Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
Stock Compensation I 783,900 shares / Stock Compensation II 371,000 shares / Total 1,154,900 shares
Stock Compensation I ¥1,189,176,300 / Stock Compensation II ¥562,807,000
0.07% (relative to the total number of shares issued as of 31 May 2026)
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 as restricted stock compensation |
| Number of shares to be issued or disposed of | Stock Compensation I 783,900 shares / Stock Compensation II 371,000 shares / Total 1,154,900 shares |
| Issue price and disposal price | ¥1,517 per share |
| Total issue value | Stock Compensation I ¥1,189,176,300 / Stock Compensation II ¥562,807,000 |
| Amount of funds to be raised | As the treasury shares will be disposed of through an in-kind contribution of monetary compensation receivables, no amount of the total payment or estimated net proceeds is stated. |
| Payment date | 14 July 2026 |
| Intended allottee | Category The company's directors and executive officers / Stock Compensation I 19 people, 115,800 shares / Stock Compensation II 8 people, 104,200 shares, Category Executive officers and others of the company / Stock Compensation I 7 people, 34,600 shares / Stock Compensation II 9 people, 32,300 shares, Category Directors of subsidiaries of the Company / Stock Compensation I 72 people, 325,500 shares / Stock Compensation II 50 people, 114,700 shares, Category Executive officers, etc., of the company's subsidiaries / Stock Compensation I 79 people, 308,000 shares / Stock Compensation II 79 people, 119,800 shares |
| Dilution Rate | 0.07% (relative to the total number of shares issued as of 31 May 2026) |
| Total number of issued shares | 1,569,378,772 shares → Not disclosed |
| Basis for determining the amount to be paid | The average closing price of the company's common shares on the Tokyo Stock Exchange over the 30 business days through 18 June 2026 was ¥1,517. No discount or premium is stated. |
| Transfer restriction period | Stock Compensation I From 14 July 2026 until the date on which the eligible directors and others cease to hold any position as an officer or other equivalent position of the company, any of its subsidiaries or any of its affiliates / Stock Compensation II From 14 July 2026 until the day before the business day preceding the date of the company's annual general meeting of shareholders for the fiscal year ending March 2029 |
| Conditions for lifting transfer restrictions | For Stock Compensation I, all of the allocated shares under this arrangement, designated as Allocated Shares ①, will be released from the transfer restrictions upon expiry of the transfer restriction period, provided that the eligible directors and others have continuously held the position of director, executive officer or executive officer, etc., of the company, any of its subsidiaries or any of its affiliates for the prescribed period. For Stock Compensation II, all of the allocated shares under this arrangement, designated as Allocated Shares ②, will be released from the transfer restrictions upon expiry of the transfer restriction period. However, in the event of voluntary resignation or a similar circumstance, the restrictions will be released to the extent deemed reasonable by the company. |
| Reason for acquisition without consideration | At the end of the transfer restriction period, the company will acquire without consideration any shares for which the transfer restrictions have not been released. For Stock Compensation II, in the event of voluntary resignation, the company will acquire without consideration any shares for which the transfer restrictions have not been released, except for the number of shares determined by the company. The company will also apply malus and clawback provisions in cases including a serious breach of the duty of care, misconduct or other improper conduct, a serious violation of laws or internal regulations, or a material restatement of financial statements. |
| Categories and Number of Persons Covered | The company's directors and executive officers: Stock Compensation I, 19 people and 115,800 shares; Stock Compensation II, 8 people and 104,200 shares, The company's executive officers, etc.: Stock Compensation I, 7 people and 34,600 shares; Stock Compensation II, 9 people and 32,300 shares, Directors of the company's subsidiaries: Stock Compensation I, 72 people and 325,500 shares; Stock Compensation II, 50 people and 114,700 shares, Executive officers, etc., of the company's subsidiaries: Stock Compensation I, 79 people and 308,000 shares; Stock Compensation II, 79 people and 119,800 shares |
| Total Stock-Based Compensation | Monetary compensation receivables of ¥1,189,176,300 for Stock Compensation I and ¥562,807,000 for Stock Compensation II |
Items this document does not state (13)
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 improving medium- to long-term performance and promote the sharing of value with the eligible directors and others and shareholders.