Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
54,023 common shares of the Company (treasury shares)
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.
¥259,040,285
The total number of issued shares will not increase because this is a disposal of treasury shares.
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 | 54,023 common shares of the Company (treasury shares) |
| Issue price and disposal price | ¥4,795 per share |
| Total issue value | ¥259,040,285 |
| Amount of funds to be raised | Total payment amount: ¥259,040,285; estimated net proceeds: Not disclosed (as the shares are paid for through an in-kind contribution of monetary compensation claims by the recipients) |
| Payment date | 17 April 2026 |
| Intended allottee | Category Directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 6 / Number of Shares 38,283 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 14 / Number of Shares 15,740 shares |
| Intended allottee's holding policy | During the transfer restriction period, transfers to third parties, the creation of security interests and other dispositions will be prohibited, and the shares will be managed in dedicated accounts. |
| Total number of issued shares | The total number of issued shares will not increase because this is a disposal of treasury shares. |
| 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 19 March 2026, the business day preceding the date of the Board of Directors' resolution, was ¥4,795. No discount or premium applies. |
| Transfer restriction period | For the Company's directors, from 17 April 2026 until they cease to hold the position of director of the Company. For executive officers who do not concurrently serve as directors, from 17 April 2026 until they cease to hold both the position of director of the Company and the position of executive officer who does not concurrently serve as a director. |
| Conditions for lifting transfer restrictions | For directors, the transfer restrictions will be lifted if they continuously hold the position of director of the Company during the service provision period, which runs from the commencement date of the transfer restriction period until the date of the first annual general meeting of shareholders of the Company held thereafter. For executive officers who do not concurrently serve as directors, the transfer restrictions will be lifted if they continuously hold either the position of director of the Company or the position of executive officer who does not concurrently serve as a director during the service provision period. |
| Reason for acquisition without consideration | If a recipient commits a violation of laws or regulations during the transfer restriction period or falls under any other specified circumstance set out in the allocation agreement, the Company will acquire all of the allocated shares without consideration. The Company will also acquire without consideration any shares for which the transfer restrictions are not lifted due to retirement or resignation for a valid reason or other such event. |
| Categories and Number of Persons Covered | Directors of the Company, excluding directors who are Audit & Supervisory Committee Members and outside directors: 6 people, 38,283 shares; executive officers of the Company who do not concurrently serve as directors: 14 people, 15,740 shares |
| Total Stock-Based Compensation | Total monetary claims: ¥259,040,285. The annual limit for fixed-amount compensation for eligible directors is ¥1.2 billion. |
| Procedures under the Corporate Code of Conduct | Filing of an extraordinary report under the Financial Instruments and Exchange Act |
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 the eligible directors and other recipients with an incentive to achieve sustained growth in the Company's corporate value and promote value sharing with shareholders, as well as to further enhance their motivation.