Details of issuance or disposal
Acquisition and cancellation of paid stock options (stock acquisition rights)
Series 5: 155,400 rights (number of potential shares not stated); Series 6: 410,600 rights (number of potential shares not stated); Series 7: 265,600 rights (number of potential shares not stated)
| Item | Details |
|---|---|
| Type of issuance or disposal | Acquisition and cancellation of paid stock options (stock acquisition rights) |
| Number of shares to be issued or disposed of | Series 5: 155,400 rights (number of potential shares not stated); Series 6: 410,600 rights (number of potential shares not stated); Series 7: 265,600 rights (number of potential shares not stated) |
| Basis for determining the amount to be paid | The Company obtained a valuation report from an external valuation firm and issued the paid stock options at an appropriate amount based on the report, while determining the issue price under its own responsibility. |
| Exercise price | Series 5 and Series 6: ¥1,405. Series 7: ¥1,218. The mandatory exercise clauses provide that the average closing share price over 21 consecutive business days must be below ¥562 for Series 5, ¥422 for Series 6 and ¥365 for Series 7. The floor under the adjustment provisions is Not disclosed. |
| Number of Stock Acquisition Rights | Total issued: Series 5, 168,150 rights; Series 6, 446,350 rights; Series 7, 353,400 rights. Number acquired and cancelled: Series 5, 155,400 rights; Series 6, 410,600 rights; Series 7, 265,600 rights. Remaining rights not acquired: Series 5, 12,750 rights; Series 6, 35,750 rights; Series 7, 87,800 rights. |
| Reason for acquisition without consideration | Under the issuance terms, all remaining Series 5 to Series 7 stock acquisition rights will be acquired without consideration on 26 June 2026 and cancelled immediately thereafter. |
| Procedures under the Corporate Code of Conduct | The Company's legal adviser has confirmed that the acquisition without consideration follows lawful and appropriate procedures. |
| Impact on Business Performance | The impact on consolidated results for the fiscal year ending August 2026 will be immaterial. |
Items this document does not state (20)
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 likelihood that the share price would fall below the mandatory exercise thresholds had increased, making the risk of officers and employees adopting management decisions excessively focused on the short-term share price, due to the gap between the exercise price and the market price, as well as the risk of personnel outflows, both realistic and significant. The Company determined that avoiding the potential risk of share dilution and maintaining an environment in which officers and employees can focus on medium- to long-term business growth would best serve the common interests of shareholders.