Details of issuance or disposal
Disposal of treasury shares by third-party allotment (restricted stock incentives for the employee stock ownership plan)
35,150 shares of the Company's common stock (maximum); disposal of treasury shares
The lower thin line represents the existing number of shares to which these shares will be added.
¥131,988,250 (maximum)
0.11% (based on the maximum)
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 by third-party allotment (restricted stock incentives for the employee stock ownership plan) |
| Number of shares to be issued or disposed of | 35,150 shares of the Company's common stock (maximum); disposal of treasury shares |
| Issue price and disposal price | ¥3,755 per share |
| Total issue value | ¥131,988,250 (maximum) |
| Amount of funds to be raised | Total payment amount of ¥131,988,250 (maximum); estimated net proceeds: not disclosed |
| Specific use of funds | Not disclosed (the full amount of monetary claims paid to eligible employees as special incentive bonuses will be contributed in kind) |
| Payment date | 12 November 2026 |
| Intended allottee | Name Kamei Employees' Shareholding Association / Number of Shares 35,150 shares (maximum) |
| Intended allottee's holding policy | During the transfer restriction period, transfers, the creation of security interests and other dispositions will be prohibited, and withdrawals of restricted stock interests will also be restricted. |
| Dilution Rate | 0.11% (based on the maximum) |
| Total number of issued shares | 32,991,969 shares (as of 30 June 2026) → Not disclosed |
| Basis for determining the amount to be paid | The closing price of ¥3,755 on the Tokyo Stock Exchange on 23 July 2026. This represented a premium of 4.71% to the one-month average of ¥3,586, 7.90% to the three-month average of ¥3,480, and 11.46% to the six-month average of ¥3,369. |
| Transfer restriction period | From 12 November 2026 to 11 November 2031 (5 years) |
| Conditions for lifting transfer restrictions | The eligible employee must remain a member of the Employee Shareholding Association continuously from 12 November 2026 through 31 March 2027. If the employee leaves the association or suspends contributions due to retirement at the mandatory retirement age, an overseas assignment, appointment as an officer, or another reason deemed legitimate by the Company's Board of Directors, the transfer restrictions will be partially lifted based on the prescribed calculation. |
| Reason for acquisition without consideration | The Company will acquire without consideration any shares for which the transfer restrictions have not been lifted upon expiry of the transfer restriction period, as well as any shares for which the restrictions are not lifted under the provisions governing withdrawals from the association or suspension of contributions. The Company will also acquire without consideration any shares for which the restrictions are not lifted in connection with a corporate reorganization or similar event. |
| Categories and Number of Persons Covered | 1,443 employees of the Company eligible for membership in the Employee Shareholding Association (maximum). The actual number of eligible employees will be determined based on the number of participants. |
| Total Stock-Based Compensation | The amount of monetary claims to be paid as special incentive bonuses is not disclosed |
| Underwriter / lead underwriter | Not disclosed (the administering securities company is SMBC Nikko Securities Inc.) |
| Procedures under the Corporate Code of Conduct | Because the dilution ratio is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and procedures to confirm shareholders' intentions are not required. All 3 Audit & Supervisory Board Members have expressed their opinions on the legality of the disposal price. |
| Most recent equity financing | Timing 25 May 2026 / Type Introduction of a restricted stock incentive plan for the employee stock ownership plan / Amount Not disclosed |
| Impact on Business Performance | The impact on business performance is Not disclosed |
Items this document does not state (7)
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 enhance the welfare of eligible employees, support their asset building, and foster a greater sense of participation in management through ownership of the Company's shares.