Komori
Share Issuance and Disposal7419Nojima Co.,Ltd.Retail

Notice Concerning the Determination of Stock Option Terms

The company has decided to submit to the General Meeting of Shareholders a proposal to issue, without consideration, up to 30,000 stock options (covering up to 3 million shares) to directors, executive officers and other officers of the group companies. All shares to be delivered upon exercise are expected to be treasury shares, and no dilution is anticipated.

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
3000000
Shares (maximum)
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Issuance without consideration of stock acquisition rights as stock options

発行・処分する株式数3,000,000Shares

Up to 3,000,000 shares of the company's common stock

Intended allottee
Category Directors and executive officers of the company, and directors, audit & supervisory board members and executive officers of the company's subsidiaries whom the company's Board of Directors approves / Number of Shares Not disclosed
No monetary payment is required in exchange for the stock acquisition rights.
発行済株式総数

No dilution is anticipated

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.

Terms of the stock acquisition rights
Exercise price
The closing price on the allotment date, or, if no trading takes place, the closing price on the most recent preceding trading day. The price will be adjusted for share splits or consolidations, issuances or disposals of treasury shares below market value, corporate reorganizations and other events. The floor is Not disclosed
Exercise period
The two-year period beginning on the date three years after the day following the date of the Board of Directors' resolution determining the offering terms of the stock acquisition rights
Number of Stock Acquisition Rights
Up to 30,000; the number of remaining unexercised rights is Not disclosed
Reason for acquisition without consideration
If a merger or other transaction under which the company becomes the disappearing company is approved at a General Meeting of Shareholders, if the holder no longer satisfies the conditions for exercise, or if the holder waives the rights, or if the company cancels the stock acquisition rights it holds
Categories and Number of Persons Covered
Directors and executive officers of the company, and directors, audit & supervisory board members and executive officers of the company's subsidiaries whom the company's Board of Directors approves. The number of recipients and the number of shares allotted by category are Not disclosed
Basis for determining the amount to be paid
The stock acquisition rights will be issued without consideration. The exercise price will be the closing price for regular trading of the company's common stock on the Tokyo Stock Exchange on the allotment date, or, if no trading takes place, the most recent closing price before that date.
Procedures under the Corporate Code of Conduct
Subject to approval at the 64th Annual General Meeting of Shareholders scheduled for 19 June 2026. Grants to directors and executive officers are expected to be made based on decisions by the Compensation Committee
Most recent equity financing
Timing 20 May 2025 / Type Stock options (stock acquisition rights) for employees and employees of subsidiaries / Amount Not disclosed
Impact on Business Performance
The purpose is to contribute to enhanced corporate value by encouraging the ノジマ team to contribute to improved performance and raising morale. The specific amount of the impact on performance and financial results is Not disclosed
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance without consideration of stock acquisition rights as stock options
Number of shares to be issued or disposed ofUp to 3,000,000 shares of the company's common stock
Issue price and disposal priceNo monetary payment is required in exchange for the stock acquisition rights.
Intended allotteeCategory Directors and executive officers of the company, and directors, audit & supervisory board members and executive officers of the company's subsidiaries whom the company's Board of Directors approves / Number of Shares Not disclosed
Dilution RateNo dilution is anticipated
Basis for determining the amount to be paidThe stock acquisition rights will be issued without consideration. The exercise price will be the closing price for regular trading of the company's common stock on the Tokyo Stock Exchange on the allotment date, or, if no trading takes place, the most recent closing price before that date.
Exercise priceThe closing price on the allotment date, or, if no trading takes place, the closing price on the most recent preceding trading day. The price will be adjusted for share splits or consolidations, issuances or disposals of treasury shares below market value, corporate reorganizations and other events. The floor is Not disclosed
Exercise periodThe two-year period beginning on the date three years after the day following the date of the Board of Directors' resolution determining the offering terms of the stock acquisition rights
Number of Stock Acquisition RightsUp to 30,000; the number of remaining unexercised rights is Not disclosed
Reason for acquisition without considerationIf a merger or other transaction under which the company becomes the disappearing company is approved at a General Meeting of Shareholders, if the holder no longer satisfies the conditions for exercise, or if the holder waives the rights, or if the company cancels the stock acquisition rights it holds
Categories and Number of Persons CoveredDirectors and executive officers of the company, and directors, audit & supervisory board members and executive officers of the company's subsidiaries whom the company's Board of Directors approves. The number of recipients and the number of shares allotted by category are Not disclosed
Procedures under the Corporate Code of ConductSubject to approval at the 64th Annual General Meeting of Shareholders scheduled for 19 June 2026. Grants to directors and executive officers are expected to be made based on decisions by the Compensation Committee
Most recent equity financingTiming 20 May 2025 / Type Stock options (stock acquisition rights) for employees and employees of subsidiaries / Amount Not disclosed
Impact on Business PerformanceThe purpose is to contribute to enhanced corporate value by encouraging the ノジマ team to contribute to improved performance and raising morale. The specific amount of the impact on performance and financial results is Not disclosed
Items this document does not state (14)
Total issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateIntended allottee's holding policyTotal number of issued sharesTransfer restriction periodConditions for lifting transfer restrictionsTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioMajor 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 encourage the ノジマ team to contribute to improved performance and raise morale, thereby enhancing corporate value.

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.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Concerning the Determination of Stock Option Terms | Nojima Co.,Ltd. (7419) timely disclosure | Komori