Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
8,938 common shares (the description of the plan in the body of the notice also states 6,818 shares)
The lower thin line represents the existing number of shares to which these shares will be added.
No consideration (total fair value: ¥11,369,136)
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 as restricted stock compensation |
| Number of shares to be issued or disposed of | 8,938 common shares (the description of the plan in the body of the notice also states 6,818 shares) |
| Issue price and disposal price | No consideration (fair value per share: ¥1,272) |
| Total issue value | No consideration (total fair value: ¥11,369,136) |
| Amount of funds to be raised | Total amount payable: not applicable; estimated net proceeds: not applicable |
| Intended allottee | 3 directors (excluding outside directors): 8,938 shares |
| Intended allottee's holding policy | The shares may not be transferred, pledged or otherwise disposed of until the date of retirement. |
| Basis for determining the amount to be paid | The closing price of ¥1,272 on the Tokyo Stock Exchange on 26 June 2026 was used as the basis for calculating fair value. The discount and premium rates were not disclosed. |
| Transfer restriction period | From 27 July 2026 (the allotment date) until the date on which the recipient retires as a director of the Company |
| Conditions for lifting transfer restrictions | Provided that the recipient continuously holds the position of director of the Company throughout the service period, from the date of the annual general meeting of shareholders immediately preceding the allotment date to the date of the annual general meeting of shareholders held in the following year, all of the restricted shares allotted will be released from the restrictions when the restricted period expires. |
| Reason for acquisition without consideration | The Company will acquire without consideration any allotted shares for which the transfer restrictions have not been lifted when the restricted period expires. The Company will also acquire shares without consideration if the recipient commits a violation of applicable laws or regulations, internal rules or agreements, or in any other case where such acquisition without consideration is deemed appropriate. |
| Categories and Number of Persons Covered | 3 directors (excluding outside directors): 8,938 shares |
| Total Stock-Based Compensation | Up to ¥24 million per year (total under the plan) |
| Procedures under the Corporate Code of Conduct | The plan was approved at the 8th Annual General Meeting of Shareholders held on 25 June 2021 and the 13th Annual General Meeting of Shareholders held on 29 June 2026. |
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.To provide the eligible directors with an incentive to achieve sustained improvement in corporate value and shareholder value over the medium to long term, and to promote value sharing with shareholders.