Worth reading
41Recurring
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
49900
Shares (maximum)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares by third-party allotment for granting restricted stock through the Employee Stock Ownership Association
Who receives how much49,900Shares
49,900 common shares of the Company (maximum)
Takeuchi Manufacturing Employee Stock Ownership Association: 49,900 shares (maximum)
The lower thin line represents the existing number of shares to which these shares will be added.
¥7,280 per share (to be set at the higher of ¥7,280 and the closing price on the trading day immediately preceding the pricing date, as compared on the pricing date)
Total issue value
¥363,272,000 (maximum)
Total Stock-Based Compensation
The amount of monetary claims to be paid as a special incentive is ¥363,272,000, representing the total disposal amount (maximum).
発行済株式総数
0.10% of total shares issued and 0.11% of total voting rights (both based on the maximum number of 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.
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 19 February 2027 to 18 December 2029
Conditions for lifting transfer restrictions
The restrictions will be fully lifted at the end of the restricted transfer period, provided that the eligible employee remains a member of the association throughout the period. If an employee leaves the association upon reaching mandatory retirement age, death, promotion to an officer position or for another reason deemed legitimate by the Company, the restrictions will be partially lifted in accordance with the prescribed calculation method. In the event of a reorganisation or similar transaction, the restrictions may be fully lifted by resolution of the Board of Directors.
Reason for acquisition without consideration
The Company will automatically acquire without consideration any of the allocated shares for which the transfer restrictions have not been lifted at the end of the restricted transfer period.
Categories and Number of Persons Covered
The Company expects to grant 150 shares per person to 20 people at department-manager level or above, 100 shares per person to 83 managers and 50 shares per person to 772 non-managerial employees (maximum number of people and maximum allocation).
Intended allottee's holding policy
During the restricted transfer period, the association may not transfer, including withdrawals by eligible employees, pledge or otherwise dispose of the shares. The restricted transfer period runs from 19 February 2027 to 18 December 2029.
Payment date
19 February 2027
Basis for determining the amount to be paid
The higher of the closing price of ¥7,280 on 9 October 2026 and the closing price on the trading day immediately preceding the pricing date. This represents -0.46% against the one-month average of ¥7,314, -2.05% against the three-month average of ¥7,432 and 0.05% against the six-month average of ¥7,276.
Procedures under the Corporate Code of Conduct
As the dilution rate is below 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting a shareholder approval procedure are not required. The Audit and Supervisory Committee expressed the opinion that the disposal price is lawful.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares by third-party allotment for granting restricted stock through the Employee Stock Ownership Association |
| Number of shares to be issued or disposed of | 49,900 common shares of the Company (maximum) |
| Issue price and disposal price | ¥7,280 per share (to be set at the higher of ¥7,280 and the closing price on the trading day immediately preceding the pricing date, as compared on the pricing date) |
| Total issue value | ¥363,272,000 (maximum) |
| Payment date | 19 February 2027 |
| Intended allottee | Takeuchi Manufacturing Employee Stock Ownership Association: 49,900 shares (maximum) |
| Intended allottee's holding policy | During the restricted transfer period, the association may not transfer, including withdrawals by eligible employees, pledge or otherwise dispose of the shares. The restricted transfer period runs from 19 February 2027 to 18 December 2029. |
| Dilution Rate | 0.10% of total shares issued and 0.11% of total voting rights (both based on the maximum number of shares) |
| Total number of issued shares | 48,999,000 shares (as of 31 August 2026) → Not disclosed |
| Basis for determining the amount to be paid | The higher of the closing price of ¥7,280 on 9 October 2026 and the closing price on the trading day immediately preceding the pricing date. This represents -0.46% against the one-month average of ¥7,314, -2.05% against the three-month average of ¥7,432 and 0.05% against the six-month average of ¥7,276. |
| Transfer restriction period | From 19 February 2027 to 18 December 2029 |
| Conditions for lifting transfer restrictions | The restrictions will be fully lifted at the end of the restricted transfer period, provided that the eligible employee remains a member of the association throughout the period. If an employee leaves the association upon reaching mandatory retirement age, death, promotion to an officer position or for another reason deemed legitimate by the Company, the restrictions will be partially lifted in accordance with the prescribed calculation method. In the event of a reorganisation or similar transaction, the restrictions may be fully lifted by resolution of the Board of Directors. |
| Reason for acquisition without consideration | The Company will automatically acquire without consideration any of the allocated shares for which the transfer restrictions have not been lifted at the end of the restricted transfer period. |
| Categories and Number of Persons Covered | The Company expects to grant 150 shares per person to 20 people at department-manager level or above, 100 shares per person to 83 managers and 50 shares per person to 772 non-managerial employees (maximum number of people and maximum allocation). |
| Total Stock-Based Compensation | The amount of monetary claims to be paid as a special incentive is ¥363,272,000, representing the total disposal amount (maximum). |
| Procedures under the Corporate Code of Conduct | As the dilution rate is below 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting a shareholder approval procedure are not required. The Audit and Supervisory Committee expressed the opinion that the disposal price is lawful. |
Items this document does not state (12)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsExercise 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 enhance employee benefits and promote the Company's sustainable growth and the improvement of its corporate value over the medium to long term.
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.