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
11725
SharesWording
Definitive
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
Who receives how much11,725Shares
11,725 common shares (treasury shares)
4 of the Company's directors (excluding outside directors and directors who are Audit & Supervisory Committee Members)11,725 shares
The lower thin line represents the existing number of shares to which these shares will be added.
¥1,274 per share
Total issue value
¥14,937,650
Amount of funds to be raised
Not disclosed (this is not a conventional fund-raising transaction because the contribution is made in kind)
Total Stock-Based Compensation
Monetary compensation claims totaling ¥14,937,650 (the annual compensation limit is ¥50 million)
Specific use of funds
Not disclosed (compensation paid through an in-kind contribution)
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 the allotment date until the earlier of the date on which the eligible director retires or leaves office, or 17 July 2036
Conditions for lifting transfer restrictions
The restrictions will be fully lifted upon expiry of the restricted transfer period, provided that the eligible director has continuously held a prescribed position at the Company or one of its subsidiaries throughout the restricted transfer period. If the director retires or leaves office upon expiry of the term, due to death or for another legitimate reason, the number of shares subject to release and the timing of release will be adjusted based on the period of service.
Reason for acquisition without consideration
The Company will acquire without consideration any shares whose transfer restrictions have not been lifted upon expiry of the restricted transfer period. In the event of a corporate reorganization or similar transaction, the Company will likewise acquire without consideration any shares whose transfer restrictions have not been lifted.
Categories and Number of Persons Covered
4 of the Company's directors (excluding outside directors and directors who are Audit and Supervisory Committee members), 11,725 shares
Intended allottee's holding policy
During the restricted transfer period, the shares may not be transferred to third parties, pledged as collateral or otherwise disposed of in any way. The restricted transfer period runs from the allotment date until the earlier of the date on which the eligible director retires or leaves office, or 17 July 2036.
Payment date
17 July 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 24 June 2026, ¥1,274. No discount or premium is stated.
Procedures under the Corporate Code of Conduct
At the 153rd Annual General Meeting of Shareholders held on 25 June 2024, approval was obtained for this plan, the cap on total compensation, the cap on the number of shares and the restricted transfer period, among other matters.
Impact on Business Performance
No impact of this disposal of treasury shares on results for the fiscal year ending March 2027 is stated in the notice.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 11,725 common shares (treasury shares) |
| Issue price and disposal price | ¥1,274 per share |
| Total issue value | ¥14,937,650 |
| Amount of funds to be raised | Not disclosed (this is not a conventional fund-raising transaction because the contribution is made in kind) |
| Specific use of funds | Not disclosed (compensation paid through an in-kind contribution) |
| Payment date | 17 July 2026 |
| Intended allottee | Name 4 of the Company's directors (excluding outside directors and directors who are Audit & Supervisory Committee Members) / Number of Shares 11,725 shares |
| Intended allottee's holding policy | During the restricted transfer period, the shares may not be transferred to third parties, pledged as collateral or otherwise disposed of in any way. The restricted transfer period runs from the allotment date until the earlier of the date on which the eligible director retires or leaves office, or 17 July 2036. |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 24 June 2026, ¥1,274. No discount or premium is stated. |
| Transfer restriction period | From the allotment date until the earlier of the date on which the eligible director retires or leaves office, or 17 July 2036 |
| Conditions for lifting transfer restrictions | The restrictions will be fully lifted upon expiry of the restricted transfer period, provided that the eligible director has continuously held a prescribed position at the Company or one of its subsidiaries throughout the restricted transfer period. If the director retires or leaves office upon expiry of the term, due to death or for another legitimate reason, the number of shares subject to release and the timing of release will be adjusted based on the period of service. |
| Reason for acquisition without consideration | The Company will acquire without consideration any shares whose transfer restrictions have not been lifted upon expiry of the restricted transfer period. In the event of a corporate reorganization or similar transaction, the Company will likewise acquire without consideration any shares whose transfer restrictions have not been lifted. |
| Categories and Number of Persons Covered | 4 of the Company's directors (excluding outside directors and directors who are Audit and Supervisory Committee members), 11,725 shares |
| Total Stock-Based Compensation | Monetary compensation claims totaling ¥14,937,650 (the annual compensation limit is ¥50 million) |
| Procedures under the Corporate Code of Conduct | At the 153rd Annual General Meeting of Shareholders held on 25 June 2024, approval was obtained for this plan, the cap on total compensation, the cap on the number of shares and the restricted transfer period, among other matters. |
| Impact on Business Performance | No impact of this disposal of treasury shares on results for the fiscal year ending March 2027 is stated in the notice. |
Items this document does not state (11)
Estimated issuance expensesDilution 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 provide the eligible directors with an incentive to achieve sustained growth in corporate value and promote the sharing of value with shareholders. The arrangement is also intended to attract talented personnel and further enhance the motivation of each eligible director.
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