercised under the exercise conditions, or if a holder waives all or part of the stock acquisition rights.
Categories and Number of Persons CoveredCompany employees. The number of employees is Not disclosed. Total shares allotted: 38,000.
Procedures under the Corporate Code of ConductThe issuance was resolved at a meeting of the Board of Directors held on 10 June 2026. Obtaining an opinion from an independent third party and confirming shareholders' intentions are Not disclosed.
Impact on Business PerformanceThe purpose is to further enhance the motivation and awareness of the Company's employees toward improving performance over the medium to long term and to increase shareholder value. The specific impact on performance and finances is Not disclosed.
Items this document does not state (12)
Total issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateTransfer restriction periodTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioMost recent equity financingMajor shareholders after the offering

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 further enhance the motivation and awareness of the Company's employees toward improving performance over the medium to long term and to increase shareholder value.

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Notice Concerning the Issuance of Stock Options (Share Acquisition Rights) | Kringle Pharma,Inc. (4884) timely disclosure | Komori