Worth reading
47Recurring
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
6382
SharesWording
Definitive
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
Who receives how much6,382Shares
6,382 treasury shares
6 directors of the Company, excluding directors who are Audit and Supervisory Committee members and outside directors6,382 shares
The lower thin line represents the existing number of shares to which these shares will be added.
¥2,585 per share
Amount of funds to be raised
Total payment amount: ¥16,497,470; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary claims: ¥16,497,470. The compensation limit is ¥30,000 thousand per year and 16,000 shares per year.
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 22 May 2026 until immediately after the recipient resigns or retires from any position as a director of the Company, an executive officer who does not concurrently serve as a director, an adviser, a consultant, or any other equivalent position.
Conditions for lifting transfer restrictions
The transfer restrictions will be fully lifted upon expiration of the transfer restriction period, provided that the recipient has continuously held the prescribed position from the date on which the recipient began performing duties until immediately before the conclusion of the first annual general meeting of shareholders held thereafter. If the recipient resigns or retires upon expiration of the term of office or for another legitimate reason, the restrictions will be lifted immediately after the resignation or retirement with respect to the number of shares calculated by multiplying the number of shares held by the number of months in office divided by 12, the number of months in the applicable service period.
Reason for acquisition without consideration
If, during the transfer restriction period, the recipient engages in an act that violates laws or regulations or falls under any other specified event set forth in the allocation agreement, the Company will acquire all of the shares without consideration. The Company will also acquire without consideration any shares for which the transfer restrictions are not lifted upon expiration of the transfer restriction period or at the time of release.
Categories and Number of Persons Covered
6 directors of the Company, excluding directors who are Audit and Supervisory Committee members and outside directors; 6,382 shares
Intended allottee's holding policy
During the transfer restriction period, the recipients are prohibited from transferring the shares to third parties, creating security interests over them, or otherwise disposing of them in any manner.
Payment date
22 May 2026
Basis for determining the amount to be paid
The closing price of the Company’s common shares on the Tokyo Stock Exchange Standard Market on 22 April 2026, the business day preceding the date of the Board of Directors’ resolution, was ¥2,585. No discount or premium rate was stated.
Procedures under the Corporate Code of Conduct
The matter was submitted to the Nomination and Compensation Committee for consultation.
Impact on Business Performance
No information was provided regarding the impact of this matter on business performance.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 6,382 treasury shares |
| Issue price and disposal price | ¥2,585 per share |
| Amount of funds to be raised | Total payment amount: ¥16,497,470; estimated net proceeds: Not disclosed |
| Payment date | 22 May 2026 |
| Intended allottee | Name 6 directors of the Company, excluding directors who are Audit and Supervisory Committee members and outside directors / Number of Shares 6,382 shares |
| Intended allottee's holding policy | During the transfer restriction period, the recipients are prohibited from transferring the shares to third parties, creating security interests over them, or otherwise disposing of them in any manner. |
| Basis for determining the amount to be paid | The closing price of the Company’s common shares on the Tokyo Stock Exchange Standard Market on 22 April 2026, the business day preceding the date of the Board of Directors’ resolution, was ¥2,585. No discount or premium rate was stated. |
| Transfer restriction period | From 22 May 2026 until immediately after the recipient resigns or retires from any position as a director of the Company, an executive officer who does not concurrently serve as a director, an adviser, a consultant, or any other equivalent position. |
| Conditions for lifting transfer restrictions | The transfer restrictions will be fully lifted upon expiration of the transfer restriction period, provided that the recipient has continuously held the prescribed position from the date on which the recipient began performing duties until immediately before the conclusion of the first annual general meeting of shareholders held thereafter. If the recipient resigns or retires upon expiration of the term of office or for another legitimate reason, the restrictions will be lifted immediately after the resignation or retirement with respect to the number of shares calculated by multiplying the number of shares held by the number of months in office divided by 12, the number of months in the applicable service period. |
| Reason for acquisition without consideration | If, during the transfer restriction period, the recipient engages in an act that violates laws or regulations or falls under any other specified event set forth in the allocation agreement, the Company will acquire all of the shares without consideration. The Company will also acquire without consideration any shares for which the transfer restrictions are not lifted upon expiration of the transfer restriction period or at the time of release. |
| Categories and Number of Persons Covered | 6 directors of the Company, excluding directors who are Audit and Supervisory Committee members and outside directors; 6,382 shares |
| Total Stock-Based Compensation | Total monetary claims: ¥16,497,470. The compensation limit is ¥30,000 thousand per year and 16,000 shares per year. |
| Procedures under the Corporate Code of Conduct | The matter was submitted to the Nomination and Compensation Committee for consultation. |
| Impact on Business Performance | No information was provided regarding the impact of this matter on business performance. |
Items this document does not state (13)
Total issue valueEstimated issuance expensesSpecific use of fundsDilution RateTotal number of issued sharesExercise 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 further promote the sharing of value with shareholders and enhance the recipients’ motivation to contribute to the improvement of corporate value and their motivation in performing their duties as directors. In this case, following consultation with the Nomination and Compensation Committee, the Company took into account the purpose of the program, the Company’s business performance, the scope of responsibilities of each eligible director, and other relevant factors.
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