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Governance7731NIKON CORPORATIONElectrical Equipment and Precision Instruments

Notice Regarding Revisions to the Stock-Based Compensation Program for Directors (Excluding Directors Who Are Audit and Supervisory Committee Members)

The stock-based compensation plan for directors (excluding Audit & Supervisory Committee Members) will be reviewed, changing the timing of grants of restricted stock compensation, the treatment of directors who leave office, and the calculation method for performance-linked stock compensation. The proposed revisions will be submitted to the annual general meeting of shareholders scheduled for 26 June 2026.

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Governance structure

Committee1
Compensation Deliberation Committee
Changes this time

Under the restricted stock compensation plan, the timing of grants of the Company’s shares and other equity instruments will be changed to after the end of each fiscal year. If a director leaves office before the grant date, or in similar circumstances, cash equivalent to the market value will be paid instead of shares. Under the performance-linked stock compensation plan, the method for calculating the shares and other equity instruments to be granted will be changed. The limit for Restricted Stock (I) is 120,000 shares per fiscal year, and the limit for Restricted Stock (II) is 240,000 shares per performance assessment fiscal year.

Governance structure
ItemDetails
CommitteeCompensation Deliberation Committee (percentage of outside members: Not disclosed)
Changes this timeUnder the restricted stock compensation plan, the timing of grants of the Company’s shares and other equity instruments will be changed to after the end of each fiscal year. If a director leaves office before the grant date, or in similar circumstances, cash equivalent to the market value will be paid instead of shares. Under the performance-linked stock compensation plan, the method for calculating the shares and other equity instruments to be granted will be changed. The limit for Restricted Stock (I) is 120,000 shares per fiscal year, and the limit for Restricted Stock (II) is 240,000 shares per performance assessment fiscal year.
Items this document does not state (6)
Corporate Governance StructureNumber of directorsNumber of independent officersPolicy on cross-shareholdingsTakeover defensesControlling shareholder

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 strengthen incentives for achieving the targets of the new medium-term management plan and further promote long-term corporate value enhancement and value sharing with shareholders.

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Notice Regarding Revisions to the Stock-Based Compensation Program for Directors (Excluding Directors Who Are Audit and Supervisory Committee Members) | NIKON CORPORATION (7731) timely disclosure | Komori