Worth reading
47Recurring
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
120000
SharesWording
Definitive
How definitive the wording is.Details of issuance or disposal
Issuance of new shares as restricted stock compensation
Who receives how much
Directors of the company 100,000 common shares / Executive officers of the Company 20,000 common shares / Total 120,000 common shares
3 of the Company's directors, excluding outside directors100,000 shares
2 of the Company's executive officers, excluding those concurrently serving as directors20,000 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.
¥605 per share
Total issue value
¥60,500,000 for the Company's directors, ¥12,100,000 for the Company's executive officers, for a total of ¥72,600,000
Amount of funds to be raised
Total payment amount: ¥72,600,000. Estimated net proceeds: Not disclosed. However, as the shares will be issued in exchange for in-kind contributions of monetary compensation receivables, this does not constitute cash fundraising.
Total Stock-Based Compensation
The annual limit on compensation for eligible directors is ¥100 million. For this issuance, the total issuance price is ¥60,500,000 for directors and ¥12,100,000 for executive officers.
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
From 24 April 2026 until the date on which the recipient retires from or loses any position as a director, executive officer, employee or other equivalent position at the Company. The service period is from 24 April 2026 to 23 April 2036.
Conditions for lifting transfer restrictions
The recipient must continuously hold one of the following positions at the Company from 24 April 2026 to 23 April 2036: director, executive officer, employee or other equivalent position. In the event of retirement or other circumstances, the restrictions will be partially lifted in proportion to the number of months in office only if the Company determines that there was a legitimate reason.
Reason for acquisition without consideration
If any shares remain subject to transfer restrictions when the restricted period expires; if any shares remain subject to transfer restrictions due to retirement or other circumstances; or if the recipient is subject to imprisonment or a more severe penalty, a petition for commencement of insolvency proceedings, attachment or similar proceedings, competition with the Company, or a material violation of laws, internal regulations or the allocation agreement.
Categories and Number of Persons Covered
Category The Company's directors (excluding outside directors) / Number of Employees 3 / Number of allocated shares 100,000 shares, Category The Company's executive officers, excluding those concurrently serving as directors / Number of Employees 2 / Number of allocated shares 20,000 shares
Intended allottee's holding policy
The transfer restrictions will be lifted subject to the recipient continuously holding a position as a director, executive officer, employee or other equivalent position at the Company for a specified period. These are service- and employment-contingent restricted shares, and the shares may not be transferred, pledged as collateral or otherwise disposed of during the restricted period.
Payment date
24 April 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on 26 March 2026, the business day immediately preceding the date of the Board of Directors' resolution, was ¥605. No discount or premium was stated.
Procedures under the Corporate Code of Conduct
At the 13th Annual General Meeting of Shareholders held on 28 March 2023, approval was obtained for the scheme and the upper limits on compensation and the number of shares. The specific compensation terms were resolved by the Board of Directors following procedures conducted by the Compensation Advisory Committee. The Board of Directors also approved the terms for executive officers following procedures consistent with this policy.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of new shares as restricted stock compensation |
| Number of shares to be issued or disposed of | Directors of the company 100,000 common shares / Executive officers of the Company 20,000 common shares / Total 120,000 common shares |
| Issue price and disposal price | ¥605 per share |
| Total issue value | ¥60,500,000 for the Company's directors, ¥12,100,000 for the Company's executive officers, for a total of ¥72,600,000 |
| Amount of funds to be raised | Total payment amount: ¥72,600,000. Estimated net proceeds: Not disclosed. However, as the shares will be issued in exchange for in-kind contributions of monetary compensation receivables, this does not constitute cash fundraising. |
| Payment date | 24 April 2026 |
| Intended allottee | Name 3 of the Company's directors, excluding outside directors / Number of Shares 100,000 shares, Name 2 of the Company's executive officers, excluding those concurrently serving as directors / Number of Shares 20,000 shares |
| Intended allottee's holding policy | The transfer restrictions will be lifted subject to the recipient continuously holding a position as a director, executive officer, employee or other equivalent position at the Company for a specified period. These are service- and employment-contingent restricted shares, and the shares may not be transferred, pledged as collateral or otherwise disposed of during the restricted period. |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Tokyo Stock Exchange on 26 March 2026, the business day immediately preceding the date of the Board of Directors' resolution, was ¥605. No discount or premium was stated. |
| Transfer restriction period | From 24 April 2026 until the date on which the recipient retires from or loses any position as a director, executive officer, employee or other equivalent position at the Company. The service period is from 24 April 2026 to 23 April 2036. |
| Conditions for lifting transfer restrictions | The recipient must continuously hold one of the following positions at the Company from 24 April 2026 to 23 April 2036: director, executive officer, employee or other equivalent position. In the event of retirement or other circumstances, the restrictions will be partially lifted in proportion to the number of months in office only if the Company determines that there was a legitimate reason. |
| Reason for acquisition without consideration | If any shares remain subject to transfer restrictions when the restricted period expires; if any shares remain subject to transfer restrictions due to retirement or other circumstances; or if the recipient is subject to imprisonment or a more severe penalty, a petition for commencement of insolvency proceedings, attachment or similar proceedings, competition with the Company, or a material violation of laws, internal regulations or the allocation agreement. |
| Categories and Number of Persons Covered | Category The Company's directors (excluding outside directors) / Number of Employees 3 / Number of allocated shares 100,000 shares, Category The Company's executive officers, excluding those concurrently serving as directors / Number of Employees 2 / Number of allocated shares 20,000 shares |
| Total Stock-Based Compensation | The annual limit on compensation for eligible directors is ¥100 million. For this issuance, the total issuance price is ¥60,500,000 for directors and ¥12,100,000 for executive officers. |
| Procedures under the Corporate Code of Conduct | At the 13th Annual General Meeting of Shareholders held on 28 March 2023, approval was obtained for the scheme and the upper limits on compensation and the number of shares. The specific compensation terms were resolved by the Board of Directors following procedures conducted by the Compensation Advisory Committee. The Board of Directors also approved the terms for executive officers following procedures consistent with this policy. |
Items this document does not state (13)
Estimated issuance expensesSpecific use of fundsDilution RateTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / 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 promote alignment and value sharing with shareholders and provide an incentive to sustainably enhance corporate value. For executive officers, the purpose is also to increase their motivation to contribute to improved business performance and the sustainable growth of corporate value, as well as their awareness of participating in management.
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.