Komori
Share Issuance and Disposal9644TANABE CONSULTING GROUP CO.,LTD.Information and Communications, Services and Others

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Company has resolved to dispose of 20,400 treasury shares as restricted stock compensation to 16 directors of the Company and its subsidiary. The disposal price is ¥751 per share, and the payment date is 14 August 2026.

Worth reading
52Recurring
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
20400
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much20,400Shares

20,400 common shares of the Company (treasury shares)

7 directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors)11,600 shares
9 directors of 株式会社タナベコンサルティング (excluding outside directors)8,800 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.

¥751 per share
Total issue value

¥15,320,400

Amount of funds to be raised
Total payment amount: ¥15,320,400; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Total monetary compensation claims: ¥15,320,400. The total amount of monetary compensation claims under the plan is capped at ¥100 million per year.
発行済株式総数

The total number of issued shares will not increase because this is a disposal of treasury shares.

Not applicable (disposal of treasury 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
The period ending on the date on which the eligible recipient ceases to hold the position of director of either the Company or its subsidiary
Conditions for lifting transfer restrictions
Provided that the recipient continuously holds the position of director of both the Company and 株式会社タナベコンサルティング through the date of the first annual general meeting of shareholders of the Company and 株式会社タナベコンサルティング held after the commencement date of this transfer restriction period, all of the allocated shares held at the end of the period will be released from the transfer restrictions. In the event of a corporate reorganization or similar transaction, a reasonably determined number of shares will be released from the restrictions.
Reason for acquisition without consideration
If the recipient ceases to hold the position of director before the day preceding the date of the first annual general meeting of shareholders of both companies held after the commencement date of the period, except where the Board of Directors recognizes a legitimate reason, or if the transfer restrictions have not been lifted at the end of the period. Shares for which the restrictions have not been lifted as a result of a corporate reorganization or similar transaction will also be acquired without consideration.
Categories and Number of Persons Covered
Directors of the Company: 7 people, 11,600 shares; directors of 株式会社タナベコンサルティング: 9 people, 8,800 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred or otherwise disposed of, and will be held and maintained in an account designated by SMBC Nikko Securities until the transfer restrictions are lifted.
Payment date
14 August 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange on 14 July 2026, ¥751. No discount or premium.
Procedures under the Corporate Code of Conduct
Approval for the introduction of the plans and changes to their terms and conditions was obtained at the Company's 64th Annual General Meeting of Shareholders and the subsidiary's 4th Annual General Meeting of Shareholders, both held on 25 June 2026.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares as restricted stock compensation
Number of shares to be issued or disposed of20,400 common shares of the Company (treasury shares)
Issue price and disposal price¥751 per share
Total issue value¥15,320,400
Amount of funds to be raisedTotal payment amount: ¥15,320,400; estimated net proceeds: Not disclosed
Payment date14 August 2026
Intended allotteeName 7 directors of the Company (excluding directors who are Audit and Supervisory Committee members and outside directors) / Number of Shares 11,600 shares, Name 9 directors of 株式会社タナベコンサルティング (excluding outside directors) / Number of Shares 8,800 shares
Intended allottee's holding policyDuring the transfer restriction period, the shares may not be transferred or otherwise disposed of, and will be held and maintained in an account designated by SMBC Nikko Securities until the transfer restrictions are lifted.
Dilution RateNot applicable (disposal of treasury shares)
Total number of issued sharesThe total number of issued shares will not increase because this is a disposal of treasury shares.
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange on 14 July 2026, ¥751. No discount or premium.
Transfer restriction periodThe period ending on the date on which the eligible recipient ceases to hold the position of director of either the Company or its subsidiary
Conditions for lifting transfer restrictionsProvided that the recipient continuously holds the position of director of both the Company and 株式会社タナベコンサルティング through the date of the first annual general meeting of shareholders of the Company and 株式会社タナベコンサルティング held after the commencement date of this transfer restriction period, all of the allocated shares held at the end of the period will be released from the transfer restrictions. In the event of a corporate reorganization or similar transaction, a reasonably determined number of shares will be released from the restrictions.
Reason for acquisition without considerationIf the recipient ceases to hold the position of director before the day preceding the date of the first annual general meeting of shareholders of both companies held after the commencement date of the period, except where the Board of Directors recognizes a legitimate reason, or if the transfer restrictions have not been lifted at the end of the period. Shares for which the restrictions have not been lifted as a result of a corporate reorganization or similar transaction will also be acquired without consideration.
Categories and Number of Persons CoveredDirectors of the Company: 7 people, 11,600 shares; directors of 株式会社タナベコンサルティング: 9 people, 8,800 shares
Total Stock-Based CompensationTotal monetary compensation claims: ¥15,320,400. The total amount of monetary compensation claims under the plan is capped at ¥100 million per year.
Procedures under the Corporate Code of ConductApproval for the introduction of the plans and changes to their terms and conditions was obtained at the Company's 64th Annual General Meeting of Shareholders and the subsidiary's 4th Annual General Meeting of Shareholders, both held on 25 June 2026.
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.

To provide the eligible directors with monetary compensation claims under the stock compensation plans for directors of the Company and its subsidiary, and to allot specified restricted stock with the full amount of those claims contributed in kind.

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.
Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | TANABE CONSULTING GROUP CO.,LTD. (9644) timely disclosure | Komori