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Share Issuance and Disposal6914OPTEX GROUP Company,LimitedElectrical Equipment and Precision Instruments

Issuance of equity-based stock options (share acquisition rights)

The Company has resolved to issue 326 equity compensation stock options (the 11th Series Share Acquisition Rights) to directors of the Company and its subsidiaries. Each right may be exercised for 100 common shares at ¥1 per share.

Worth reading
51Recurring
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
326
Share acquisition rights (100 shares per right)
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of stock compensation-type stock options (stock acquisition rights)

発行・処分する株式数

32,600 common shares (326 share acquisition rights, 100 shares per right)

Intended allottee
Name Directors of the Company (excluding outside directors and directors who are Audit & Supervisory Committee members) / Number of Employees 3 / Number of stock acquisition rights 71 rights, Name Directors of the Company's subsidiaries (excluding outside directors, Audit & Supervisory Board members and non-executive directors) / Number of Employees 21 / Number of stock acquisition rights 255 rights
An amount calculated by multiplying the fair value per share calculated using the Black-Scholes model on the allotment date by the number of shares underlying the grant
Amount of funds to be raised

No cash payment will be made; the amount will be offset against compensation receivables. Estimated net proceeds: not disclosed

Total Stock-Based Compensation
Compensation receivables equivalent to the payment amount for the share acquisition rights. Amount: not disclosed
Terms of the stock acquisition rights
Exercise price
¥1 per share. Adjustment provisions and floor: Not disclosed
Exercise period
Start Date 25 April 2026 / End date 24 April 2056
Number of Stock Acquisition Rights
Total number issued 326 (the number scheduled to be allotted; this may decrease if applications are not submitted, among other circumstances) / Number of unexercised units Not disclosed
Reason for acquisition without consideration
If the rights become unexercisable before exercise, or if a proposal for a merger, company split, share exchange, share transfer or similar transaction is approved, among other circumstances
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
not disclosed (approval from the Company's Board of Directors is required for any transfer or acquisition by transfer)
Conditions for lifting transfer restrictions
The rights may be exercised only within 10 days from the day following the date on which the holder loses all positions as a director. Other conditions are governed by the share acquisition rights allotment agreement.
Categories and Number of Persons Covered
Category Directors of the Company (excluding outside directors and directors who are Audit & Supervisory Committee members) / Number of Employees 3 / Number of allocated stock acquisition rights 71 rights, Category Directors of the Company's subsidiaries (excluding outside directors, Audit & Supervisory Board members and non-executive directors) / Number of Employees 21 / Number of allocated stock acquisition rights 255 rights
Basis for determining the amount to be paid
Fair value per share calculated using the Black-Scholes model on the allotment date. The periods used for the closing price and average share price, and the discount and premium rates: not disclosed
Procedures under the Corporate Code of Conduct
Resolved at the Board of Directors meeting held on 8 April 2026. Obtaining an opinion from an independent third party and confirming shareholder intent: not disclosed
Impact on Business Performance
The purpose is to strengthen incentives to improve long-term business performance and corporate value. Impact on business performance and financial results: not disclosed
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of stock compensation-type stock options (stock acquisition rights)
Number of shares to be issued or disposed of32,600 common shares (326 share acquisition rights, 100 shares per right)
Issue price and disposal priceAn amount calculated by multiplying the fair value per share calculated using the Black-Scholes model on the allotment date by the number of shares underlying the grant
Amount of funds to be raisedNo cash payment will be made; the amount will be offset against compensation receivables. Estimated net proceeds: not disclosed
Intended allotteeName Directors of the Company (excluding outside directors and directors who are Audit & Supervisory Committee members) / Number of Employees 3 / Number of stock acquisition rights 71 rights, Name Directors of the Company's subsidiaries (excluding outside directors, Audit & Supervisory Board members and non-executive directors) / Number of Employees 21 / Number of stock acquisition rights 255 rights
Basis for determining the amount to be paidFair value per share calculated using the Black-Scholes model on the allotment date. The periods used for the closing price and average share price, and the discount and premium rates: not disclosed
Exercise price¥1 per share. Adjustment provisions and floor: Not disclosed
Exercise periodStart Date 25 April 2026 / End date 24 April 2056
Number of Stock Acquisition RightsTotal number issued 326 (the number scheduled to be allotted; this may decrease if applications are not submitted, among other circumstances) / Number of unexercised units Not disclosed
Transfer restriction periodnot disclosed (approval from the Company's Board of Directors is required for any transfer or acquisition by transfer)
Conditions for lifting transfer restrictionsThe rights may be exercised only within 10 days from the day following the date on which the holder loses all positions as a director. Other conditions are governed by the share acquisition rights allotment agreement.
Reason for acquisition without considerationIf the rights become unexercisable before exercise, or if a proposal for a merger, company split, share exchange, share transfer or similar transaction is approved, among other circumstances
Categories and Number of Persons CoveredCategory Directors of the Company (excluding outside directors and directors who are Audit & Supervisory Committee members) / Number of Employees 3 / Number of allocated stock acquisition rights 71 rights, Category Directors of the Company's subsidiaries (excluding outside directors, Audit & Supervisory Board members and non-executive directors) / Number of Employees 21 / Number of allocated stock acquisition rights 255 rights
Total Stock-Based CompensationCompensation receivables equivalent to the payment amount for the share acquisition rights. Amount: not disclosed
Procedures under the Corporate Code of ConductResolved at the Board of Directors meeting held on 8 April 2026. Obtaining an opinion from an independent third party and confirming shareholder intent: not disclosed
Impact on Business PerformanceThe purpose is to strengthen incentives to improve long-term business performance and corporate value. Impact on business performance and financial results: not disclosed
Items this document does not state (12)
Total issue valueEstimated issuance expensesSpecific use of fundsPayment dateIntended allottee's holding policyDilution RateTotal number of issued sharesUnderwriter / lead underwriterOverallotmentStock Split RatioMost recent equity financingMajor 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.

To share with shareholders the benefits and risks of share price movements and provide stronger-than-ever incentives to improve long-term performance and enhance corporate value.

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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Issuance of equity-based stock options (share acquisition rights) | OPTEX GROUP Company,Limited (6914) timely disclosure | Komori