Worth reading
52Recurring
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
72334
Shares (maximum)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares by way of a third-party allotment as restricted stock (for the employee stock ownership plan)
Who receives how much72,334Shares
72,334 shares of our common stock (maximum; the actual number of shares will be determined based on the number of eligible employees who consent to participate in the plan)
Iyo Bank Group Employee Stock Ownership Plan (maximum of 72,334 shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥3,679 per share
Total issue value
¥266,116,786 (maximum)
Amount of funds to be raised
Total subscription payment of ¥266,116,786 (maximum); estimated net proceeds not disclosed
Total Stock-Based Compensation
Monetary claim of ¥434,122 per eligible employee
発行済株式総数
0.02% of the total number of issued shares and 0.02% of the total number of voting rights (based on the maximum number of shares)
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.
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 25 September 2026 to 1 June 2029
Conditions for lifting transfer restrictions
Provided that an eligible employee remains a member of the employee stock ownership plan continuously from 25 September 2026 through 31 March 2027, all transfer restrictions will be lifted upon expiration of the restricted transfer period. The restrictions will also be lifted at the time and to the extent stipulated in the agreement in cases including withdrawal from the plan for a legitimate reason, becoming a non-resident, or a corporate reorganization.
Reason for acquisition without consideration
If an eligible employee engages in an act violating laws or regulations or falls under any other specified event set out in the relevant allotment agreement during the restricted transfer period. This also applies if any shares remain subject to transfer restrictions when the restricted transfer period expires or at a specified date on which the restrictions are lifted.
Categories and Number of Persons Covered
A maximum of 613 employees in managerial or professional positions at our subsidiaries (eligible employees), 118 shares per employee.
Intended allottee's holding policy
During the restricted transfer period, transfers, the creation of security interests and other dispositions, as well as withdrawals from the employee stock ownership plan, will be restricted. After the restrictions are lifted, the shares will be transferred to the holder's regular holdings or to a securities account in the name of the eligible employee.
Payment date
25 September 2026
Basis for determining the amount to be paid
The closing price of ¥3,679 on the Tokyo Stock Exchange Prime Market on 6 August 2026, the business day preceding the date of the Board of Directors' resolution. The deviations from the average closing price were 5.84% for the one-month period from 7 July 2026 to 6 August 2026, 13.62% for the three-month period from 7 May 2026 to 6 August 2026, and 15.58% for the six-month period from 7 February 2026 to 6 August 2026.
Procedures under the Corporate Code of Conduct
Because the dilution ratio is below 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and procedures for confirming shareholder intent are not required. The Audit and Supervisory Committee, comprising 4 members including 3 outside directors, has stated its opinion that the disposal price is not particularly favorable and is lawful.
Impact on Business Performance
We believe this will contribute to an increase in the corporate value of our group.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares by way of a third-party allotment as restricted stock (for the employee stock ownership plan) |
| Number of shares to be issued or disposed of | 72,334 shares of our common stock (maximum; the actual number of shares will be determined based on the number of eligible employees who consent to participate in the plan) |
| Issue price and disposal price | ¥3,679 per share |
| Total issue value | ¥266,116,786 (maximum) |
| Amount of funds to be raised | Total subscription payment of ¥266,116,786 (maximum); estimated net proceeds not disclosed |
| Payment date | 25 September 2026 |
| Intended allottee | Iyo Bank Group Employee Stock Ownership Plan (maximum of 72,334 shares) |
| Intended allottee's holding policy | During the restricted transfer period, transfers, the creation of security interests and other dispositions, as well as withdrawals from the employee stock ownership plan, will be restricted. After the restrictions are lifted, the shares will be transferred to the holder's regular holdings or to a securities account in the name of the eligible employee. |
| Dilution Rate | 0.02% of the total number of issued shares and 0.02% of the total number of voting rights (based on the maximum number of shares) |
| Total number of issued shares | 313,408,831 shares (as of 31 March 2026) → Not disclosed |
| Basis for determining the amount to be paid | The closing price of ¥3,679 on the Tokyo Stock Exchange Prime Market on 6 August 2026, the business day preceding the date of the Board of Directors' resolution. The deviations from the average closing price were 5.84% for the one-month period from 7 July 2026 to 6 August 2026, 13.62% for the three-month period from 7 May 2026 to 6 August 2026, and 15.58% for the six-month period from 7 February 2026 to 6 August 2026. |
| Transfer restriction period | From 25 September 2026 to 1 June 2029 |
| Conditions for lifting transfer restrictions | Provided that an eligible employee remains a member of the employee stock ownership plan continuously from 25 September 2026 through 31 March 2027, all transfer restrictions will be lifted upon expiration of the restricted transfer period. The restrictions will also be lifted at the time and to the extent stipulated in the agreement in cases including withdrawal from the plan for a legitimate reason, becoming a non-resident, or a corporate reorganization. |
| Reason for acquisition without consideration | If an eligible employee engages in an act violating laws or regulations or falls under any other specified event set out in the relevant allotment agreement during the restricted transfer period. This also applies if any shares remain subject to transfer restrictions when the restricted transfer period expires or at a specified date on which the restrictions are lifted. |
| Categories and Number of Persons Covered | A maximum of 613 employees in managerial or professional positions at our subsidiaries (eligible employees), 118 shares per employee. |
| Total Stock-Based Compensation | Monetary claim of ¥434,122 per eligible employee |
| Procedures under the Corporate Code of Conduct | Because the dilution ratio is below 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and procedures for confirming shareholder intent are not required. The Audit and Supervisory Committee, comprising 4 members including 3 outside directors, has stated its opinion that the disposal price is not particularly favorable and is lawful. |
| Impact on Business Performance | We believe this will contribute to an increase in the corporate value of our group. |
Items this document does not state (10)
Estimated issuance expensesSpecific use of fundsExercise 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 introduce this plan as a human capital investment that provides eligible employees with an incentive to enhance our corporate value, promotes value sharing with shareholders, and improves employee engagement and Financial Well-Being.
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.
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