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Share Issuance and Disposal9553MicroAd,Inc.Information and Communications, Services and Others

Notice Regarding the Issuance of New Stock Acquisition Rights (Paid Stock Options)

The company resolved to issue 10,100 paid stock acquisition rights to its directors and employees, as well as the directors and employees of its subsidiaries. If all rights are exercised, the number of common shares will increase by 1,010,000, equivalent to 3.6% of the total number of shares issued.

Worth reading
63In focus
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Direction
Neutral
Direction inferred from the company’s description.
Scale
3.6
Percentage of total shares issued (%)
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of stock acquisition rights for subscription (paid stock options)

発行・処分する株式数

10,100 stock acquisition rights, 100 common shares per right, for a total of 1,010,000 shares to be delivered upon exercise

Intended allottee
The company's directors and employees, and the directors and employees of its subsidiaries. Number of recipients and number of rights allocated to each: Not disclosed
¥480 per stock acquisition right
Total issue value

¥4,848,000 (¥480 × 10,100 rights)

Amount of funds to be raised
Total payment for the stock acquisition rights: ¥4,848,000. Estimated net proceeds: Not disclosed
Total Stock-Based Compensation
These rights will be subscribed for on a paid basis based on individual investment decisions, rather than being granted as compensation. Total share-based compensation: Not disclosed
発行済株式総数

An increase of 1,010,000 shares if all stock acquisition rights are exercised

3.6% (the ratio of the total number of common shares that would be added if all stock acquisition rights were exercised to the total number of shares issued as of 30 September 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.

Terms of the stock acquisition rights
Exercise price
The initial exercise price is ¥577 per share. Adjustment provisions apply in the event of a share split or consolidation, the issuance of new shares or disposal of treasury shares at a price below market value, or other unavoidable circumstances. Lower limit of the adjusted price: Not disclosed
Exercise period
From 1 January 2030 to 31 December 2035
Number of Stock Acquisition Rights
Total issued: 10,100 rights. Number of unexercised rights: Not disclosed
Reason for acquisition without consideration
If a holder of the stock acquisition rights ceases to satisfy the exercise conditions, the company may acquire the rights for no consideration by resolution of its board of directors. In addition, if a specified proposal concerning a reorganisation or other matter is approved, the company may acquire the rights at an amount equal to their issue price.
Categories and Number of Persons Covered
The company's directors and employees, and the directors and employees of its subsidiaries. Number of recipients and number of shares allocated by category: Not disclosed
Payment date
18 December 2026
Basis for determining the amount to be paid
Determined with reference to the results calculated by the third-party valuation institution 株式会社赤坂国際会計 using a Monte Carlo simulation, taking into consideration the company's share price information and other factors. Reference period for the closing price and average share price, and discount and premium rates: Not disclosed
Procedures under the Corporate Code of Conduct
Because the rights are issued for consideration at fair value and on terms that are not particularly favorable, the issuance will be carried out without obtaining approval at a general meeting of shareholders.
Impact on Business Performance
The specific amount of the impact on financial results is Not disclosed
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of stock acquisition rights for subscription (paid stock options)
Number of shares to be issued or disposed of10,100 stock acquisition rights, 100 common shares per right, for a total of 1,010,000 shares to be delivered upon exercise
Issue price and disposal price¥480 per stock acquisition right
Total issue value¥4,848,000 (¥480 × 10,100 rights)
Amount of funds to be raisedTotal payment for the stock acquisition rights: ¥4,848,000. Estimated net proceeds: Not disclosed
Payment date18 December 2026
Intended allotteeThe company's directors and employees, and the directors and employees of its subsidiaries. Number of recipients and number of rights allocated to each: Not disclosed
Dilution Rate3.6% (the ratio of the total number of common shares that would be added if all stock acquisition rights were exercised to the total number of shares issued as of 30 September 2026)
Total number of issued sharesAn increase of 1,010,000 shares if all stock acquisition rights are exercised
Basis for determining the amount to be paidDetermined with reference to the results calculated by the third-party valuation institution 株式会社赤坂国際会計 using a Monte Carlo simulation, taking into consideration the company's share price information and other factors. Reference period for the closing price and average share price, and discount and premium rates: Not disclosed
Exercise priceThe initial exercise price is ¥577 per share. Adjustment provisions apply in the event of a share split or consolidation, the issuance of new shares or disposal of treasury shares at a price below market value, or other unavoidable circumstances. Lower limit of the adjusted price: Not disclosed
Exercise periodFrom 1 January 2030 to 31 December 2035
Number of Stock Acquisition RightsTotal issued: 10,100 rights. Number of unexercised rights: Not disclosed
Reason for acquisition without considerationIf a holder of the stock acquisition rights ceases to satisfy the exercise conditions, the company may acquire the rights for no consideration by resolution of its board of directors. In addition, if a specified proposal concerning a reorganisation or other matter is approved, the company may acquire the rights at an amount equal to their issue price.
Categories and Number of Persons CoveredThe company's directors and employees, and the directors and employees of its subsidiaries. Number of recipients and number of shares allocated by category: Not disclosed
Total Stock-Based CompensationThese rights will be subscribed for on a paid basis based on individual investment decisions, rather than being granted as compensation. Total share-based compensation: Not disclosed
Procedures under the Corporate Code of ConductBecause the rights are issued for consideration at fair value and on terms that are not particularly favorable, the issuance will be carried out without obtaining approval at a general meeting of shareholders.
Impact on Business PerformanceThe specific amount of the impact on financial results is Not disclosed
Items this document does not state (10)
Estimated issuance expensesSpecific use of fundsIntended allottee's holding policyTransfer restriction periodConditions for lifting transfer restrictionsUnderwriter / 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 increase the willingness and morale of the eligible recipients to improve performance and enhance corporate value, and to share value with shareholders, with a view to medium- to long-term business growth and increased corporate value.

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