Worth reading
53Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
250000
Shares (maximum)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares by third-party allotment (restricted stock incentives for the employee stock ownership plan)
Who receives how much250,000Shares
250,000 shares of the Company's common stock (maximum; the actual number of shares will be determined based on the number of shares applied for by the Employee Stock Ownership Association)
Mitsui-Soko Group Employee Stock Ownership Association250,000 shares (maximum)
The lower thin line represents the existing number of shares to which these shares will be added.
¥4,045 per share
Total issue value
¥1,011,250,000 (maximum)
Amount of funds to be raised
Total amount paid in: ¥1,011,250,000 (maximum); estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Monetary receivables of ¥404,500 per eligible employee. The total for a maximum of 2,500 eligible employees is Not disclosed
発行済株式総数
0.32% of the total number of issued shares excluding treasury shares and 0.33% of the total number of voting rights (based on 250,000 shares)
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.
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.
Transfer restriction period
From 31 July 2026 to 31 March 2032
Conditions for lifting transfer restrictions
Provided that an eligible employee remains a member of the Employee Stock Ownership Association throughout the restricted period, all of the allocated shares corresponding to the employee's interest in restricted shares will be released from the restrictions upon expiration of the period. In the event of withdrawal for a legitimate reason, 10, 20, 40, 60, 80 or 100 shares will be released, depending on the category applicable on the date the withdrawal application is accepted. In the event of a corporate reorganization or similar event, the restrictions will be released subject to prescribed conditions.
Reason for acquisition without consideration
If, during the transfer restriction period, an eligible employee engages in an act violating laws or regulations or otherwise falls under certain circumstances specified in the allocation agreement, or if the transfer restrictions are not lifted upon expiration of the transfer restriction period or at the time of release.
Categories and Number of Persons Covered
Employees of the Company and its subsidiaries, up to 2,500 people. Each eligible employee is expected to receive 100 shares.
Payment date
31 July 2026
Basis for determining the amount to be paid
The closing price of ¥4,045 on the Prime Market of the Tokyo Stock Exchange on 19 March 2026, the business day preceding the date of the Board of Directors' resolution. The average closing price was ¥3,756 for the one-month period from 20 February to 19 March 2026, ¥3,741 for the three-month period from 22 December 2025 to 19 March 2026, and ¥3,864 for the six-month period from 22 September 2025 to 19 March 2026. The respective premiums were 7.69%, 8.13% and 4.68%.
Procedures under the Corporate Code of Conduct
Because the dilution rate is below 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting a procedure to confirm shareholders' intentions are not required. All 5 Audit & Supervisory Board Members have expressed opinions regarding the disposal price.
Impact on Business Performance
The Company believes that the transaction will contribute to increasing the corporate value of the Group. The Company also considers the number of shares to be disposed of and the extent of dilution to be reasonable and expects the impact on the market to be limited.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares by third-party allotment (restricted stock incentives for the employee stock ownership plan) |
| Number of shares to be issued or disposed of | 250,000 shares of the Company's common stock (maximum; the actual number of shares will be determined based on the number of shares applied for by the Employee Stock Ownership Association) |
| Issue price and disposal price | ¥4,045 per share |
| Total issue value | ¥1,011,250,000 (maximum) |
| Amount of funds to be raised | Total amount paid in: ¥1,011,250,000 (maximum); estimated net proceeds: Not disclosed |
| Payment date | 31 July 2026 |
| Intended allottee | Name Mitsui-Soko Group Employee Stock Ownership Association / Number of Shares 250,000 shares (maximum) |
| Dilution Rate | 0.32% of the total number of issued shares excluding treasury shares and 0.33% of the total number of voting rights (based on 250,000 shares) |
| Total number of issued shares | 77,433,423 shares (excluding treasury shares, as of 28 February 2025) → Not disclosed |
| Basis for determining the amount to be paid | The closing price of ¥4,045 on the Prime Market of the Tokyo Stock Exchange on 19 March 2026, the business day preceding the date of the Board of Directors' resolution. The average closing price was ¥3,756 for the one-month period from 20 February to 19 March 2026, ¥3,741 for the three-month period from 22 December 2025 to 19 March 2026, and ¥3,864 for the six-month period from 22 September 2025 to 19 March 2026. The respective premiums were 7.69%, 8.13% and 4.68%. |
| Transfer restriction period | From 31 July 2026 to 31 March 2032 |
| Conditions for lifting transfer restrictions | Provided that an eligible employee remains a member of the Employee Stock Ownership Association throughout the restricted period, all of the allocated shares corresponding to the employee's interest in restricted shares will be released from the restrictions upon expiration of the period. In the event of withdrawal for a legitimate reason, 10, 20, 40, 60, 80 or 100 shares will be released, depending on the category applicable on the date the withdrawal application is accepted. In the event of a corporate reorganization or similar event, the restrictions will be released subject to prescribed conditions. |
| Reason for acquisition without consideration | If, during the transfer restriction period, an eligible employee engages in an act violating laws or regulations or otherwise falls under certain circumstances specified in the allocation agreement, or if the transfer restrictions are not lifted upon expiration of the transfer restriction period or at the time of release. |
| Categories and Number of Persons Covered | Employees of the Company and its subsidiaries, up to 2,500 people. Each eligible employee is expected to receive 100 shares. |
| Total Stock-Based Compensation | Monetary receivables of ¥404,500 per eligible employee. The total for a maximum of 2,500 eligible employees is Not disclosed |
| Procedures under the Corporate Code of Conduct | Because the dilution rate is below 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting a procedure to confirm shareholders' intentions are not required. All 5 Audit & Supervisory Board Members have expressed opinions regarding the disposal price. |
| Impact on Business Performance | The Company believes that the transaction will contribute to increasing the corporate value of the Group. The Company also considers the number of shares to be disposed of and the extent of dilution to be reasonable and expects the impact on the market to be limited. |
Items this document does not state (12)
Estimated issuance expensesSpecific use of fundsIntended allottee's holding policyExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioEffective dateMost recent equity financingMajor shareholders after the offering
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 enhance the welfare of eligible employees, support asset building, promote value sharing with shareholders, and foster a stronger management-participation mindset aimed at increasing 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.