Details of issuance or disposal
Issuance of stock acquisition rights for compensation purposes (stock compensation stock options)
【1】Equivalent to 607,900 shares (6,079 stock acquisition rights × 100 shares), 【2】equivalent to 146,800 shares (1,468 stock acquisition rights × 100 shares)
【2】The total payment for the stock acquisition rights will be the option price per share multiplied by the number of shares granted, and will be offset against the compensation receivable. The specific total amount is Not disclosed.
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 stock acquisition rights for compensation purposes (stock compensation stock options) |
| Number of shares to be issued or disposed of | 【1】Equivalent to 607,900 shares (6,079 stock acquisition rights × 100 shares), 【2】equivalent to 146,800 shares (1,468 stock acquisition rights × 100 shares) |
| Issue price and disposal price | 【1】No payment is required for the stock acquisition rights, 【2】the option price per share calculated using the Black-Scholes model based on the closing price on 24 April 2026 and other factors, multiplied by the number of shares granted |
| Intended allottee | Category Directors of the company's subsidiaries / Number of Employees 12 / Number of stock acquisition rights Not disclosed, Category Employees of the company's subsidiaries / Number of Employees 32 / Number of stock acquisition rights Not disclosed, Category The Company's executive officers / Number of Employees 4 / Number of stock acquisition rights Not disclosed |
| Intended allottee's holding policy | The acquisition of the stock acquisition rights by transfer requires the approval of the company's Board of Directors. |
| Basis for determining the amount to be paid | 【1】No payment is required for the stock acquisition rights. 【2】The fair value was calculated using the Black-Scholes model based on the closing price of the company's common shares in ordinary trading on the Tokyo Stock Exchange on 24 April 2026 and other factors. The discount rate and premium rate are Not disclosed. |
| Exercise price | ¥1 per share. Adjustment provisions apply in the event of a share split, consolidation of shares or similar event. The lower limit is Not disclosed. |
| Exercise period | Subject 【1】Directors and employees of the subsidiaries / Start Date 24 April 2027 / End date 31 March 2044, Subject 【2】The company's executive officers / Start Date 24 April 2027 / End date 31 March 2038 |
| Number of Stock Acquisition Rights | The total number to be issued is 【1】6,079 and 【2】1,468. The number of unexercised rights remaining is Not disclosed. |
| Conditions for lifting transfer restrictions | The acquisition of the stock acquisition rights by transfer requires the approval of the Board of Directors. Exercise is subject to continued-employment requirements, performance requirements and other conditions. The performance requirements are consolidated operating income of at least ¥8.0 billion in any fiscal year from the fiscal year ending December 2026 through the fiscal year ending December 2028, and an average return on invested capital of at least 5.0% for the 2 fiscal years with the highest average return during the applicable fiscal years. |
| Reason for acquisition without consideration | The company may acquire the stock acquisition rights without consideration if, among other circumstances, a proposal concerning a corporate reorganization or similar matter is approved at a shareholders meeting, or if the holder becomes unable to exercise the rights before exercising them. |
| Categories and Number of Persons Covered | Category Directors of the company's subsidiaries / Number of Employees 12 / Number of allocated shares Not disclosed, Category Employees of the company's subsidiaries / Number of Employees 32 / Number of allocated shares Not disclosed, Category The Company's executive officers / Number of Employees 4 / Number of allocated shares Not disclosed |
| Total Stock-Based Compensation | 【2】The total payment for the stock acquisition rights will be the option price per share multiplied by the number of shares granted, and will be offset against the compensation receivable. The specific total amount is Not disclosed. |
| Procedures under the Corporate Code of Conduct | 【1】Based on the authorization resolution approved at the company's shareholders meeting on 26 March 2026. 【2】Determined in accordance with a resolution of the company's Compensation Committee. |
Items this document does not state (14)
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 stock acquisition rights will be issued as a medium-term incentive plan to achieve targets for the 3-year period from the fiscal year ending December 2026 through the fiscal year ending December 2028, support sustainable growth and enhance corporate value over the medium to long term.