Details of issuance or disposal
Tax-qualified stock options (Series 19 stock acquisition rights), Paid stock options (Series 20 stock acquisition rights)
Series 19 stock acquisition rights 18,900 shares (189 stock acquisition rights, 100 shares per right) / Series 20 stock acquisition rights 49,100 shares (491 stock acquisition rights, 100 shares per right)
Series 20 stock acquisition rights: ¥196,400 (491 rights × ¥400). Series 19 stock acquisition rights: no charge.
Increase of up to 68,000 shares
Approximately 0.7% at maximum (if all Series 19 and Series 20 rights are exercised)
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.
| Item | Details |
|---|---|
| Type of issuance or disposal | Tax-qualified stock options (Series 19 stock acquisition rights), Paid stock options (Series 20 stock acquisition rights) |
| Number of shares to be issued or disposed of | Series 19 stock acquisition rights 18,900 shares (189 stock acquisition rights, 100 shares per right) / Series 20 stock acquisition rights 49,100 shares (491 stock acquisition rights, 100 shares per right) |
| Issue price and disposal price | Series 19 stock acquisition rights No consideration / Series 20 stock acquisition rights ¥400 per stock acquisition right |
| Total issue value | Series 20 stock acquisition rights: ¥196,400 (491 rights × ¥400). Series 19 stock acquisition rights: no charge. |
| Amount of funds to be raised | Payment for Series 20 stock acquisition rights: ¥196,400. Estimated net proceeds: Not disclosed. Total payment upon exercise: Not disclosed. |
| Payment date | 28 May 2026 (payment in exchange for the Series 20 stock acquisition rights) |
| Intended allottee | Category The Company's directors and employees / Number of Employees 10 people (Series 19) / Number of stock acquisition rights 189 stock acquisition rights, Category The Company's directors and employees / Number of Employees 15 people (Series 20) / Number of stock acquisition rights 491 stock acquisition rights |
| Intended allottee's holding policy | Any acquisition of the stock acquisition rights through transfer requires approval by resolution of the Company's Board of Directors. Other holding policies and lock-up: Not disclosed. |
| Dilution Rate | Approximately 0.7% at maximum (if all Series 19 and Series 20 rights are exercised) |
| Total number of issued shares | Increase of up to 68,000 shares |
| Basis for determining the amount to be paid | Series 19: ¥1,815, calculated by multiplying the closing price for regular trading on the Tokyo Stock Exchange on 12 May 2026 by 110% and rounding up to the nearest yen. Series 20: the closing price on the same date, ¥1,650. The issue price of ¥400 per Series 20 stock acquisition right is equal to the valuation calculated using a Monte Carlo simulation by an independent valuation institution. |
| Exercise price | Series 19: ¥1,815 per share. Based on 110% of the closing price on 12 May 2026; if the closing price on the allotment date is below this amount, the exercise price will be adjusted to the closing price on the allotment date. Series 20: ¥1,650 per share. Adjustment provisions apply in the event of a stock split, reverse stock split, issuance below market value or other specified events. Floor price: Not disclosed. |
| Exercise period | From 1 December 2028 through 30 November 2031 (if the final day is a bank holiday, the immediately preceding bank business day) |
| Number of Stock Acquisition Rights | Total issued: 189 Series 19 rights and 491 Series 20 rights. Unexercised balance: Not disclosed. |
| Reason for acquisition without consideration | If approval by a shareholders meeting or other approval is obtained in connection with a corporate reorganization, if the rights can no longer be exercised, or if a holder waives the rights, the Company may acquire all of the stock acquisition rights, or the stock acquisition rights held by the relevant holder, without consideration. |
| Categories and Number of Persons Covered | The Company's directors and employees: Series 19, 10 people and 189 rights; Series 20, 15 people and 491 rights (maximum numbers in both cases; breakdown: Not disclosed) |
| Procedures under the Corporate Code of Conduct | Neither the tax-qualified stock options nor the paid stock options is issued on particularly favorable terms, so the issuance will be conducted without obtaining shareholder approval. Opinion from an independent third party: Not disclosed. |
Items this document does not state (11)
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 raise the motivation and morale of directors, officers and employees to expand business performance and increase corporate value in pursuit of the medium-term management plan's target fiscal year ending March 2029. The paid stock options include an exercise condition requiring adjusted operating profit to exceed ¥2,968 million.