Details of issuance or disposal
Issuance of share acquisition rights as stock options
Up to 150,000 shares of the company's common stock (100 shares per stock acquisition right)
The lower thin line represents the existing number of shares to which these shares will be added.
Maximum 0.49%
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 | Issuance of share acquisition rights as stock options |
| Number of shares to be issued or disposed of | Up to 150,000 shares of the company's common stock (100 shares per stock acquisition right) |
| Issue price and disposal price | The stock acquisition rights will be issued for no consideration. The exercise price will be calculated by multiplying the average closing price on each trading day in the month preceding the month containing the issue date by 1.05. If this amount is below the closing price on the issue date, the closing price on the issue date will apply. |
| Intended allottee | The company's inside directors and employees, and the directors and employees of its subsidiaries. The number of inside directors is expected to be 5, with allocations capped at 500 stock acquisition rights. |
| Intended allottee's holding policy | The acquisition of the stock acquisition rights through transfer requires approval from the Company's Board of Directors. |
| Dilution Rate | Maximum 0.49% |
| Basis for determining the amount to be paid | The exercise price will be calculated by multiplying the average closing price of the company's common stock on the Tokyo Stock Exchange on each trading day in the month preceding the month containing the issue date by 1.05. If the calculated amount is below the closing price on the issue date, the closing price on the issue date will apply. |
| Exercise price | The initial exercise price will be the average closing price for the month preceding the month containing the issue date multiplied by 1.05. However, the closing price on the issue date will serve as the floor. Adjustment provisions will apply in the event of a stock split, consolidation or other similar event. |
| Exercise period | A period to be determined by the Board of Directors, beginning on the date 2 years after the date of the Board of Directors' resolution determining the offering terms of the stock acquisition rights and ending within 5 years thereafter. |
| Number of Stock Acquisition Rights | Total issuance capped at 1,500 stock acquisition rights. The number of outstanding unexercised rights is Not disclosed. |
| Conditions for lifting transfer restrictions | As a general rule, the holder must remain in office or employment. The rights may continue to be exercised in the event of retirement upon expiration of a term of office, retirement upon reaching the mandatory retirement age, or other circumstances recognized by the company as having a legitimate reason. In the event of death, the holder's heirs may exercise the rights. |
| Reason for acquisition without consideration | If a merger in which the company is the disappearing company, a company split in which it is the splitting company, or a share exchange or share transfer in which it becomes a wholly owned subsidiary is approved by the shareholders' meeting or the Board of Directors, the company may acquire the stock acquisition rights for no consideration on a date specified by the Board of Directors. |
| Categories and Number of Persons Covered | 5 inside directors of the company, with allocations capped at 500 stock acquisition rights. The number of employees of the company and directors and employees of its subsidiaries, and their allocation amounts, are Not disclosed. |
| Procedures under the Corporate Code of Conduct | The proposal is scheduled to be submitted to the 9th Annual General Meeting of Shareholders on 10 September 2026. At meetings of the Board of Directors and the Audit & Supervisory Committee held on 11 September 2025, resolutions were passed on the policy for determining individual director compensation and other remuneration, based on the recommendations of the voluntary Compensation Committee. |
Items this document does not state (14)
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.The stock acquisition rights will be issued to further motivate and boost morale toward improving the company's consolidated performance and to support business expansion. The company also states that grants to directors are consistent with the purpose of stock options and constitute appropriate compensation and other remuneration.