Komori
Share Issuance and Disposal8011SANYO SHOKAI LTD.Materials and Chemicals

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The company resolved to dispose of 9,700 treasury shares as restricted stock compensation for its directors and executive officers. The total disposal price is ¥35,162,500, and the transfer restriction period is 4 years.

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
9700
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much9,700Shares

9,700 common shares of the company (treasury shares)

3 directors of the Company (excluding outside directors)6,400 shares
12 executive officers of the company who do not concurrently serve as directors3,300 shares

The height of each bar represents the proportion of shares received by each allottee. The thin line below represents the number of existing shares to which these shares are added.

¥3,625 per share
Total issue value

¥35,162,500

Amount of funds to be raised
Total payment amount: ¥35,162,500; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary compensation receivables: ¥35,162,500
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
26 June 2026 to 25 June 2030 (4 years)
Conditions for lifting transfer restrictions
Provided that the recipient continuously holds the position of director of the company or executive officer who does not concurrently serve as a director during the transfer restriction period, all transfer restrictions on the allocated shares will be lifted upon expiry of the period. If the recipient’s term of office expires or the recipient retires or resigns for another legitimate reason, the number of shares subject to release and the timing of release will be adjusted according to the period of service.
Reason for acquisition without consideration
If the recipient retires or resigns before the end of the transfer restriction period for any reason other than expiry of the term of office, death, or another legitimate reason. If any shares remain subject to transfer restrictions after the adjustment at the time of retirement or resignation. If any shares remain subject to transfer restrictions in connection with a corporate reorganization or similar transaction.
Categories and Number of Persons Covered
3 directors of the company (excluding outside directors), 6,400 shares; 12 executive officers of the company who do not concurrently serve as directors, 3,300 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred to any third party, pledged, or otherwise disposed of in any manner. The transfer restriction period runs from 26 June 2026 to 25 June 2030.
Payment date
26 June 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 27 May 2026, the business day preceding the date of the Board of Directors’ resolution, was ¥3,625. No discount or premium rate was stated.
Procedures under the Corporate Code of Conduct
Deliberation by the Nomination and Compensation Committee
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares as restricted stock compensation
Number of shares to be issued or disposed of9,700 common shares of the company (treasury shares)
Issue price and disposal price¥3,625 per share
Total issue value¥35,162,500
Amount of funds to be raisedTotal payment amount: ¥35,162,500; estimated net proceeds: Not disclosed
Payment date26 June 2026
Intended allotteeName 3 directors of the Company (excluding outside directors) / Number of Shares 6,400 shares, Name 12 executive officers of the company who do not concurrently serve as directors / Number of Shares 3,300 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred to any third party, pledged, or otherwise disposed of in any manner. The transfer restriction period runs from 26 June 2026 to 25 June 2030.
Basis for determining the amount to be paidThe closing price of the company’s common shares on the Tokyo Stock Exchange Prime Market on 27 May 2026, the business day preceding the date of the Board of Directors’ resolution, was ¥3,625. No discount or premium rate was stated.
Transfer restriction period26 June 2026 to 25 June 2030 (4 years)
Conditions for lifting transfer restrictionsProvided that the recipient continuously holds the position of director of the company or executive officer who does not concurrently serve as a director during the transfer restriction period, all transfer restrictions on the allocated shares will be lifted upon expiry of the period. If the recipient’s term of office expires or the recipient retires or resigns for another legitimate reason, the number of shares subject to release and the timing of release will be adjusted according to the period of service.
Reason for acquisition without considerationIf the recipient retires or resigns before the end of the transfer restriction period for any reason other than expiry of the term of office, death, or another legitimate reason. If any shares remain subject to transfer restrictions after the adjustment at the time of retirement or resignation. If any shares remain subject to transfer restrictions in connection with a corporate reorganization or similar transaction.
Categories and Number of Persons Covered3 directors of the company (excluding outside directors), 6,400 shares; 12 executive officers of the company who do not concurrently serve as directors, 3,300 shares
Total Stock-Based CompensationTotal monetary compensation receivables: ¥35,162,500
Procedures under the Corporate Code of ConductDeliberation by the Nomination and Compensation Committee
Items this document does not state (13)
Estimated issuance expensesSpecific use of fundsDilution RateTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / 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 provide incentives for the sustained enhancement of corporate value and promote value sharing with shareholders. The company also took into account the purpose of the plan, the company’s performance, deliberations by the Nomination and Compensation Committee, and the responsibilities of each recipient.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | SANYO SHOKAI LTD. (8011) timely disclosure | Komori