Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
300,000 common shares (treasury shares)
The lower thin line represents the existing number of shares to which these shares will be added.
Estimated issuance expenses: ¥42 million
No increase (disposal of treasury shares)
Not applicable (disposal of treasury shares)
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.
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 | 300,000 common shares (treasury shares) |
| Issue price and disposal price | ¥140/share |
| Total issue value | Estimated issuance expenses: ¥42 million |
| Amount of funds to be raised | Total payment amount: ¥42,000,000; estimated net proceeds: Not disclosed |
| Payment date | 17 July 2026 |
| Intended allottee | Name Directors of the Company (excluding outside directors and directors who are Audit & Supervisory Committee members) / Number of Employees 6 / Number of Shares 300,000 shares |
| Intended allottee's holding policy | During the transfer restriction period, the shares may not be transferred, pledged, or otherwise disposed of. The transfer restriction period runs from 17 July 2026 to 17 July 2056. |
| Dilution Rate | Not applicable (disposal of treasury shares) |
| Total number of issued shares | No increase (disposal of treasury shares) |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Tokyo Stock Exchange on 17 June 2026 was ¥140. No discount or premium was stated. |
| Transfer restriction period | 30 years (from 17 July 2026 to 17 July 2056) |
| Conditions for lifting transfer restrictions | ① At the end of the transfer restriction period, the eligible director must have continuously held a prescribed position at the Company or one of its subsidiaries throughout the period. ② If the eligible director retires or resigns before the end of the period, the restriction may be lifted if the departure is due to the expiration of the director's term, death, or another legitimate reason. In the event of a corporate reorganization or other similar event, the restriction may be lifted by resolution of the Board of Directors. Performance conditions and share price conditions: Not disclosed. |
| Reason for acquisition without consideration | If condition ① is not satisfied at the end of the transfer restriction period, if condition ② is not satisfied when the eligible director retires or resigns before the end of the period, or if a violation of laws or regulations or another event specified in the agreement occurs, the Company will acquire the shares without consideration. The Company will also acquire all shares without consideration when the eligible director retires or resigns due to death or in the event of a corporate reorganization. |
| Categories and Number of Persons Covered | The Company's directors (excluding outside directors and directors who are Audit & Supervisory Committee members): 6 people, 300,000 shares |
| Total Stock-Based Compensation | Monetary compensation claims: ¥42,000,000 |
| Procedures under the Corporate Code of Conduct | The matter was reviewed by the Nomination and Compensation Committee. Opinions from other independent third parties and confirmation of shareholder intent: Not disclosed. |
Items this document does not state (11)
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.The purpose is to provide incentives for achieving medium- to long-term performance targets, share value with shareholders, and further enhance the motivation of the eligible directors and others.