Worth reading
48Recurring
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
10086300
Yen (fair value)Wording
Definitive
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation (free allotment method)
Who receives how much8,005Shares
8,005 common shares (treasury shares)
5 directors of the Company, excluding directors serving as Audit and Supervisory Committee members and outside directors: 8,005 shares
The lower thin line represents the existing number of shares to which these shares will be added.
¥1,260 per share (fair value; free allotment)
Total issue value
¥10,086,300 (fair value)
Amount of funds to be raised
Total amount to be paid: ¥0; estimated net proceeds: ¥0
Total Stock-Based Compensation
Up to ¥60 million per year (the aggregate limit for stock compensation under both the free allotment method and the in-kind contribution method)
発行済株式総数
The total number of issued shares will not increase because this is a disposal of treasury shares.
Not applicable (disposal of treasury shares only)
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 until the date on which the recipient ceases to hold the position of director of the Company
Conditions for lifting transfer restrictions
Subject to the recipient continuously holding the position of director of the Company from 25 September 2026 until 1 September 2027, all of the allotted shares will be released from the transfer restrictions upon expiry of the transfer restriction period. If the recipient ceases to hold the position of director due to death, expiration of the term of office or any other reason recognized as valid by the Company's Board of Directors, the restrictions will be released on the number of allotted shares calculated by multiplying the number of allotted shares by the number of months from September 2026 through the month including the date on which the recipient ceases to hold the position, divided by 12, capped at 1.
Reason for acquisition without consideration
At the expiration of the transfer restriction period or any other prescribed date specified in the agreement, the Company will automatically acquire without consideration any shares allotted under this plan for which the transfer restrictions have not been lifted.
Categories and Number of Persons Covered
5 directors of the Company, excluding directors serving as Audit and Supervisory Committee members and outside directors: 8,005 shares
Payment date
Not applicable (free allotment; allotment date: 25 September 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 August 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,260. No discount or premium was applied.
Procedures under the Corporate Code of Conduct
At the 32nd Annual General Meeting of Shareholders held on 26 June 2024, approval was obtained for the restricted stock compensation plan and an annual compensation limit of 75,000 shares and ¥60 million.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as restricted stock compensation (free allotment method) |
| Number of shares to be issued or disposed of | 8,005 common shares (treasury shares) |
| Issue price and disposal price | ¥1,260 per share (fair value; free allotment) |
| Total issue value | ¥10,086,300 (fair value) |
| Amount of funds to be raised | Total amount to be paid: ¥0; estimated net proceeds: ¥0 |
| Payment date | Not applicable (free allotment; allotment date: 25 September 2026) |
| Intended allottee | 5 directors of the Company, excluding directors serving as Audit and Supervisory Committee members and outside directors: 8,005 shares |
| Dilution Rate | Not applicable (disposal of treasury shares only) |
| 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 26 August 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,260. No discount or premium was applied. |
| Transfer restriction period | From 25 September 2026 until the date on which the recipient ceases to hold the position of director of the Company |
| Conditions for lifting transfer restrictions | Subject to the recipient continuously holding the position of director of the Company from 25 September 2026 until 1 September 2027, all of the allotted shares will be released from the transfer restrictions upon expiry of the transfer restriction period. If the recipient ceases to hold the position of director due to death, expiration of the term of office or any other reason recognized as valid by the Company's Board of Directors, the restrictions will be released on the number of allotted shares calculated by multiplying the number of allotted shares by the number of months from September 2026 through the month including the date on which the recipient ceases to hold the position, divided by 12, capped at 1. |
| Reason for acquisition without consideration | At the expiration of the transfer restriction period or any other prescribed date specified in the agreement, the Company will automatically acquire without consideration any shares allotted under this plan for which the transfer restrictions have not been lifted. |
| Categories and Number of Persons Covered | 5 directors of the Company, excluding directors serving as Audit and Supervisory Committee members and outside directors: 8,005 shares |
| Total Stock-Based Compensation | Up to ¥60 million per year (the aggregate limit for stock compensation under both the free allotment method and the in-kind contribution method) |
| Procedures under the Corporate Code of Conduct | At the 32nd Annual General Meeting of Shareholders held on 26 June 2024, approval was obtained for the restricted stock compensation plan and an annual compensation limit of 75,000 shares and ¥60 million. |
Items this document does not state (12)
Estimated issuance expensesSpecific use of fundsIntended allottee's holding policyExercise 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 provide directors with an incentive to achieve sustained growth in corporate value and further promote value sharing with shareholders. The Company considered the purpose of the scheme, the Company's performance, the scope of responsibilities of each proposed allottee and other relevant factors.
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