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Share Issuance and Disposal7716NAKANISHI INC.Electrical Equipment and Precision Instruments

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

The Company resolved to issue 15 stock acquisition rights to 3 directors as stock compensation-type stock options. Each right entitles the holder to acquire 1,500 shares, for a total of 22,500 shares, at an exercise price of ¥1 per share.

Worth reading
35Immaterial
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Direction
Neutral
Direction inferred from the company’s description.
Scale
22500
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of stock acquisition rights as equity compensation stock options

Who receives how much

22,500 shares of the Company’s common stock (1,500 shares per stock acquisition right)

3 directors of the CompanyEquivalent to 22,500 shares (15 stock acquisition rights)

The lower thin line represents the existing number of shares to which these shares will be added.

The payment amount per stock acquisition right is the per-share option price calculated using the Black-Scholes model, multiplied by the number of shares granted, rounded up to the nearest yen.
Amount of funds to be raised

Total amount to be paid: Not disclosed; estimated net proceeds: Not disclosed

Total Stock-Based Compensation
Monetary compensation equivalent to the total payment amount for the stock acquisition rights. Amount: Not disclosed.
Terms of the stock acquisition rights
Exercise price
The initial exercise price is ¥1 per share. No adjustment provisions are stated.
Exercise period
From 3 June 2026 to 2 June 2056
Number of Stock Acquisition Rights
Total to be issued: 15. Number of outstanding unexercised rights: Not disclosed.
Reason for acquisition without consideration
If shareholder approval is obtained for a merger, company split, share exchange or share transfer, an amendment to the articles of incorporation imposing transfer restrictions on all shares, or an amendment to the articles of incorporation imposing transfer restrictions or an acquisition provision covering all shares of a class of shares subject to the amendment, or if a Board of Directors resolution is adopted where shareholder approval is not required, the Company may acquire the stock acquisition rights without consideration on a date separately determined by the Board of Directors.
Categories and Number of Persons Covered
3 directors of the Company; 15 stock acquisition rights (equivalent to 22,500 shares)
Payment date
2 June 2026
Basis for determining the amount to be paid
Calculated using the Black-Scholes model. The share price is the closing price of the Company’s common stock on the Tokyo Stock Exchange on 2 June 2026, the expected remaining term is 15 years, and volatility is based on the closing prices on each trading day from 3 June 2011 to 2 June 2026. No discount rate or premium rate is stated.
Procedures under the Corporate Code of Conduct
The issuance was resolved by the Board of Directors pursuant to Articles 236, 238 and 240 of the Companies Act. Whether an independent third-party opinion was obtained or shareholder approval was sought: Not disclosed.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of stock acquisition rights as equity compensation stock options
Number of shares to be issued or disposed of22,500 shares of the Company’s common stock (1,500 shares per stock acquisition right)
Issue price and disposal priceThe payment amount per stock acquisition right is the per-share option price calculated using the Black-Scholes model, multiplied by the number of shares granted, rounded up to the nearest yen.
Amount of funds to be raisedTotal amount to be paid: Not disclosed; estimated net proceeds: Not disclosed
Payment date2 June 2026
Intended allotteeName 3 directors of the Company / Number of Shares Equivalent to 22,500 shares (15 stock acquisition rights)
Basis for determining the amount to be paidCalculated using the Black-Scholes model. The share price is the closing price of the Company’s common stock on the Tokyo Stock Exchange on 2 June 2026, the expected remaining term is 15 years, and volatility is based on the closing prices on each trading day from 3 June 2011 to 2 June 2026. No discount rate or premium rate is stated.
Exercise priceThe initial exercise price is ¥1 per share. No adjustment provisions are stated.
Exercise periodFrom 3 June 2026 to 2 June 2056
Number of Stock Acquisition RightsTotal to be issued: 15. Number of outstanding unexercised rights: Not disclosed.
Reason for acquisition without considerationIf shareholder approval is obtained for a merger, company split, share exchange or share transfer, an amendment to the articles of incorporation imposing transfer restrictions on all shares, or an amendment to the articles of incorporation imposing transfer restrictions or an acquisition provision covering all shares of a class of shares subject to the amendment, or if a Board of Directors resolution is adopted where shareholder approval is not required, the Company may acquire the stock acquisition rights without consideration on a date separately determined by the Board of Directors.
Categories and Number of Persons Covered3 directors of the Company; 15 stock acquisition rights (equivalent to 22,500 shares)
Total Stock-Based CompensationMonetary compensation equivalent to the total payment amount for the stock acquisition rights. Amount: Not disclosed.
Procedures under the Corporate Code of ConductThe issuance was resolved by the Board of Directors pursuant to Articles 236, 238 and 240 of the Companies Act. Whether an independent third-party opinion was obtained or shareholder approval was sought: Not disclosed.
Items this document does not state (14)
Total issue valueEstimated issuance expensesSpecific use of fundsIntended allottee's holding policyDilution RateTotal number of issued sharesTransfer restriction periodConditions for lifting transfer restrictionsUnderwriter / lead underwriterOverallotmentStock Split RatioMost 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.

The purpose is to further align directors’ compensation with the Company’s performance and shareholder interests.

How to read this page

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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding the Issuance of Equity Compensation Stock Options (Share Acquisition Rights) | NAKANISHI INC. (7716) timely disclosure | Komori