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Share Issuance and Disposal7318SERENDIP HOLDINGS Co.,Ltd.Automobiles and transportation equipment

Notice Regarding the Issuance of Stock Options (Share Acquisition Rights)

The company resolved to grant 338 share acquisition rights free of charge to 4 directors, equivalent to 33,800 common shares. The exercise price will be determined based on factors including the average share price in the month preceding the month of allocation, and the rights may be exercised from 23 July 2029 through 22 July 2034.

Worth reading
32Immaterial
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Direction
Neutral
Direction inferred from the company’s description.
Scale
338
units
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of share acquisition rights as stock options

発行・処分する株式数

Equivalent to 33,800 common shares (338 share acquisition rights, 100 shares per right)

Intended allottee
Category 3 of the Company's directors, excluding directors serving as Audit & Supervisory Committee Members and outside directors / Number of stock acquisition rights 317 rights, Category 1 of the company's directors who are Audit & Supervisory Committee members, excluding outside directors who are Audit & Supervisory Committee members / Number of stock acquisition rights 21 rights
The share acquisition rights will be issued free of charge
Terms of the stock acquisition rights
Exercise price
The initial exercise price will be an amount equal to 1.05 times the average closing price in the month preceding the allocation month or 1.05 times the closing price on the allocation date. Adjustment provisions apply in the event of a stock split, reverse stock split, or issuance of shares at a price below market value. The floor for adjustments is Not disclosed.
Exercise period
From 23 July 2029 through 22 July 2034
Number of Stock Acquisition Rights
Total issued: 338 rights. Number of unexercised rights: Not disclosed.
Reason for acquisition without consideration
If the company becomes the disappearing company in a merger or similar transaction, or if a holder becomes unable to exercise the rights under the exercise conditions, the company may acquire all of the share acquisition rights or the relevant share acquisition rights free of charge.
Categories and Number of Persons Covered
Category The Company's directors (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 3 / Number of allocated shares Equivalent to 31,700 shares, Category The company's directors who are Audit & Supervisory Committee members, excluding outside directors who are Audit & Supervisory Committee members / Number of Employees 1 / Number of allocated shares Equivalent to 2,100 shares
Payment date
Not applicable (no monetary payment is required in exchange for the share acquisition rights)
Basis for determining the amount to be paid
The exercise price will be based on an amount equal to 1.05 times the average closing price of the company's common shares on each trading day in the month preceding the month in which the share acquisition rights are allocated. If this amount is lower than 1.05 times the closing price on the allocation date, the closing price on the allocation date will be used as the basis.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of share acquisition rights as stock options
Number of shares to be issued or disposed ofEquivalent to 33,800 common shares (338 share acquisition rights, 100 shares per right)
Issue price and disposal priceThe share acquisition rights will be issued free of charge
Payment dateNot applicable (no monetary payment is required in exchange for the share acquisition rights)
Intended allotteeCategory 3 of the Company's directors, excluding directors serving as Audit & Supervisory Committee Members and outside directors / Number of stock acquisition rights 317 rights, Category 1 of the company's directors who are Audit & Supervisory Committee members, excluding outside directors who are Audit & Supervisory Committee members / Number of stock acquisition rights 21 rights
Basis for determining the amount to be paidThe exercise price will be based on an amount equal to 1.05 times the average closing price of the company's common shares on each trading day in the month preceding the month in which the share acquisition rights are allocated. If this amount is lower than 1.05 times the closing price on the allocation date, the closing price on the allocation date will be used as the basis.
Exercise priceThe initial exercise price will be an amount equal to 1.05 times the average closing price in the month preceding the allocation month or 1.05 times the closing price on the allocation date. Adjustment provisions apply in the event of a stock split, reverse stock split, or issuance of shares at a price below market value. The floor for adjustments is Not disclosed.
Exercise periodFrom 23 July 2029 through 22 July 2034
Number of Stock Acquisition RightsTotal issued: 338 rights. Number of unexercised rights: Not disclosed.
Reason for acquisition without considerationIf the company becomes the disappearing company in a merger or similar transaction, or if a holder becomes unable to exercise the rights under the exercise conditions, the company may acquire all of the share acquisition rights or the relevant share acquisition rights free of charge.
Categories and Number of Persons CoveredCategory The Company's directors (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Employees 3 / Number of allocated shares Equivalent to 31,700 shares, Category The company's directors who are Audit & Supervisory Committee members, excluding outside directors who are Audit & Supervisory Committee members / Number of Employees 1 / Number of allocated shares Equivalent to 2,100 shares
Items this document does not state (17)
Total issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsIntended allottee's holding policyDilution RateTotal number of issued sharesTransfer restriction periodConditions for lifting transfer restrictionsTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioProcedures under the Corporate Code of ConductMost recent equity financingMajor shareholders after the offeringImpact on Business Performance

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 increase the motivation and morale of the eligible directors to substantially improve the company's medium- to long-term performance and corporate value, and to pursue business operations that place even greater emphasis on the interests of shareholders. In addition, by granting share acquisition rights linked to the share price as part of performance-linked compensation, the company will reflect improvements in corporate value and shareholder value in compensation and align the interests, both positive and negative, of shareholders and the eligible directors.

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Notice Regarding the Issuance of Stock Options (Share Acquisition Rights) | SERENDIP HOLDINGS Co.,Ltd. (7318) timely disclosure | Komori