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Share Issuance and Disposal8876Relo Group,Inc.Information and Communications, Services and Others

Notice Concerning the Issuance of Paid Stock Options (Share Acquisition Rights) (Series 20)

The Company has resolved to issue 363 paid share acquisition rights to 10 directors and employees of the Company and its subsidiaries. Subject to the achievement of the performance condition, each right will entitle the holder to acquire 100 shares at an exercise price of ¥1 per share.

Worth reading
73In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Improvement
Direction inferred from the company’s description.
Scale
0.024
% (maximum dilution as a percentage of total shares outstanding)
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Issuance of paid stock options (share acquisition rights) (Series 20)

発行・処分する株式数

363 share acquisition rights, representing 36,300 underlying common shares of the Company (100 shares per right)

Intended allottee
Name Directors, directors who are Audit & Supervisory Committee members and employees of the Company, and directors and employees of the Company's subsidiaries / Number of Employees 10 / Number of stock acquisition rights 363 rights (maximum; may decrease depending on the number of applications and other factors)
¥255 per share acquisition right
Total issue value

¥92,565 (363 rights × ¥255; maximum)

Amount of funds to be raised
Total amount to be paid: ¥92,565; estimated net proceeds: Not disclosed
発行済株式総数

Maximum 0.024% (relative to the total number of shares issued as of 6 August 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.

Terms of the stock acquisition rights
Exercise price
The initial exercise price is ¥1. Adjustment provisions apply in connection with share splits or consolidations, the issuance of new shares or disposal of treasury shares at prices below market value, and other events. The fixed minimum exercise price is Not disclosed.
Exercise period
From 1 April 2030 to 31 March 2034 (or the preceding business day if the final day is not a business day for the shareholder registry administrator)
Number of Stock Acquisition Rights
Total issued: 363 rights. Number of rights remaining unexercised: Not disclosed.
Reason for acquisition without consideration
The Company may acquire the share acquisition rights without consideration if a proposal approving a merger agreement under which the Company becomes the disappearing company, a share exchange agreement under which the Company becomes a wholly owned subsidiary, or a share transfer plan is approved. The Company may also extinguish the right to exercise the rights if the Board of Directors determines that permitting exercise is inappropriate due to a violation of laws or regulations, disciplinary action, damage to the Company or a subsidiary, or other reasons.
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 first be exercised if consolidated profit before tax or consolidated operating profit for the fiscal year ending March 2029 reaches at least ¥50 billion. The holder must also hold a prescribed position as an officer or employee of the Company or a subsidiary, or another prescribed position, at the time of exercise.
Categories and Number of Persons Covered
10 directors, directors who are Audit & Supervisory Committee members and employees of the Company, and directors and employees of the Company's subsidiaries; 363 rights in total (the number of people and shares by category are Not disclosed)
Intended allottee's holding policy
The Company encourages long-term ownership of its shares.
Payment date
31 August 2026
Basis for determining the amount to be paid
Mizuho-DL Financial Technology Co., Ltd., an independent valuation institution, calculated the amount of ¥255 using a Monte Carlo simulation based on factors including the closing price of the Company's shares on the Tokyo Stock Exchange on the day before 6 August 2026 of ¥1,999.5 per share, share price volatility of 28.060%, forecast dividends of ¥75 per share and a risk-free interest rate of 2.6165%. The discount rate and premium rate are Not disclosed.
Procedures under the Corporate Code of Conduct
The rights will be issued for cash at fair value and not on particularly favorable terms, so the issuance will proceed without obtaining shareholder approval at a general meeting. The issue has been valued by an independent valuation institution.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of paid stock options (share acquisition rights) (Series 20)
Number of shares to be issued or disposed of363 share acquisition rights, representing 36,300 underlying common shares of the Company (100 shares per right)
Issue price and disposal price¥255 per share acquisition right
Total issue value¥92,565 (363 rights × ¥255; maximum)
Amount of funds to be raisedTotal amount to be paid: ¥92,565; estimated net proceeds: Not disclosed
Payment date31 August 2026
Intended allotteeName Directors, directors who are Audit & Supervisory Committee members and employees of the Company, and directors and employees of the Company's subsidiaries / Number of Employees 10 / Number of stock acquisition rights 363 rights (maximum; may decrease depending on the number of applications and other factors)
Intended allottee's holding policyThe Company encourages long-term ownership of its shares.
Dilution RateMaximum 0.024% (relative to the total number of shares issued as of 6 August 2026)
Basis for determining the amount to be paidMizuho-DL Financial Technology Co., Ltd., an independent valuation institution, calculated the amount of ¥255 using a Monte Carlo simulation based on factors including the closing price of the Company's shares on the Tokyo Stock Exchange on the day before 6 August 2026 of ¥1,999.5 per share, share price volatility of 28.060%, forecast dividends of ¥75 per share and a risk-free interest rate of 2.6165%. The discount rate and premium rate are Not disclosed.
Exercise priceThe initial exercise price is ¥1. Adjustment provisions apply in connection with share splits or consolidations, the issuance of new shares or disposal of treasury shares at prices below market value, and other events. The fixed minimum exercise price is Not disclosed.
Exercise periodFrom 1 April 2030 to 31 March 2034 (or the preceding business day if the final day is not a business day for the shareholder registry administrator)
Number of Stock Acquisition RightsTotal issued: 363 rights. Number of rights remaining unexercised: Not disclosed.
Conditions for lifting transfer restrictionsThe rights may first be exercised if consolidated profit before tax or consolidated operating profit for the fiscal year ending March 2029 reaches at least ¥50 billion. The holder must also hold a prescribed position as an officer or employee of the Company or a subsidiary, or another prescribed position, at the time of exercise.
Reason for acquisition without considerationThe Company may acquire the share acquisition rights without consideration if a proposal approving a merger agreement under which the Company becomes the disappearing company, a share exchange agreement under which the Company becomes a wholly owned subsidiary, or a share transfer plan is approved. The Company may also extinguish the right to exercise the rights if the Board of Directors determines that permitting exercise is inappropriate due to a violation of laws or regulations, disciplinary action, damage to the Company or a subsidiary, or other reasons.
Categories and Number of Persons Covered10 directors, directors who are Audit & Supervisory Committee members and employees of the Company, and directors and employees of the Company's subsidiaries; 363 rights in total (the number of people and shares by category are Not disclosed)
Procedures under the Corporate Code of ConductThe rights will be issued for cash at fair value and not on particularly favorable terms, so the issuance will proceed without obtaining shareholder approval at a general meeting. The issue has been valued by an independent valuation institution.
Items this document does not state (11)
Estimated issuance expensesSpecific use of fundsTotal number of issued sharesTransfer restriction periodTotal 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 motivate and encourage the directors and employees of the Company Group to improve performance by making the achievement of consolidated profit before tax or consolidated operating profit of at least ¥50 billion for the fiscal year ending March 2029 a performance condition. The Company also intends to encourage long-term ownership of its shares and promote the sharing of value with shareholders.

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Notice Concerning the Issuance of Paid Stock Options (Share Acquisition Rights) (Series 20) | Relo Group,Inc. (8876) timely disclosure | Komori