Details of issuance or disposal
Issuance of the Fifth Series of Stock Acquisition Rights Free of Charge (Tax-Qualified Stock Options)
2,950 stock acquisition rights, representing 100 common shares per right, or 295,000 shares in total
The lower thin line represents the existing number of shares to which these shares will be added.
No payment is required for the stock acquisition rights. Estimated net proceeds: Not disclosed
Approximately 0.51% if all of the stock acquisition rights are exercised
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.
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 | Issuance of the Fifth Series of Stock Acquisition Rights Free of Charge (Tax-Qualified Stock Options) |
| Number of shares to be issued or disposed of | 2,950 stock acquisition rights, representing 100 common shares per right, or 295,000 shares in total |
| Issue price and disposal price | Free of charge per stock acquisition right; no cash payment is required in exchange for the stock acquisition rights |
| Amount of funds to be raised | No payment is required for the stock acquisition rights. Estimated net proceeds: Not disclosed |
| Intended allottee | Name 29 executive officers and employees of the Company / Number of Shares 2,950 stock acquisition rights, representing 295,000 common shares |
| Intended allottee's holding policy | The transfer of the stock acquisition rights requires approval by resolution of the Company's Board of Directors |
| Dilution Rate | Approximately 0.51% if all of the stock acquisition rights are exercised |
| Total number of issued shares | Total number of issued shares as of 24 August 2026; 295,000 shares represent approximately 0.51% → Not disclosed(Approximately 0.51%) |
| Basis for determining the amount to be paid | The exercise price will be the higher of the amount equal to the simple average closing price on each trading day in August 2026 multiplied by 1.05 and the closing price on 9 September 2026, the allotment date. The premium to the average share price is 5%. |
| Exercise price | Per share, the higher of the simple average closing price on each trading day in August 2026 multiplied by 1.05 and the closing price on 9 September 2026. Adjustment provisions apply in the event of a share split or consolidation, an issuance of new shares or disposal of treasury shares below market value, a merger, a company split or similar event. Floor: Not disclosed |
| Exercise period | From the later of 1 August following the date of submission of the securities report for the fiscal year ending July 2030 and the day following the conclusion of the annual general meeting of shareholders for that fiscal year, through 24 August 2036 |
| Number of Stock Acquisition Rights | Total issued: 2,950 stock acquisition rights. Unexercised balance: Not disclosed |
| Conditions for lifting transfer restrictions | Acquisition through transfer requires approval by the Board of Directors. As performance conditions, the exercisable percentage will be 40% if adjusted consolidated operating profit for the fiscal year ending July 2029 or the fiscal year ending July 2030 is at least ¥4.5 billion, 50% if it is at least ¥4.8 billion, and 100% if it is at least ¥5.3 billion. An exercise limit based on the number of years elapsed after the start of the exercise period is also established. |
| Reason for acquisition without consideration | The Company may acquire the stock acquisition rights without consideration if approval or other authorization is obtained at a general meeting of shareholders for a merger, company split, share exchange or similar transaction, or if the rights become unexercisable due to the exercise conditions or other reasons. |
| Categories and Number of Persons Covered | 29 executive officers and employees of the Company; 2,950 stock acquisition rights |
| Procedures under the Corporate Code of Conduct | Resolved at a meeting of the Board of Directors held on 24 August 2026 |
| Most recent equity financing | Resolved on 24 August 2026: issuance of the Second Series of Paid Stock Acquisition Rights through a third-party allotment; detailed amount: Not disclosed, Resolved on 24 August 2026: issuance of the Third Series of Paid Stock Acquisition Rights as an employee incentive program; detailed amount: Not disclosed |
| Impact on Business Performance | The Company states that it has established the achievement of performance conditions as an exercise condition and aims to expand performance over the medium to long term, increase corporate value, retain personnel and achieve sustainable growth. Specific monetary impact on performance: Not disclosed |
Items this document does not state (10)
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 unity of officers and employees and raise their motivation to improve consolidated performance with a view to expanding performance and increasing corporate value over the medium to long term. By making performance conditions a condition for exercise, the Company aims to provide incentives for advancing the business, promote employee retention and achieve sustainable growth.