Worth reading
50Recurring
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
0.03
% (dilution rate relative to the total number of issued shares)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares as restricted stock to the employee stock ownership association (third-party allotment)
Who receives how much15,300Shares
The Company’s common shares: up to 15,300 shares (the number of shares to be disposed of will be determined after obtaining confirmation of subscribers’ consent)
鶴見製作所従業員持株会15,300 shares (maximum)
The lower thin line represents the existing number of shares to which these shares will be added.
¥2,215 per share
Total issue value
¥33,889,500 (assuming the maximum of 15,300 shares; the actual total will be determined based on the finalized number of shares to be disposed of)
発行済株式総数
0.03% of total shares issued and 0.03% of total voting rights (both as of 31 March 2026, rounded to the nearest 0.01%)
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
Approximately 5 years from 24 July 2026
Conditions for lifting transfer restrictions
Provided that an eligible employee remains a member of the association continuously for approximately 5 years from 24 July 2026, the transfer restrictions on the shares corresponding to the employee’s interest will be lifted on the expiration date of the restriction period. If the employee withdraws from the association due to death or another reason deemed justified by the Board of Directors, the restrictions will be lifted on the date the withdrawal notice is received. In the event of a reorganization or similar transaction, the restrictions will be lifted immediately before the business day preceding the effective date.
Reason for acquisition without consideration
The Company will acquire without consideration any allotted shares whose transfer restrictions have not been lifted as of the expiration of the restriction period or any other time specified in the agreement.
Categories and Number of Persons Covered
Eligible employees (members of the association who consent to acquiring an interest in the shares and are not non-residents of Japan). Number of eligible employees: Not disclosed; shares allotted: up to 15,300 shares.
Intended allottee's holding policy
During the restriction period, the association will be restricted from allowing eligible employees to withdraw their interests in the shares allotted to the association. The restriction period will run for approximately 5 years from 24 July 2026.
Payment date
24 July 2026
Basis for determining the amount to be paid
The closing price of the Company’s common shares on the Tokyo Stock Exchange on 25 June 2026, the business day preceding the date of the Board of Directors’ resolution, was ¥2,215. The premiums to the average closing price were 3.50% for the 1-month period (26 May to 25 June 2026), 2.45% for the 3-month period (26 March to 25 June 2026), and 1.98% for the 6-month period (26 December 2025 to 25 June 2026).
Procedures under the Corporate Code of Conduct
Because the dilution ratio is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting procedures to confirm shareholders’ intentions are not required. The Audit and Supervisory Committee, comprising 3 members, all of whom are outside directors, expressed the opinion that the disposal price does not constitute a particularly favorable price.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as restricted stock to the employee stock ownership association (third-party allotment) |
| Number of shares to be issued or disposed of | The Company’s common shares: up to 15,300 shares (the number of shares to be disposed of will be determined after obtaining confirmation of subscribers’ consent) |
| Issue price and disposal price | ¥2,215 per share |
| Total issue value | ¥33,889,500 (assuming the maximum of 15,300 shares; the actual total will be determined based on the finalized number of shares to be disposed of) |
| Payment date | 24 July 2026 |
| Intended allottee | Name 鶴見製作所従業員持株会 / Number of Shares 15,300 shares (maximum) |
| Intended allottee's holding policy | During the restriction period, the association will be restricted from allowing eligible employees to withdraw their interests in the shares allotted to the association. The restriction period will run for approximately 5 years from 24 July 2026. |
| Dilution Rate | 0.03% of total shares issued and 0.03% of total voting rights (both as of 31 March 2026, rounded to the nearest 0.01%) |
| Total number of issued shares | 50,826,972 shares (as of 31 March 2026) → Not disclosed |
| Basis for determining the amount to be paid | The closing price of the Company’s common shares on the Tokyo Stock Exchange on 25 June 2026, the business day preceding the date of the Board of Directors’ resolution, was ¥2,215. The premiums to the average closing price were 3.50% for the 1-month period (26 May to 25 June 2026), 2.45% for the 3-month period (26 March to 25 June 2026), and 1.98% for the 6-month period (26 December 2025 to 25 June 2026). |
| Transfer restriction period | Approximately 5 years from 24 July 2026 |
| Conditions for lifting transfer restrictions | Provided that an eligible employee remains a member of the association continuously for approximately 5 years from 24 July 2026, the transfer restrictions on the shares corresponding to the employee’s interest will be lifted on the expiration date of the restriction period. If the employee withdraws from the association due to death or another reason deemed justified by the Board of Directors, the restrictions will be lifted on the date the withdrawal notice is received. In the event of a reorganization or similar transaction, the restrictions will be lifted immediately before the business day preceding the effective date. |
| Reason for acquisition without consideration | The Company will acquire without consideration any allotted shares whose transfer restrictions have not been lifted as of the expiration of the restriction period or any other time specified in the agreement. |
| Categories and Number of Persons Covered | Eligible employees (members of the association who consent to acquiring an interest in the shares and are not non-residents of Japan). Number of eligible employees: Not disclosed; shares allotted: up to 15,300 shares. |
| Procedures under the Corporate Code of Conduct | Because the dilution ratio is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting procedures to confirm shareholders’ intentions are not required. The Audit and Supervisory Committee, comprising 3 members, all of whom are outside directors, expressed the opinion that the disposal price does not constitute a particularly favorable price. |
Items this document does not state (13)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsTotal Stock-Based CompensationUnderwriter / 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 encourage employees to contribute to enhancing corporate value and promote further enrollment in the employee stock ownership association.
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.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.