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
4800
SharesWording
Definitive
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares as restricted stock compensation
Who receives how much4,800Shares
4,800 common shares (treasury shares)
4 of the Company's directors, excluding outside directors4,800 shares
The lower thin line represents the existing number of shares to which these shares will be added.
¥5,850 per share
Total issue value
¥28,080,000
Amount of funds to be raised
Total payment amount of ¥28,080,000 (no net proceeds estimate provided)
Total Stock-Based Compensation
Total monetary receivables of ¥28,080,000 (annual compensation limit under the plan: no more than ¥50 million)
Specific use of funds
Not applicable (the entire amount of monetary receivables granted to the eligible directors will be contributed in kind)
発行済株式総数
As this is a disposal of treasury shares, the total number of issued shares will not increase
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 24 April 2026 to 24 April 2056 (30 years)
Conditions for lifting transfer restrictions
The transfer restrictions will be fully lifted upon expiration of the period, provided that the recipient continuously holds one of the following positions during the transfer restriction period: director, executive officer, executive officer who does not concurrently serve as a director, audit & supervisory board member, adviser, counselor, employee or another equivalent position at the Company or one of its subsidiaries. If the recipient leaves office or retires upon expiration of the term or for another legitimate reason, the restrictions will be lifted immediately after departure or retirement for the number of shares corresponding to the period of service.
Reason for acquisition without consideration
If, during the transfer restriction period, the recipient engages in an act violating laws or regulations or otherwise meets certain conditions stipulated in the allotment agreement, the Company will acquire all of the allotted shares held by the recipient without consideration. The Company will also acquire without consideration all shares whose transfer restrictions remain in place when the transfer restriction period expires or when the restrictions are lifted due to departure from office or retirement.
Categories and Number of Persons Covered
4 directors of the Company, excluding outside directors, 4,800 shares
Intended allottee's holding policy
During the transfer restriction period, the shares may not be transferred to any third party, pledged or otherwise disposed of in any way. They will be managed in a designated account.
Payment date
24 April 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Prime Market of the Tokyo Stock Exchange on 25 March 2026, the business day preceding the date of the Board of Directors' resolution, was ¥5,850. The Company explained that this does not constitute a particularly favorable price.
Procedures under the Corporate Code of Conduct
The matter was deliberated by the Nomination and Compensation Committee.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as restricted stock compensation |
| Number of shares to be issued or disposed of | 4,800 common shares (treasury shares) |
| Issue price and disposal price | ¥5,850 per share |
| Total issue value | ¥28,080,000 |
| Amount of funds to be raised | Total payment amount of ¥28,080,000 (no net proceeds estimate provided) |
| Specific use of funds | Not applicable (the entire amount of monetary receivables granted to the eligible directors will be contributed in kind) |
| Payment date | 24 April 2026 |
| Intended allottee | Name 4 of the Company's directors, excluding outside directors / Number of Shares 4,800 shares |
| Intended allottee's holding policy | During the transfer restriction period, the shares may not be transferred to any third party, pledged or otherwise disposed of in any way. They will be managed in a designated account. |
| Total number of issued shares | As this is a disposal of treasury shares, the total number of issued shares will not increase |
| Basis for determining the amount to be paid | The closing price of the Company's common shares on the Prime Market of the Tokyo Stock Exchange on 25 March 2026, the business day preceding the date of the Board of Directors' resolution, was ¥5,850. The Company explained that this does not constitute a particularly favorable price. |
| Transfer restriction period | From 24 April 2026 to 24 April 2056 (30 years) |
| Conditions for lifting transfer restrictions | The transfer restrictions will be fully lifted upon expiration of the period, provided that the recipient continuously holds one of the following positions during the transfer restriction period: director, executive officer, executive officer who does not concurrently serve as a director, audit & supervisory board member, adviser, counselor, employee or another equivalent position at the Company or one of its subsidiaries. If the recipient leaves office or retires upon expiration of the term or for another legitimate reason, the restrictions will be lifted immediately after departure or retirement for the number of shares corresponding to the period of service. |
| Reason for acquisition without consideration | If, during the transfer restriction period, the recipient engages in an act violating laws or regulations or otherwise meets certain conditions stipulated in the allotment agreement, the Company will acquire all of the allotted shares held by the recipient without consideration. The Company will also acquire without consideration all shares whose transfer restrictions remain in place when the transfer restriction period expires or when the restrictions are lifted due to departure from office or retirement. |
| Categories and Number of Persons Covered | 4 directors of the Company, excluding outside directors, 4,800 shares |
| Total Stock-Based Compensation | Total monetary receivables of ¥28,080,000 (annual compensation limit under the plan: no more than ¥50 million) |
| Procedures under the Corporate Code of Conduct | The matter was deliberated by the Nomination and Compensation Committee. |
Items this document does not state (11)
Estimated issuance expensesDilution RateExercise 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 an incentive for the sustained enhancement of corporate value and promote value sharing with shareholders. In addition, taking into account the purpose of the plan, the Company's business performance and the scope of responsibilities of each eligible director, the Company aims to further enhance motivation on this occasion.
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