Komori
Share Issuance and Disposal7776CellSeed Inc.Electrical Equipment and Precision Instruments

Notice Concerning the Issuance of the 26th Stock Acquisition Rights (Free Stock Options)

The Company resolved to issue 2,382 stock acquisition rights free of charge to 6 directors and 38 employees. If all rights are exercised, 238,200 common shares will be delivered, resulting in maximum dilution of approximately 0.61%.

Worth reading
48Recurring
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
0.61
%
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of stock acquisition rights as free stock options

発行・処分する株式数

238,200 common shares (2,382 stock acquisition rights, with 100 shares per right)

Intended allottee
Category Company officers / Number of Employees 6 / Number of stock acquisition rights 450 rights, Category The Company's employees / Number of Employees 38 / Number of stock acquisition rights 1,932
The stock acquisition rights will be issued free of charge (no monetary payment required).
Amount of funds to be raised

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

発行済株式総数

Maximum approximately 0.61% (approximately 0.61% on a voting rights basis as well)

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.

Terms of the stock acquisition rights
Exercise price
Closing price on the allotment date. Whether a adjustment clause applies and the adjustment floor: Not disclosed (adjustment provisions apply in the event of a stock split or consolidation, or an issuance of shares below market value, among other events)
Exercise period
Start Date 15 April 2028 / End date 14 April 2036
Number of Stock Acquisition Rights
Total issued: 2,382; number of unexercised rights: Not disclosed
Reason for acquisition without consideration
If approval is granted at a shareholders meeting for a merger agreement under which the Company will be the disappearing company, a company split agreement or plan under which the Company will be the splitting company, or a share exchange agreement or share transfer plan under which the Company will become a wholly owned subsidiary, or if approval by a shareholders meeting is not required and the Board of Directors adopts a resolution to that effect, the Company may acquire all of the stock acquisition rights free of charge upon the arrival of a date separately determined by the Board of Directors., If a holder of the stock acquisition rights becomes unable to exercise the stock acquisition rights before exercising them due to the exercise conditions, the Company may acquire them free of charge.
Categories and Number of Persons Covered
Category Company officers / Number of Employees 6 / Number of allocated shares Equivalent to 45,000 shares (450 rights), Category The Company's employees / Number of Employees 38 / Number of allocated shares Equivalent to 193,200 shares (1,932 rights)
Payment date
Not applicable (no monetary payment is required upon issuance of the stock acquisition rights)
Basis for determining the amount to be paid
The exercise price will be the closing price of the Company’s common shares in regular trading on the Tokyo Stock Exchange on the date of allotment of the stock acquisition rights. If no trade is concluded on that date, the exercise price will be the closing price of the most recent preceding trading session.
Procedures under the Corporate Code of Conduct
To be implemented without obtaining approval at a shareholders meeting. The Company determined that the free issuance does not constitute an issuance on particularly favorable terms.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of stock acquisition rights as free stock options
Number of shares to be issued or disposed of238,200 common shares (2,382 stock acquisition rights, with 100 shares per right)
Issue price and disposal priceThe stock acquisition rights will be issued free of charge (no monetary payment required).
Amount of funds to be raisedTotal amount to be paid: Not disclosed; estimated net proceeds: Not disclosed
Payment dateNot applicable (no monetary payment is required upon issuance of the stock acquisition rights)
Intended allotteeCategory Company officers / Number of Employees 6 / Number of stock acquisition rights 450 rights, Category The Company's employees / Number of Employees 38 / Number of stock acquisition rights 1,932
Dilution RateMaximum approximately 0.61% (approximately 0.61% on a voting rights basis as well)
Total number of issued shares38,873,919 shares (as of 31 March 2026) → Not disclosed
Basis for determining the amount to be paidThe exercise price will be the closing price of the Company’s common shares in regular trading on the Tokyo Stock Exchange on the date of allotment of the stock acquisition rights. If no trade is concluded on that date, the exercise price will be the closing price of the most recent preceding trading session.
Exercise priceClosing price on the allotment date. Whether a adjustment clause applies and the adjustment floor: Not disclosed (adjustment provisions apply in the event of a stock split or consolidation, or an issuance of shares below market value, among other events)
Exercise periodStart Date 15 April 2028 / End date 14 April 2036
Number of Stock Acquisition RightsTotal issued: 2,382; number of unexercised rights: Not disclosed
Reason for acquisition without considerationIf approval is granted at a shareholders meeting for a merger agreement under which the Company will be the disappearing company, a company split agreement or plan under which the Company will be the splitting company, or a share exchange agreement or share transfer plan under which the Company will become a wholly owned subsidiary, or if approval by a shareholders meeting is not required and the Board of Directors adopts a resolution to that effect, the Company may acquire all of the stock acquisition rights free of charge upon the arrival of a date separately determined by the Board of Directors., If a holder of the stock acquisition rights becomes unable to exercise the stock acquisition rights before exercising them due to the exercise conditions, the Company may acquire them free of charge.
Categories and Number of Persons CoveredCategory Company officers / Number of Employees 6 / Number of allocated shares Equivalent to 45,000 shares (450 rights), Category The Company's employees / Number of Employees 38 / Number of allocated shares Equivalent to 193,200 shares (1,932 rights)
Procedures under the Corporate Code of ConductTo be implemented without obtaining approval at a shareholders meeting. The Company determined that the free issuance does not constitute an issuance on particularly favorable terms.
Items this document does not state (13)
Total issue valueEstimated issuance expensesSpecific use of fundsIntended allottee's holding policyTransfer restriction periodConditions for lifting transfer restrictionsTotal Stock-Based CompensationUnderwriter / 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.

To increase directors’ and employees’ motivation and morale to contribute to improved performance, strengthen cohesion, and thereby promote business expansion, maximize corporate value, and strengthen their commitment to enhancing corporate value.

How to read this page

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Notice Concerning the Issuance of the 26th Stock Acquisition Rights (Free Stock Options) | CellSeed Inc. (7776) timely disclosure | Komori