Worth reading
58In focus
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
1
% (dilution rate: approximately 1%)Wording
Definitive
How definitive the wording is.Details of issuance or disposal
Issuance of new shares as restricted stock compensation
Who receives how much73,500Shares
73,500 common shares (new shares)
3 directors (excluding outside directors)73,500 shares
The lower thin line represents the existing number of shares to which these shares will be added.
¥436 per share
Total issue value
¥32,046,000
Amount of funds to be raised
Total payment amount: ¥32,046,000; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary compensation receivables: ¥32,046,000 (annual limit under the plan: ¥100 million)
Existing Shares and Increase
+1.00%Rate of increase
7,348,900 shares7,422,400Shares
Approximately 1% against 7,348,900 issued shares (rounded to the nearest first decimal place)
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 26 June 2026 until the loss of the relevant position due to the expiration of the recipient's term of office or for any other reason deemed justifiable by the Board of Directors. The service period runs from 26 June 2026 through 25 June 2029.
Conditions for lifting transfer restrictions
The transfer restrictions will be fully lifted upon expiration of the restricted period, provided that the recipient continuously holds a position as a director, executive officer or employee of the Company or a subsidiary from 26 June 2026 through 25 June 2029. If the recipient loses the position for a justifiable reason, the number of shares subject to release and the timing of release will be reasonably adjusted. If the securities report or other required filings have not been submitted, the restrictions will be lifted on the filing date.
Reason for acquisition without consideration
The Company will acquire without consideration any shares whose transfer restrictions have not been lifted at the end of the restricted period. If the recipient loses the relevant position without justifiable cause before the end of the service period, or if any other specified event occurs, the Company will promptly acquire all shares without consideration. The Company will also acquire without consideration any shares whose restrictions are not lifted in connection with a corporate reorganization or other similar transaction.
Categories and Number of Persons Covered
3 directors, excluding outside directors; 73,500 shares allotted
Intended allottee's holding policy
The recipients may not transfer, create security interests over, or otherwise dispose of the shares from 26 June 2026 until they cease to hold any position as a director, executive officer or employee of the Company or a subsidiary due to the expiration of their term of office or for any other reason deemed justifiable by the Board of Directors.
Payment date
26 June 2026
Basis for determining the amount to be paid
The issue price was determined based on the closing price of the Company's common shares on the Tokyo Stock Exchange on the business day preceding each Board of Directors resolution concerning the allotment of the restricted stock, or, if no transaction was concluded on that day, the closing price on the most recent trading day, provided that the price would not constitute a particularly favorable price. The issue price for this issuance is ¥436 per share. Discount rate/premium rate: Not disclosed
Procedures under the Corporate Code of Conduct
At the 16th Annual General Meeting of Shareholders held on 27 May 2026, approval was obtained for, among other matters, total monetary compensation receivables of up to ¥100 million per year and up to 73,500 restricted shares per year.
Most recent equity financing
Timing 14 April 2026 / Type Disclosure regarding the introduction of a restricted stock compensation plan / Amount Not disclosed
Impact on Business Performance
The specific impact of this issuance of new shares on business performance: Not disclosed
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of new shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 73,500 common shares (new shares) |
| Issue price and disposal price | ¥436 per share |
| Total issue value | ¥32,046,000 |
| Amount of funds to be raised | Total payment amount: ¥32,046,000; estimated net proceeds: Not disclosed |
| Payment date | 26 June 2026 |
| Intended allottee | Name 3 directors (excluding outside directors) / Number of Shares 73,500 shares |
| Intended allottee's holding policy | The recipients may not transfer, create security interests over, or otherwise dispose of the shares from 26 June 2026 until they cease to hold any position as a director, executive officer or employee of the Company or a subsidiary due to the expiration of their term of office or for any other reason deemed justifiable by the Board of Directors. |
| Dilution Rate | Approximately 1% against 7,348,900 issued shares (rounded to the nearest first decimal place) |
| Total number of issued shares | 7,348,900 shares (as of 28 February 2026) → 7,422,400 shares (calculated after the issuance)（Approximately 1%） |
| Basis for determining the amount to be paid | The issue price was determined based on the closing price of the Company's common shares on the Tokyo Stock Exchange on the business day preceding each Board of Directors resolution concerning the allotment of the restricted stock, or, if no transaction was concluded on that day, the closing price on the most recent trading day, provided that the price would not constitute a particularly favorable price. The issue price for this issuance is ¥436 per share. Discount rate/premium rate: Not disclosed |
| Transfer restriction period | From 26 June 2026 until the loss of the relevant position due to the expiration of the recipient's term of office or for any other reason deemed justifiable by the Board of Directors. The service period runs from 26 June 2026 through 25 June 2029. |
| Conditions for lifting transfer restrictions | The transfer restrictions will be fully lifted upon expiration of the restricted period, provided that the recipient continuously holds a position as a director, executive officer or employee of the Company or a subsidiary from 26 June 2026 through 25 June 2029. If the recipient loses the position for a justifiable reason, the number of shares subject to release and the timing of release will be reasonably adjusted. If the securities report or other required filings have not been submitted, the restrictions will be lifted on the filing date. |
| Reason for acquisition without consideration | The Company will acquire without consideration any shares whose transfer restrictions have not been lifted at the end of the restricted period. If the recipient loses the relevant position without justifiable cause before the end of the service period, or if any other specified event occurs, the Company will promptly acquire all shares without consideration. The Company will also acquire without consideration any shares whose restrictions are not lifted in connection with a corporate reorganization or other similar transaction. |
| Categories and Number of Persons Covered | 3 directors, excluding outside directors; 73,500 shares allotted |
| Total Stock-Based Compensation | Total monetary compensation receivables: ¥32,046,000 (annual limit under the plan: ¥100 million) |
| Procedures under the Corporate Code of Conduct | At the 16th Annual General Meeting of Shareholders held on 27 May 2026, approval was obtained for, among other matters, total monetary compensation receivables of up to ¥100 million per year and up to 73,500 restricted shares per year. |
| Most recent equity financing | Timing 14 April 2026 / Type Disclosure regarding the introduction of a restricted stock compensation plan / Amount Not disclosed |
| Impact on Business Performance | The specific impact of this issuance of new shares on business performance: Not disclosed |
Items this document does not state (9)
Estimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioMajor shareholders after the offering
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.The purpose is to provide directors with incentives to sustainably enhance corporate value and promote greater sharing of value with shareholders. The Company explained that the dilution is limited to approximately 1% and is reasonable in light of the purpose of the plan.
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