Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
49,128 shares of the Company's common stock (treasury shares)
The height of each bar represents the proportion of shares received by each allottee. The thin line below represents the number of existing shares to which these shares are added.
¥160,894,200
Not applicable (The transaction involves only the disposal of treasury shares, and no increase in the total number of issued shares is stated.)
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 | 49,128 shares of the Company's common stock (treasury shares) |
| Issue price and disposal price | ¥3,275 per share |
| Total issue value | ¥160,894,200 |
| Amount of funds to be raised | Total payment amount: ¥160,894,200; estimated net proceeds: Not disclosed |
| Specific use of funds | Not applicable (The treasury shares will be disposed of through an in-kind contribution of monetary compensation claims as stock compensation, and no cash will be raised by the Company.) |
| Payment date | 17 July 2026 |
| Intended allottee | Name 4 of the Company's directors, excluding outside directors / Number of Shares 17,884 shares, Name 9 Executive Officers and 4 Councilors of the Company / Number of Shares 31,244 shares |
| Intended allottee's holding policy | During the transfer restriction period, the shares may not be transferred, pledged or otherwise disposed of. They will be managed in a dedicated account for restricted stock. |
| Dilution Rate | Not applicable (The transaction involves only the disposal of treasury shares, and no increase in the total number of issued shares is stated.) |
| Basis for determining the amount to be paid | The closing price of the Company's common stock on the Tokyo Stock Exchange on 18 June 2026, the business day preceding the date of the Board of Directors' resolution, was ¥3,275. No discount or premium was applied. |
| Transfer restriction period | From 17 July 2026 until the date on which the recipient ceases to hold any position as a Director, Executive Officer or Councilor of the Company (in certain cases, until the date of submission of the semiannual securities report) |
| Conditions for lifting transfer restrictions | The recipient must continuously hold the relevant position from the conclusion of the annual general meeting of shareholders for the fiscal year ended March 2026 until the conclusion of the annual general meeting of shareholders for the fiscal year ending March 2027. For Executive Officers and Councilors, the relevant period is generally from 1 April 2026 through the end of March 2027. If the recipient leaves the position due to death or another reason deemed legitimate by the Board of Directors, the restrictions will be partially lifted in proportion to the period of service. |
| Reason for acquisition without consideration | All shares for which the transfer restrictions have not been lifted by the end of the transfer restriction period will be acquired by the Company without consideration. In the event of a corporate reorganization or similar transaction, all shares for which the transfer restrictions have not been lifted as of the business day preceding the effective date will also be acquired by the Company without consideration. |
| Categories and Number of Persons Covered | Category Directors (excluding outside directors) / Number of Employees 4 / Number of allocated shares 17,884 shares, Category Executive Officers and Councilors / Number of Employees 13 (9 Executive Officers and 4 Councilors) / Number of allocated shares 31,244 shares |
| Total Stock-Based Compensation | Total monetary compensation claims: ¥160,894,200 (¥58,570,100 for Directors and ¥102,324,100 for Executive Officers and Councilors). The annual compensation limit for Directors is ¥500 million or less, and the annual compensation limit under this plan is ¥100 million or less. |
| Procedures under the Corporate Code of Conduct | At the 19th Annual General Meeting of Shareholders held on 19 June 2026, approval was obtained for the revision of the amount of Directors' compensation and the compensation amount under this plan. An independent third-party opinion: Not disclosed |
| Impact on Business Performance | The impact of this disposal of treasury shares on business performance is Not disclosed |
Items this document does not state (10)
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 provide an incentive for the sustained enhancement of corporate value and shareholder value over the medium to long term and to promote the sharing of value with shareholders. The Company also took into consideration its performance, the scope of each recipient's responsibilities and other relevant circumstances.