Details of issuance or disposal
Issuance of new shares as restricted stock compensation
44,998 common shares of the Company (new shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥27,448,780
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 new shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 44,998 common shares of the Company (new shares) |
| Issue price and disposal price | ¥610 per share |
| Total issue value | ¥27,448,780 |
| Payment date | Not applicable (shares will be allocated on 6 July 2026) |
| Intended allottee | Category 4 directors of the Company, excluding directors serving as Audit & Supervisory Committee members and outside directors / Number of Shares 44,998 shares |
| Intended allottee's holding policy | During the transfer restriction period, the shares may not be transferred, pledged or otherwise disposed of, and all allocated shares will be held and maintained in a dedicated account until the transfer restrictions are lifted. |
| 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 Board of Directors meeting, 11 June 2026, was ¥610. No discount or premium rate was stated. |
| Transfer restriction period | From 6 July 2026 through 5 July 2029 (approximately 3 years) |
| Conditions for lifting transfer restrictions | In principle, following the end of the period covered by the medium-term management plan, the number of shares to be released will be determined based on the degree of achievement of management targets during the period and the extent of improvement in corporate value, among other factors, and the restrictions will be lifted upon expiry of the transfer restriction period. In the event of retirement upon expiry of the term of office, death or other legitimate reasons, the terms will be reasonably adjusted by resolution of the Board of Directors. |
| Reason for acquisition without consideration | The Company will automatically acquire without consideration any shares for which the transfer restrictions are not lifted when the number of shares to be released is determined. A clawback provision will apply under certain circumstances, including serious accounting fraud or substantial losses, requiring the return without consideration of all or part of the stock-based compensation already granted. |
| Categories and Number of Persons Covered | 4 directors of the Company, excluding directors serving as Audit & Supervisory Committee members and outside directors; 44,998 shares |
| Total Stock-Based Compensation | ¥27,448,780 |
| Procedures under the Corporate Code of Conduct | The resolution was approved by the Board of Directors following deliberation and recommendations by the voluntary Nomination and Compensation Advisory Committee. |
| Impact on Business Performance | No impact on operating performance from this issuance of new shares is specified. |
Items this document does not state (13)
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 strengthen the link between compensation for the eligible directors and performance, enhance incentives to achieve short-, medium- and long-term performance targets and sustainably increase corporate value, and promote value sharing with shareholders.