Worth reading
49Recurring
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
326714
SharesWording
Definitive
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
Who receives how much326,714Shares
326,714 common shares (treasury shares)
Directors of the Company, excluding outside directors and directors serving as Audit and Supervisory Committee Members3 / 107,958 shares
Employees of the Company198 / 218,756 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.
¥5,530 per share
Total issue value
¥1,806,728,420
Amount of funds to be raised
Total payment amount: ¥1,806,728,420; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total of monetary compensation claims and monetary claims: ¥1,806,728,420. Monetary compensation claims to be granted to eligible directors will not exceed ¥800 million per year.
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
For eligible directors: from 17 July 2026 to 18 July 2029. For eligible employees: from 17 July 2026 to 21 July 2027.
Conditions for lifting transfer restrictions
Provided that the recipient has continuously held one of the positions of director, executive officer or employee of the Company Group during the transfer restriction period, the transfer restrictions on all of the allocated shares held by the recipient will be lifted upon expiry of the transfer restriction period. In the event of retirement or resignation for a valid reason, or death, the restrictions will be lifted in proportion to the period of service.
Reason for acquisition without consideration
If the recipient retires or otherwise leaves the relevant position during the transfer restriction period, the Company will, in principle, acquire all of the allocated shares without consideration. In the event of retirement or resignation for a valid reason, or death, the Company will acquire without consideration the shares other than the number calculated using a specified formula. The Company will also acquire without consideration any shares whose transfer restrictions have not been lifted at the end of the period, as well as any shares whose transfer restrictions have not been lifted in connection with a corporate reorganization or similar event.
Categories and Number of Persons Covered
Category Directors of the Company, excluding outside directors and directors serving as Audit and Supervisory Committee Members / Number of Employees 3 / Number of allocated shares 107,958 shares, Category Employees of the Company / Number of Employees 198 / Number of allocated shares 218,756 shares
Intended allottee's holding policy
During the transfer restriction period, the recipients may not transfer the shares to any third party, create security interests over them, or otherwise dispose of them in any way. For eligible directors, the period is from 17 July 2026 to 18 July 2029, and for eligible employees, from 17 July 2026 to 21 July 2027.
Payment date
17 July 2026
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 the business day preceding the date of the Board of Directors’ resolution, 16 June 2026, was ¥5,530. The discount rate and premium rate are Not disclosed.
Procedures under the Corporate Code of Conduct
The resolution was approved by the Board of Directors following consultation with the Nomination and Compensation Committee, a majority of whose members are outside directors.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 326,714 common shares (treasury shares) |
| Issue price and disposal price | ¥5,530 per share |
| Total issue value | ¥1,806,728,420 |
| Amount of funds to be raised | Total payment amount: ¥1,806,728,420; estimated net proceeds: Not disclosed |
| Payment date | 17 July 2026 |
| Intended allottee | Name Directors of the Company, excluding outside directors and directors serving as Audit and Supervisory Committee Members / Number of Employees 3 / Number of Shares 107,958 shares, Name Employees of the Company / Number of Employees 198 / Number of Shares 218,756 shares |
| Intended allottee's holding policy | During the transfer restriction period, the recipients may not transfer the shares to any third party, create security interests over them, or otherwise dispose of them in any way. For eligible directors, the period is from 17 July 2026 to 18 July 2029, and for eligible employees, from 17 July 2026 to 21 July 2027. |
| 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 the business day preceding the date of the Board of Directors’ resolution, 16 June 2026, was ¥5,530. The discount rate and premium rate are Not disclosed. |
| Transfer restriction period | For eligible directors: from 17 July 2026 to 18 July 2029. For eligible employees: from 17 July 2026 to 21 July 2027. |
| Conditions for lifting transfer restrictions | Provided that the recipient has continuously held one of the positions of director, executive officer or employee of the Company Group during the transfer restriction period, the transfer restrictions on all of the allocated shares held by the recipient will be lifted upon expiry of the transfer restriction period. In the event of retirement or resignation for a valid reason, or death, the restrictions will be lifted in proportion to the period of service. |
| Reason for acquisition without consideration | If the recipient retires or otherwise leaves the relevant position during the transfer restriction period, the Company will, in principle, acquire all of the allocated shares without consideration. In the event of retirement or resignation for a valid reason, or death, the Company will acquire without consideration the shares other than the number calculated using a specified formula. The Company will also acquire without consideration any shares whose transfer restrictions have not been lifted at the end of the period, as well as any shares whose transfer restrictions have not been lifted in connection with a corporate reorganization or similar event. |
| Categories and Number of Persons Covered | Category Directors of the Company, excluding outside directors and directors serving as Audit and Supervisory Committee Members / Number of Employees 3 / Number of allocated shares 107,958 shares, Category Employees of the Company / Number of Employees 198 / Number of allocated shares 218,756 shares |
| Total Stock-Based Compensation | Total of monetary compensation claims and monetary claims: ¥1,806,728,420. Monetary compensation claims to be granted to eligible directors will not exceed ¥800 million per year. |
| Procedures under the Corporate Code of Conduct | The resolution was approved by the Board of Directors following consultation with the Nomination and Compensation Committee, a majority of whose members are outside directors. |
Items this document does not state (13)
Estimated issuance expensesSpecific use of fundsDilution RateTotal number of issued sharesExercise 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 strengthen the linkage between directors’ compensation and the Company’s medium- to long-term performance and share value, promote value sharing with shareholders, and increase incentives for the eligible directors and others to sustainably enhance corporate value.
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