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Share Issuance and Disposal6289GIKEN LTD.Machinery

Notice Concerning the Issuance of Paid Stock Options (Stock Acquisition Rights)

GIKEN LTD. resolved to issue 1,830 paid stock acquisition rights, Series 6, to its directors, executive officers, employees and subsidiary officers. Before the share price target is achieved, the exercise price will be revised in line with the closing share price; after the target is achieved, it will be fixed at the initial exercise price.

Worth reading
54Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
0.72
% (increase in the number of shares if all rights are exercised, relative to the total number of issued shares excluding treasury shares)
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Issuance of paid stock options (Series 6 stock acquisition rights)

Who receives how much

1,830 rights × 100 shares per right (maximum 183,000 shares)

Directors of the company5 / 800
The Company's senior executive officers2 / 160 rights
Executive officers of the Company9 / 460 rights
The Company's employees1 / 50
Directors of the company's subsidiaries2 / 190
Executive officer of a subsidiary1 / 70 rights
Executive officers of the company’s subsidiaries2 / 100

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.

¥9,500 per stock acquisition right
Total issue value

¥17,385,000 (¥9,500 × 1,830 rights)

Total Stock-Based Compensation
Not disclosed (this is not compensation for the eligible persons)
発行済株式総数

0.72% (increase in the number of shares if all rights are exercised / total number of issued shares excluding treasury 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.

Terms of the stock acquisition rights
Exercise price
The initial exercise price is ¥2,025 per share (the closing price on 21 October 2026). It will be revised to the closing price on each exercise request date, but will not fall below the initial exercise price. If the average closing price over 21 trading days reaches ¥4,000 or more within 2 years of the allocation date, the exercise price will be revised to the initial exercise price and will not be revised thereafter.
Exercise period
Start Date 25 December 2026 / End date 24 December 2031
Number of Stock Acquisition Rights
Total number issued 1,830 rights / Unexercised balance Not disclosed
Reason for acquisition without consideration
The Company may acquire the stock acquisition rights without consideration if approval is granted for a merger or similar transaction in which the Company becomes the disappearing company, or if a holder becomes unable to exercise the rights before exercising them under the prescribed conditions.
Categories and Number of Persons Covered
Category Directors of the company / Number of Employees 5 / Number of rights allotted 800, Category The Company's senior executive officers / Number of Employees 2 / Number of rights allotted 160 rights, Category Executive officers of the Company / Number of Employees 9 / Number of rights allotted 460 rights, Category The Company's employees / Number of Employees 1 / Number of rights allotted 50, Category Directors of the company's subsidiaries / Number of Employees 2 / Number of rights allotted 190, Category Executive officer of a subsidiary / Number of Employees 1 / Number of rights allotted 70 rights, Category Executive officers of the company’s subsidiaries / Number of Employees 2 / Number of rights allotted 100
Intended allottee's holding policy
The rights will be subscribed for on a paid basis based on an individual investment decision. The Company's Board of Directors must approve any acquisition of the stock acquisition rights by transfer.
Payment date
24 December 2026
Basis for determining the amount to be paid
¥9,500 per stock acquisition right. The price was determined with reference to the result calculated using a Monte Carlo simulation by Plutus Consulting Co., Ltd., an independent valuation institution, taking into account the Company's share price information and other factors.
Procedures under the Corporate Code of Conduct
Implemented by resolution of the Board of Directors without obtaining shareholder approval. The Company explained that the rights are issued on a paid basis at fair value and not on particularly favourable terms.
Impact on Business Performance
Although the disclosure states that the purpose is to increase corporate value over the medium to long term, the specific impact on operating results and financial position was not disclosed.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of paid stock options (Series 6 stock acquisition rights)
Number of shares to be issued or disposed of1,830 rights × 100 shares per right (maximum 183,000 shares)
Issue price and disposal price¥9,500 per stock acquisition right
Total issue value¥17,385,000 (¥9,500 × 1,830 rights)
Payment date24 December 2026
Intended allotteeCategory Directors of the company / Number of Employees 5 / Number of units 800, Category The Company's senior executive officers / Number of Employees 2 / Number of units 160 rights, Category Executive officers of the Company / Number of Employees 9 / Number of units 460 rights, Category The Company's employees / Number of Employees 1 / Number of units 50, Category Directors of the company's subsidiaries / Number of Employees 2 / Number of units 190, Category Executive officer of a subsidiary / Number of Employees 1 / Number of units 70 rights, Category Executive officers of the company’s subsidiaries / Number of Employees 2 / Number of units 100
Intended allottee's holding policyThe rights will be subscribed for on a paid basis based on an individual investment decision. The Company's Board of Directors must approve any acquisition of the stock acquisition rights by transfer.
Dilution Rate0.72% (increase in the number of shares if all rights are exercised / total number of issued shares excluding treasury shares)
Basis for determining the amount to be paid¥9,500 per stock acquisition right. The price was determined with reference to the result calculated using a Monte Carlo simulation by Plutus Consulting Co., Ltd., an independent valuation institution, taking into account the Company's share price information and other factors.
Exercise priceThe initial exercise price is ¥2,025 per share (the closing price on 21 October 2026). It will be revised to the closing price on each exercise request date, but will not fall below the initial exercise price. If the average closing price over 21 trading days reaches ¥4,000 or more within 2 years of the allocation date, the exercise price will be revised to the initial exercise price and will not be revised thereafter.
Exercise periodStart Date 25 December 2026 / End date 24 December 2031
Number of Stock Acquisition RightsTotal number issued 1,830 rights / Unexercised balance Not disclosed
Reason for acquisition without considerationThe Company may acquire the stock acquisition rights without consideration if approval is granted for a merger or similar transaction in which the Company becomes the disappearing company, or if a holder becomes unable to exercise the rights before exercising them under the prescribed conditions.
Categories and Number of Persons CoveredCategory Directors of the company / Number of Employees 5 / Number of rights allotted 800, Category The Company's senior executive officers / Number of Employees 2 / Number of rights allotted 160 rights, Category Executive officers of the Company / Number of Employees 9 / Number of rights allotted 460 rights, Category The Company's employees / Number of Employees 1 / Number of rights allotted 50, Category Directors of the company's subsidiaries / Number of Employees 2 / Number of rights allotted 190, Category Executive officer of a subsidiary / Number of Employees 1 / Number of rights allotted 70 rights, Category Executive officers of the company’s subsidiaries / Number of Employees 2 / Number of rights allotted 100
Total Stock-Based CompensationNot disclosed (this is not compensation for the eligible persons)
Procedures under the Corporate Code of ConductImplemented by resolution of the Board of Directors without obtaining shareholder approval. The Company explained that the rights are issued on a paid basis at fair value and not on particularly favourable terms.
Impact on Business PerformanceAlthough the disclosure states that the purpose is to increase corporate value over the medium to long term, the specific impact on operating results and financial position was not disclosed.
Items this document does not state (11)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsTotal number of issued sharesTransfer restriction periodConditions for lifting transfer restrictionsUnderwriter / 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 grant the rights as an incentive for management focused on increasing the share price and corporate value, thereby seeking to enhance corporate value over the medium to long term. Another objective is to strengthen the eligible persons' sense of affiliation with the Company by enabling them to acquire shares and become shareholders even before the share price target is achieved.

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Notice Concerning the Issuance of Paid Stock Options (Stock Acquisition Rights) | GIKEN LTD. (6289) timely disclosure | Komori