Worth reading
50Recurring
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
27140
Shares (maximum)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares as a restricted stock incentive for the Employee Stock Ownership Association (third-party allotment)
Who receives how much27,140Shares
27,140 common shares of the Company (maximum; the actual number of shares will be determined based on the number of eligible employees)
Shizuoka Gas Employee Stock Ownership Association27,140 shares (maximum)
The lower thin line represents the existing number of shares to which these shares will be added.
¥1,359 per share
Total issue value
¥36,883,260 (maximum)
Amount of funds to be raised
Total payment amount: ¥36,883,260 (maximum); estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Monetary receivables of ¥27,180 per eligible employee (up to 1,357 employees)
発行済株式総数
0.04% (based on 76,192,950 issued shares and 753,596 voting rights as of 30 June 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.
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 15 February 2027 until the date on which each eligible employee leaves employment with the Company or its subsidiaries while holding membership eligibility in the employee stock ownership association
Conditions for lifting transfer restrictions
All transfer restrictions will be lifted upon expiry of the restriction period, provided that the employee has remained a member of the employee stock ownership association throughout the restriction period. In the event of withdrawal due to mandatory retirement or another legitimate reason, or in the event that the employee becomes a non-resident due to an overseas transfer or other similar circumstance, the restrictions will be lifted on the date the withdrawal application is accepted or the date the overseas transfer or similar event is decided, respectively.
Reason for acquisition without consideration
If, during the restriction period, the employee commits a violation of laws or regulations or falls under any other specified circumstance set out in the allocation agreement, or if the transfer restrictions are not lifted when the restriction period ends, the Company will acquire the relevant shares without consideration.
Categories and Number of Persons Covered
Up to 1,357 eligible employees of the Company and its subsidiaries; 20 shares per person
Intended allottee's holding policy
During the restriction period, transfers to third parties, the creation of security interests and any other disposal are prohibited, and the shares will be managed in the employee stock ownership association's designated account. After the restrictions are lifted, the shares will be transferred to the employee's ordinary holdings or to a securities account in the name of the eligible employee.
Payment date
15 February 2027
Basis for determining the amount to be paid
The closing price on the Tokyo Stock Exchange Prime Market on 10 November 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,359. This represented a 1.49% premium to the one-month average of ¥1,339, a 2.88% premium to the three-month average of ¥1,321, and a 5.43% premium to the six-month average of ¥1,289.
Procedures under the Corporate Code of Conduct
Because the dilution ratio is below 25% and the transaction does not involve a change in the controlling shareholder, it is not necessary to obtain an opinion from an independent third party or conduct procedures to confirm shareholders' intent. All 4 audit & supervisory board members confirmed that the disposal price was lawful and raised no objections.
Impact on Business Performance
We believe this will contribute to an increase in the corporate value of our group.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as a restricted stock incentive for the Employee Stock Ownership Association (third-party allotment) |
| Number of shares to be issued or disposed of | 27,140 common shares of the Company (maximum; the actual number of shares will be determined based on the number of eligible employees) |
| Issue price and disposal price | ¥1,359 per share |
| Total issue value | ¥36,883,260 (maximum) |
| Amount of funds to be raised | Total payment amount: ¥36,883,260 (maximum); estimated net proceeds: Not disclosed |
| Payment date | 15 February 2027 |
| Intended allottee | Name Shizuoka Gas Employee Stock Ownership Association / Number of Shares 27,140 shares (maximum) |
| Intended allottee's holding policy | During the restriction period, transfers to third parties, the creation of security interests and any other disposal are prohibited, and the shares will be managed in the employee stock ownership association's designated account. After the restrictions are lifted, the shares will be transferred to the employee's ordinary holdings or to a securities account in the name of the eligible employee. |
| Dilution Rate | 0.04% (based on 76,192,950 issued shares and 753,596 voting rights as of 30 June 2026) |
| Total number of issued shares | 76,192,950 shares → Not disclosed |
| Basis for determining the amount to be paid | The closing price on the Tokyo Stock Exchange Prime Market on 10 November 2026, the business day preceding the date of the Board of Directors' resolution, was ¥1,359. This represented a 1.49% premium to the one-month average of ¥1,339, a 2.88% premium to the three-month average of ¥1,321, and a 5.43% premium to the six-month average of ¥1,289. |
| Transfer restriction period | From 15 February 2027 until the date on which each eligible employee leaves employment with the Company or its subsidiaries while holding membership eligibility in the employee stock ownership association |
| Conditions for lifting transfer restrictions | All transfer restrictions will be lifted upon expiry of the restriction period, provided that the employee has remained a member of the employee stock ownership association throughout the restriction period. In the event of withdrawal due to mandatory retirement or another legitimate reason, or in the event that the employee becomes a non-resident due to an overseas transfer or other similar circumstance, the restrictions will be lifted on the date the withdrawal application is accepted or the date the overseas transfer or similar event is decided, respectively. |
| Reason for acquisition without consideration | If, during the restriction period, the employee commits a violation of laws or regulations or falls under any other specified circumstance set out in the allocation agreement, or if the transfer restrictions are not lifted when the restriction period ends, the Company will acquire the relevant shares without consideration. |
| Categories and Number of Persons Covered | Up to 1,357 eligible employees of the Company and its subsidiaries; 20 shares per person |
| Total Stock-Based Compensation | Monetary receivables of ¥27,180 per eligible employee (up to 1,357 employees) |
| Procedures under the Corporate Code of Conduct | Because the dilution ratio is below 25% and the transaction does not involve a change in the controlling shareholder, it is not necessary to obtain an opinion from an independent third party or conduct procedures to confirm shareholders' intent. All 4 audit & supervisory board members confirmed that the disposal price was lawful and raised no objections. |
| Impact on Business Performance | We believe this will contribute to an increase in the corporate value of our group. |
Items this document does not state (10)
Estimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioMost 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 support employees in building personal assets, provide incentives for the sustainable enhancement of corporate value, and promote value sharing between employees and shareholders.
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.