Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
17,000 of the Company's common shares (treasury shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥8,160,000 (based on fair value)
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 | 17,000 of the Company's common shares (treasury shares) |
| Issue price and disposal price | No consideration (fair value per share: ¥480) |
| Total issue value | ¥8,160,000 (based on fair value) |
| Amount of funds to be raised | No payment required; no estimated net proceeds |
| Payment date | No payment is required (allocation date: 22 July 2026) |
| Intended allottee | Category 5 directors of the Company (excluding outside directors) / Number of Shares 17,000 shares |
| Intended allottee's holding policy | From 22 July 2026 until the date on which they retire as directors of the Company, the shares may not be transferred, pledged, or otherwise disposed of. |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Tokyo Stock Exchange on 23 June 2026 was ¥480. The discount rate and premium rate were not disclosed. |
| Transfer restriction period | From 22 July 2026 (the allocation date) until the date on which the recipient retires as a director of the Company |
| Conditions for lifting transfer restrictions | The eligible director must continuously remain a director of the Company throughout the service provision period, from the date of the Company's annual general meeting of shareholders immediately preceding the allocation date through the date of the Company's annual general meeting of shareholders held in the following year. If the director retires due to death or another reason deemed justifiable by the Company's Board of Directors, the transfer restrictions will be lifted in part according to the number of months in office. |
| Reason for acquisition without consideration | At the end of the restriction period, the Company will automatically acquire without consideration any of the allotted shares for which the restrictions have not been released. |
| Categories and Number of Persons Covered | 5 of the Company's directors, excluding outside directors; 17,000 shares |
| Total Stock-Based Compensation | The compensation limit under the system is ¥40 million per year, separate from the existing compensation limit for directors. The total fair value for this allocation is ¥8,160,000. |
| Procedures under the Corporate Code of Conduct | At the 61st Annual General Meeting of Shareholders held on 28 June 2022, approval was obtained for this system and a compensation limit of up to 40,000 shares per year and ¥40 million per year. |
| Impact on Business Performance | The impact of this matter on business performance was not disclosed. |
Items this document does not state (12)
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 an incentive for the sustainable enhancement of corporate value and promote value sharing with shareholders. The Company also took into consideration the purpose of the system, the scope of responsibilities of each eligible director, and other relevant factors.