Worth reading
51Recurring
Scored from 4 of 5 sectionsDirection
Neutral
Direction inferred from the company’s description.Scale
18700
SharesWording
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
18,700 shares (187 stock acquisition rights, 100 shares per right)
2 directors of the Company (excluding outside directors)18,700 shares
The lower thin line represents the existing number of shares to which these shares will be added.
Fair value calculated using the Black-Scholes model on the allotment date
Amount of funds to be raised
As the compensation receivable and payment obligation will be offset in lieu of cash payment, there will be no material fundraising in terms of either the total payment amount or the estimated net proceeds.
Total Stock-Based Compensation
Compensation receivable equivalent to the fair value of the stock acquisition rights. The amount is not disclosed.
Terms of the stock acquisition rights
Exercise price
¥1 per share. The existence of an adjustment provision and the adjustment floor are Not disclosed.
Exercise period
Start Date 16 September 2026 / End date 15 September 2056
Number of Stock Acquisition Rights
Total number issued 187 / Number of unexercised units Not disclosed
Reason for acquisition without consideration
The Company may acquire the rights without consideration if they expire upon the end of the exercise period, in the event of a serious criminal offense, serious damage to the Company’s credibility resulting from a breach of the duty of due care, misconduct or an unlawful act, dismissal under the Company’s regulations, appointment as an officer or employee of a competing company, or relinquishment of the rights. The Company may also acquire the rights without consideration if a resolution approving a corporate reorganization has been passed at a shareholders meeting.
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.
Conditions for lifting transfer restrictions
The rights may be exercised only within 10 days from the day following the date on which the holder loses all positions as a director, Audit & Supervisory Board member, or executive officer.
Stock Split RatioNot disclosed (provisions exist for adjusting the number of shares underlying the rights in the event of a share split or share consolidation)
Categories and Number of Persons Covered
2 directors of the Company (excluding outside directors), allotted 18,700 shares
Payment date
15 September 2026 (allotment date)
Basis for determining the amount to be paid
Fair value calculated based on the Black-Scholes model on the allotment date. The periods used for the reference closing price and average share price, and the discount and premium rates, are not disclosed.
Procedures under the Corporate Code of Conduct
Based on resolutions at the Company’s 38th Annual General Meeting of Shareholders and at a meeting of the Board of Directors. The acquisition of an independent third-party opinion and other matters are not disclosed.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of stock acquisition rights as equity compensation stock options |
| Number of shares to be issued or disposed of | 18,700 shares (187 stock acquisition rights, 100 shares per right) |
| Issue price and disposal price | Fair value calculated using the Black-Scholes model on the allotment date |
| Amount of funds to be raised | As the compensation receivable and payment obligation will be offset in lieu of cash payment, there will be no material fundraising in terms of either the total payment amount or the estimated net proceeds. |
| Payment date | 15 September 2026 (allotment date) |
| Intended allottee | Category 2 directors of the Company (excluding outside directors) / Number of Shares 18,700 shares |
| Basis for determining the amount to be paid | Fair value calculated based on the Black-Scholes model on the allotment date. The periods used for the reference closing price and average share price, and the discount and premium rates, are not disclosed. |
| Exercise price | ¥1 per share. The existence of an adjustment provision and the adjustment floor are Not disclosed. |
| Exercise period | Start Date 16 September 2026 / End date 15 September 2056 |
| Number of Stock Acquisition Rights | Total number issued 187 / Number of unexercised units Not disclosed |
| Conditions for lifting transfer restrictions | The rights may be exercised only within 10 days from the day following the date on which the holder loses all positions as a director, Audit & Supervisory Board member, or executive officer. |
| Reason for acquisition without consideration | The Company may acquire the rights without consideration if they expire upon the end of the exercise period, in the event of a serious criminal offense, serious damage to the Company’s credibility resulting from a breach of the duty of due care, misconduct or an unlawful act, dismissal under the Company’s regulations, appointment as an officer or employee of a competing company, or relinquishment of the rights. The Company may also acquire the rights without consideration if a resolution approving a corporate reorganization has been passed at a shareholders meeting. |
| Categories and Number of Persons Covered | 2 directors of the Company (excluding outside directors), allotted 18,700 shares |
| Total Stock-Based Compensation | Compensation receivable equivalent to the fair value of the stock acquisition rights. The amount is not disclosed. |
| Stock Split Ratio | Not disclosed (provisions exist for adjusting the number of shares underlying the rights in the event of a share split or share consolidation) |
| Procedures under the Corporate Code of Conduct | Based on resolutions at the Company’s 38th Annual General Meeting of Shareholders and at a meeting of the Board of Directors. The acquisition of an independent third-party opinion and other matters are not disclosed. |
Items this document does not state (12)
Total issue valueEstimated issuance expensesSpecific use of fundsIntended allottee's holding policyDilution RateTotal number of issued sharesTransfer restriction periodUnderwriter / lead underwriterOverallotmentMost 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 further clarify the linkage between directors’ compensation and the Company’s performance and share value, and to further enhance their motivation and morale to contribute to improved performance and increased corporate value over the medium to long term.
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.