Details of issuance or disposal
Disposal of treasury shares in connection with the introduction of a trust-based stock compensation plan
3,904,900 common treasury shares
The lower thin line represents the existing number of shares to which these shares will be added.
¥7,224,065,000
0.13% of total issued shares and 0.15% of total voting rights
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 | Disposal of treasury shares in connection with the introduction of a trust-based stock compensation plan |
| Number of shares to be issued or disposed of | 3,904,900 common treasury shares |
| Issue price and disposal price | ¥1,850 per share |
| Total issue value | ¥7,224,065,000 |
| Payment date | 19 June 2026 |
| Intended allottee | Name Japan Custody Bank, Ltd. (Trust E Account) / Number of Shares 3,904,900 shares |
| Intended allottee's holding policy | The trust will hold and dispose of the Company's shares for the purpose of administering the plan. |
| Dilution Rate | 0.13% of total issued shares and 0.15% of total voting rights |
| Total number of issued shares | 2,910,979,691 shares → 2,910,979,691 shares(0%) |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Tokyo Stock Exchange on the business day immediately preceding the date of the Board of Directors' resolution, ¥1,850. No discount or premium is stated. |
| Transfer restriction period | Until the date on which the individual retires from all positions as a director or other officer of the Company |
| Conditions for lifting transfer restrictions | In the event of retirement for a legitimate reason or retirement due to death, the transfer restrictions will be lifted at that time. In the event of a corporate reorganization or similar transaction, the restrictions may be lifted as of the time immediately preceding the business day before the effective date, subject to a resolution of the Board of Directors. |
| Reason for acquisition without consideration | In the event of certain misconduct or similar circumstances, or if the requirements for lifting the transfer restrictions are not met. |
| Categories and Number of Persons Covered | Directors, excluding non-executive directors, outside directors and Audit & Supervisory Board Members; executive officers; and senior executive officers, including equivalent positions. The number of eligible persons is not stated. |
| Total Stock-Based Compensation | Trust funds corresponding to the initial eligible period of up to ¥15 billion, including up to ¥7.5 billion for directors |
| Procedures under the Corporate Code of Conduct | A proposal concerning the plan will be submitted to the 103rd annual general meeting of shareholders to be held on 18 June 2026, and the disposal of treasury shares will be carried out subject to approval as proposed. |
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.The Company will use a trust to achieve more stable and efficient plan administration while maintaining the concepts and incentive design of its existing restricted stock compensation plan. The disposal of treasury shares will be carried out so that the trust can hold and dispose of the Company's shares required to administer the plan.