Worth reading
48Recurring
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
32152
SharesWording
Definitive
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
Who receives how much32,152Shares
32,152 treasury shares
7 directors of the Company (excluding outside directors)18,580 shares
15 executive officers of the Company who do not concurrently serve as directors13,572 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.
¥2,898 per share
Total issue value
¥93,176,496
Amount of funds to be raised
Total payment amount: ¥93,176,496; estimated net proceeds: Not disclosed (in-kind contribution of monetary claims under the scheme)
Total Stock-Based Compensation
Total monetary claims: ¥93,176,496. The annual compensation limit for eligible Directors is ¥100 million.
発行済株式総数
No increase, as this is a disposal of treasury shares
As this is a disposal of treasury shares, the increase in the total number of issued shares is Not disclosed
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 26 May 2026 until the later of the time immediately following the eligible recipient's retirement or resignation from the prescribed position, or 1 April 2027
Conditions for lifting transfer restrictions
Subject to the recipient having continuously held the position of Director, Executive Officer, Executive Officer who does not concurrently serve as a Director, or another equivalent position at the Company throughout the service period, all transfer restrictions will be lifted upon expiry of the transfer restriction period. In the event of retirement or resignation upon expiry of the term of office, reaching the mandatory retirement age, or for another legitimate reason, the restrictions will be lifted with respect to the number of shares corresponding to the recipient's months of service.
Reason for acquisition without consideration
If the Board of Directors determines that the recipient has caused material damage to the Company or an affiliated company through a violation of laws or regulations, fraudulent accounting, a substantial loss, or other conduct during the transfer restriction period, or if any other event specified in the agreement occurs. This also applies if any shares remain subject to transfer restrictions upon expiry of the transfer restriction period or upon lifting of the restrictions.
Categories and Number of Persons Covered
Category Directors of the Company (excluding outside directors) / Number of Employees 7 / Number of allocated shares 18,580 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 15 / Number of allocated shares 13,572 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred to any third party, pledged as collateral, or otherwise disposed of. During this period, they will be managed in a dedicated account at Nomura Securities Co., Ltd.
Payment date
26 May 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 24 April 2026, ¥2,898. No discount or premium applies.
Procedures under the Corporate Code of Conduct
The resolution was approved by the Board of Directors following deliberation by the Nomination and Compensation Advisory Committee. Whether opinions were obtained from independent third parties or shareholder approval was sought is Not disclosed.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 32,152 treasury shares |
| Issue price and disposal price | ¥2,898 per share |
| Total issue value | ¥93,176,496 |
| Amount of funds to be raised | Total payment amount: ¥93,176,496; estimated net proceeds: Not disclosed (in-kind contribution of monetary claims under the scheme) |
| Payment date | 26 May 2026 |
| Intended allottee | Name 7 directors of the Company (excluding outside directors) / Number of Shares 18,580 shares, Name 15 executive officers of the Company who do not concurrently serve as directors / Number of Shares 13,572 shares |
| Intended allottee's holding policy | During the transfer restriction period, the shares may not be transferred to any third party, pledged as collateral, or otherwise disposed of. During this period, they will be managed in a dedicated account at Nomura Securities Co., Ltd. |
| Dilution Rate | As this is a disposal of treasury shares, the increase in the total number of issued shares is Not disclosed |
| Total number of issued shares | No increase, as this is a disposal of treasury shares |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Tokyo Stock Exchange Prime Market on 24 April 2026, ¥2,898. No discount or premium applies. |
| Transfer restriction period | From 26 May 2026 until the later of the time immediately following the eligible recipient's retirement or resignation from the prescribed position, or 1 April 2027 |
| Conditions for lifting transfer restrictions | Subject to the recipient having continuously held the position of Director, Executive Officer, Executive Officer who does not concurrently serve as a Director, or another equivalent position at the Company throughout the service period, all transfer restrictions will be lifted upon expiry of the transfer restriction period. In the event of retirement or resignation upon expiry of the term of office, reaching the mandatory retirement age, or for another legitimate reason, the restrictions will be lifted with respect to the number of shares corresponding to the recipient's months of service. |
| Reason for acquisition without consideration | If the Board of Directors determines that the recipient has caused material damage to the Company or an affiliated company through a violation of laws or regulations, fraudulent accounting, a substantial loss, or other conduct during the transfer restriction period, or if any other event specified in the agreement occurs. This also applies if any shares remain subject to transfer restrictions upon expiry of the transfer restriction period or upon lifting of the restrictions. |
| Categories and Number of Persons Covered | Category Directors of the Company (excluding outside directors) / Number of Employees 7 / Number of allocated shares 18,580 shares, Category The Company's executive officers who do not concurrently serve as directors / Number of Employees 15 / Number of allocated shares 13,572 shares |
| Total Stock-Based Compensation | Total monetary claims: ¥93,176,496. The annual compensation limit for eligible Directors is ¥100 million. |
| Procedures under the Corporate Code of Conduct | The resolution was approved by the Board of Directors following deliberation by the Nomination and Compensation Advisory Committee. Whether opinions were obtained from independent third parties or shareholder approval was sought is Not disclosed. |
Items this document does not state (11)
Estimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioMost recent equity financingMajor shareholders after the offeringImpact on Business Performance
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.The issuance is intended to further enhance the motivation of the eligible directors and other recipients, taking into consideration the purpose of the plan, the Company's operating performance, the scope of responsibilities of each eligible director and other recipient, and other relevant circumstances.
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