Worth reading
43Recurring
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
15900
SharesWording
Definitive
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
Who receives how much15,900Shares
15,900 shares of the Company's common stock (treasury shares)
Eligible directors8 independent officers / 9,900 shares
Eligible executive officers6 / 6,000 shares
The height of each bar represents the proportion of shares received by each allottee. The thin line below represents the number of existing shares to which these shares are added.
¥2,930 per share
Total issue value
¥46,587,000
Amount of funds to be raised
Total amount paid in: ¥46,587,000; estimated net proceeds: not stated
Total Stock-Based Compensation
Total monetary compensation claims: ¥46,587,000. Directors' compensation is capped at ¥90 million per year, including a cap of ¥45 million per year for outside directors.
Specific use of funds
Not applicable (disposal of treasury shares for compensation through an in-kind contribution of monetary compensation claims)
発行済株式総数
As this is a disposal of treasury shares, the total number of issued shares will not increase
Not applicable (as this is a disposal of treasury shares, the total number of issued shares will not increase)
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 21 July 2026 until the date on which the recipient retires from all positions as a director and executive officer of the Company
Conditions for lifting transfer restrictions
The recipient must continuously hold either a position as a director or an executive officer of the Company until the first expiration date of a term of office occurring after 21 July 2026. If the recipient retires for a legitimate reason, part of the restrictions will be lifted in proportion to the period in office.
Reason for acquisition without consideration
If the recipient retires without a legitimate reason before the day preceding the first expiration date of a term of office, if any shares remain subject to the restrictions when the restriction period expires, or if any shares remain subject to the restrictions when the recipient retires in connection with a corporate reorganization or other similar event.
Categories and Number of Persons Covered
Category Eligible directors (including outside directors) / Number of Employees 8 independent officers / Number of allocated shares 9,900 shares, Category Eligible executive officers (mandated executive officers who do not concurrently serve as directors of the Company) / Number of Employees 6 / Number of allocated shares 6,000 shares
Intended allottee's holding policy
During the restriction period, the shares may not be transferred, pledged, used to establish a security interest by way of transfer, gifted inter vivos, bequeathed or otherwise disposed of in any way. Until the restrictions are lifted, the shares will be held and maintained in a designated account at SMBC Nikko Securities Inc.
Payment date
21 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common stock on the Tokyo Stock Exchange on 19 June 2026, ¥2,930. Discount rate and premium rate: not stated.
Procedures under the Corporate Code of Conduct
At the 98th Annual General Meeting of Shareholders held on 20 June 2026, approval was obtained to add outside directors to the eligible recipients and for other matters. The Nomination and Compensation Committee, a majority of whose members are independent outside directors, issued an opinion that the amount of monetary compensation claims for each recipient was appropriate.
Impact on Business Performance
No impact on financial results from this disposal of treasury shares is stated.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 15,900 shares of the Company's common stock (treasury shares) |
| Issue price and disposal price | ¥2,930 per share |
| Total issue value | ¥46,587,000 |
| Amount of funds to be raised | Total amount paid in: ¥46,587,000; estimated net proceeds: not stated |
| Specific use of funds | Not applicable (disposal of treasury shares for compensation through an in-kind contribution of monetary compensation claims) |
| Payment date | 21 July 2026 |
| Intended allottee | Category Eligible directors / Number of Employees 8 independent officers / Number of Shares 9,900 shares, Category Eligible executive officers / Number of Employees 6 / Number of Shares 6,000 shares |
| Intended allottee's holding policy | During the restriction period, the shares may not be transferred, pledged, used to establish a security interest by way of transfer, gifted inter vivos, bequeathed or otherwise disposed of in any way. Until the restrictions are lifted, the shares will be held and maintained in a designated account at SMBC Nikko Securities Inc. |
| Dilution Rate | Not applicable (as this is a disposal of treasury shares, the total number of issued shares will not increase) |
| Total number of issued shares | As this is a disposal of treasury shares, the total number of issued shares will not increase |
| Basis for determining the amount to be paid | The closing price of the Company's common stock on the Tokyo Stock Exchange on 19 June 2026, ¥2,930. Discount rate and premium rate: not stated. |
| Transfer restriction period | From 21 July 2026 until the date on which the recipient retires from all positions as a director and executive officer of the Company |
| Conditions for lifting transfer restrictions | The recipient must continuously hold either a position as a director or an executive officer of the Company until the first expiration date of a term of office occurring after 21 July 2026. If the recipient retires for a legitimate reason, part of the restrictions will be lifted in proportion to the period in office. |
| Reason for acquisition without consideration | If the recipient retires without a legitimate reason before the day preceding the first expiration date of a term of office, if any shares remain subject to the restrictions when the restriction period expires, or if any shares remain subject to the restrictions when the recipient retires in connection with a corporate reorganization or other similar event. |
| Categories and Number of Persons Covered | Category Eligible directors (including outside directors) / Number of Employees 8 independent officers / Number of allocated shares 9,900 shares, Category Eligible executive officers (mandated executive officers who do not concurrently serve as directors of the Company) / Number of Employees 6 / Number of allocated shares 6,000 shares |
| Total Stock-Based Compensation | Total monetary compensation claims: ¥46,587,000. Directors' compensation is capped at ¥90 million per year, including a cap of ¥45 million per year for outside directors. |
| Procedures under the Corporate Code of Conduct | At the 98th Annual General Meeting of Shareholders held on 20 June 2026, approval was obtained to add outside directors to the eligible recipients and for other matters. The Nomination and Compensation Committee, a majority of whose members are independent outside directors, issued an opinion that the amount of monetary compensation claims for each recipient was appropriate. |
| Impact on Business Performance | No impact on financial results from this disposal of treasury shares is stated. |
Items this document does not state (9)
Estimated issuance expensesExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / 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 enhance corporate value over the medium to long term by sharing value with shareholders, and to grant restricted stock compensation in connection with the terms of office of directors and executive officers.
How to read this page
This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
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