Worth reading
49Recurring
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
4526
SharesWording
Definitive
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
Who receives how much4,526Shares
4,526 common shares (treasury shares)
3 directors of the Company, excluding directors serving as Audit and Supervisory Committee members and outside directors, allocated a total of 4,526 shares
The lower thin line represents the existing number of shares to which these shares will be added.
¥1,134 per share
Total issue value
¥5,132,484
Amount of funds to be raised
Total payment amount: ¥5,132,484; estimated net proceeds: Not disclosed (no actual funds will be raised because the shares will be contributed in kind)
Total Stock-Based Compensation
Total monetary compensation claims of ¥5,132,484 (the annual monetary compensation limit for existing directors is within ¥50 million)
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 allottees cease to hold their positions as officers or employees of the Company
Conditions for lifting transfer restrictions
The allottee must continuously hold the position of director of the Company from April 2026 until the conclusion of the annual general meeting of shareholders for the fiscal year ending December 2026. If the allottee ceases to hold the position due to death or another reason deemed legitimate by the Company's Board of Directors, the restrictions will be lifted for the number of shares corresponding to the number of months in office. In the event of a reorganization or similar transaction, the restrictions will be lifted for the number of shares corresponding to the period up to the date on which the reorganization is approved.
Reason for acquisition without consideration
The Company will automatically acquire without consideration any of the allotted shares for which the transfer restrictions have not been lifted at the end of the transfer restriction period or at other times specified in the allotment agreement.
Categories and Number of Persons Covered
3 directors of the Company, excluding directors serving as Audit and Supervisory Committee members and outside directors; total of 4,526 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred, pledged, or otherwise disposed of. The holding policy after the transfer restrictions are lifted is Not disclosed.
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, ¥1,134. No discount or premium rate was disclosed.
Procedures under the Corporate Code of Conduct
At the 48th Annual General Meeting of Shareholders held on 30 March 2022, approval was obtained for the payment of monetary compensation claims of up to ¥50 million per year. Information on obtaining an opinion from an independent third party is Not disclosed.
Impact on Business Performance
Information on the impact of this matter on business performance is Not disclosed. The disposal price is explained as a reasonable price that appropriately reflects corporate value, provided that there are no special circumstances preventing reliance on the recent share price.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 4,526 common shares (treasury shares) |
| Issue price and disposal price | ¥1,134 per share |
| Total issue value | ¥5,132,484 |
| Amount of funds to be raised | Total payment amount: ¥5,132,484; estimated net proceeds: Not disclosed (no actual funds will be raised because the shares will be contributed in kind) |
| Payment date | 24 April 2026 |
| Intended allottee | 3 directors of the Company, excluding directors serving as Audit and Supervisory Committee members and outside directors, allocated a total of 4,526 shares |
| Intended allottee's holding policy | During the transfer restriction period, the shares may not be transferred, pledged, or otherwise disposed of. The holding policy after the transfer restrictions are lifted is Not disclosed. |
| 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, ¥1,134. No discount or premium rate was disclosed. |
| Transfer restriction period | From 24 April 2026 until the date on which the allottees cease to hold their positions as officers or employees of the Company |
| Conditions for lifting transfer restrictions | The allottee must continuously hold the position of director of the Company from April 2026 until the conclusion of the annual general meeting of shareholders for the fiscal year ending December 2026. If the allottee ceases to hold the position due to death or another reason deemed legitimate by the Company's Board of Directors, the restrictions will be lifted for the number of shares corresponding to the number of months in office. In the event of a reorganization or similar transaction, the restrictions will be lifted for the number of shares corresponding to the period up to the date on which the reorganization is approved. |
| Reason for acquisition without consideration | The Company will automatically acquire without consideration any of the allotted shares for which the transfer restrictions have not been lifted at the end of the transfer restriction period or at other times specified in the allotment agreement. |
| Categories and Number of Persons Covered | 3 directors of the Company, excluding directors serving as Audit and Supervisory Committee members and outside directors; total of 4,526 shares |
| Total Stock-Based Compensation | Total monetary compensation claims of ¥5,132,484 (the annual monetary compensation limit for existing directors is within ¥50 million) |
| Procedures under the Corporate Code of Conduct | At the 48th Annual General Meeting of Shareholders held on 30 March 2022, approval was obtained for the payment of monetary compensation claims of up to ¥50 million per year. Information on obtaining an opinion from an independent third party is Not disclosed. |
| Impact on Business Performance | Information on the impact of this matter on business performance is Not disclosed. The disposal price is explained as a reasonable price that appropriately reflects corporate value, provided that there are no special circumstances preventing reliance on the recent share price. |
Items this document does not state (12)
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 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 provide directors with an incentive to achieve sustainable improvement in corporate and shareholder value over the medium to long term, and to promote value sharing with shareholders.
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.