Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
Treasury shares: 9,272 shares
The lower thin line represents the existing number of shares to which these shares will be added.
¥23,893,944
As this is a disposal of treasury shares, the total number of issued shares will not increase
Not applicable, as this is a disposal of treasury shares and the total number of issued shares will not increase
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.
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 | Treasury shares: 9,272 shares |
| Issue price and disposal price | ¥2,577 per share |
| Total issue value | ¥23,893,944 |
| Amount of funds to be raised | As the entire amount of these monetary claims will be contributed in kind, the total payment amount is ¥23,893,944 and the estimated net proceeds are Not disclosed |
| Payment date | 12 May 2026 |
| Intended allottee | 5 directors of the Company, excluding directors who are Audit and Supervisory Committee Members and outside directors, and 9,272 shares |
| Intended allottee's holding policy | During the transfer restriction period, the shares may not be transferred to any third party, pledged or otherwise disposed of in any way. The shares will be managed in a dedicated account at Nomura Securities Co., Ltd. |
| Dilution Rate | Not applicable, as this is a disposal of treasury shares and the total number of issued shares will not increase |
| Total number of issued shares | As this is a disposal of treasury shares, the total number of issued shares will not increase |
| Basis for determining the amount to be paid | The closing price of the Company’s common shares on the Tokyo Stock Exchange Prime Market on 10 April 2026, the business day preceding the date of the Board of Directors’ resolution, was ¥2,577. No discount or premium was stated. |
| Transfer restriction period | From 12 May 2026 until immediately after the recipient ceases to hold either the position of director or that of a regular employee of the Company |
| Conditions for lifting transfer restrictions | Provided that, throughout the service provision period, the recipient continuously holds the position of director of the Company and achieves the performance conditions established by the Company, all transfer restrictions will be lifted upon expiration of the transfer restriction period. |
| Reason for acquisition without consideration | If the recipient leaves the position of director during the service provision period, engages in an act violating laws or regulations during the transfer restriction period, fails to achieve the performance conditions, falls under any other specified event set out in the allotment agreement, or if the transfer restrictions have not been lifted upon expiration of the transfer restriction period. |
| Categories and Number of Persons Covered | 5 directors of the Company, excluding directors who are Audit and Supervisory Committee Members and outside directors, and 9,272 shares |
| Total Stock-Based Compensation | Total monetary claims: ¥23,893,944. The annual compensation limit is ¥50,000,000 or less. |
| Procedures under the Corporate Code of Conduct | The matter was referred to the Nomination and Compensation Committee for consultation. |
Items this document does not state (11)
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 clarify the linkage between directors’ compensation, performance and share value, and to heighten awareness of improving performance and increasing corporate value over the medium to long term by having directors share the risk of a decline in the share price with shareholders. Also, to further enhance the motivation of the eligible directors.