Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
285,100 common shares of the Company (275,200 RS shares and 9,900 PSU 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.
¥550,670,650
The total number of issued shares will not increase because this is a disposal of treasury shares.
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.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 285,100 common shares of the Company (275,200 RS shares and 9,900 PSU shares) |
| Issue price and disposal price | ¥1,931.5 per share |
| Total issue value | ¥550,670,650 |
| Amount of funds to be raised | Total amount paid: ¥550,670,650; estimated net proceeds: Not disclosed |
| Payment date | 6 August 2026 |
| Intended allottee | Name Directors of the Company, excluding outside directors and non-executive directors / Number of Employees 3 / Number of Shares 25,600 shares (RS and PSUs), Name The Company's employees / Number of Employees 61 / Number of Shares 241,500 shares (RS only), Name Employees of the company's subsidiaries / Number of Employees 4 / Number of Shares 18,000 shares (RS only) |
| Intended allottee's holding policy | During the transfer restriction period, the shares may not be transferred, pledged as collateral, or otherwise disposed of. |
| Total number of issued shares | The total number of issued shares will not increase because this is a disposal of treasury shares. |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Tokyo Stock Exchange on 6 July 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,931.5. No discount or premium applies. |
| Transfer restriction period | Directors receiving RS: 50 years, from 6 August 2026 to 6 August 2076. Employees receiving RS: from 6 August 2026 until they cease to be employees of the Company or its subsidiaries or directors of a subsidiary of the Company. Directors receiving PSUs: from 6 August 2026 until immediately after they retire from their position as a director of the Company. |
| Conditions for lifting transfer restrictions | Directors receiving RS: The director must remain in office throughout the restricted period. If the director retires due to death or another reason deemed legitimate by the Board of Directors, the restrictions will be lifted immediately thereafter. Employees receiving RS: The restrictions will be lifted when the recipient ceases to hold the relevant position due to mandatory retirement, expiration of the term of employment, death, or another reason deemed legitimate by the Representative Director. Directors receiving PSUs: The restrictions will be lifted at the prescribed time upon retirement. In the event of a corporate reorganization or similar event, the restrictions will be lifted by resolution of the Board of Directors. |
| Reason for acquisition without consideration | Upon or immediately after the expiration of the restricted period, the Company will acquire without consideration any shares for which the restrictions have not been lifted. |
| Categories and Number of Persons Covered | 3 directors of the Company: 25,600 shares; 61 employees of the Company: 241,500 shares; 4 employees of the Company's subsidiaries: 18,000 shares |
| Total Stock-Based Compensation | Total monetary compensation claims: ¥531,548,800 (¥30,324,550 for directors' RS, ¥466,457,250 for employees, ¥34,767,000 for subsidiary employees, and ¥19,121,850 for directors' PSUs) |
| Stock Split Ratio | The number of shares into which one share will be split is Not disclosed. Effective date: 1 October 2025. |
| Procedures under the Corporate Code of Conduct | At the annual general meetings of shareholders held on 25 June 2019 and 24 June 2022, approval was obtained for the compensation framework, restricted periods, number of shares and other matters. This disposal was resolved at a meeting of the Board of Directors held on 7 July 2026. |
| Impact on Business Performance | The impact on business performance is Not disclosed |
Items this document does not state (10)
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 provide incentives for the sustained enhancement of corporate value, share value with shareholders, share the Company's principles and vision with employees and others and deepen their engagement, achieve performance targets, and improve performance over the medium to long term.