Worth reading
51Recurring
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
170000
SharesWording
Conditional
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares through a third-party allotment (restricted stock incentive for the Employees' Stock Ownership Association)
Who receives how much170,000Shares
170,000 shares of the Company's common stock (maximum; the actual number of shares will be determined based on the number of eligible employees)
カナモト Employee Stock Ownership Plan (maximum 170,000 shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥5,080 per share
Total issue value
¥863,600,000 (maximum)
Amount of funds to be raised
Total payment amount of ¥863,600,000 (maximum). Estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Monetary claim of ¥203,200 per eligible employee. Total amount for up to 4,250 employees: Not disclosed
発行済株式総数
0.44% of the total number of shares issued and 0.50% of the total number of voting rights (based on the maximum number of 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
From 21 October 2026 to 31 October 2029
Conditions for lifting transfer restrictions
The transfer restrictions will be lifted upon expiration of the restriction period, provided that the eligible employee has continuously remained a member of the employee stock ownership plan throughout the restriction period. In the event of withdrawal from the plan for a valid reason, the restrictions will be lifted on the date the withdrawal application is accepted. If the employee becomes a non-resident, the restrictions will be lifted on the date the overseas transfer or other event is decided. In the event of a corporate reorganization or similar transaction, the restrictions will also be lifted at the prescribed time.
Reason for acquisition without consideration
If the eligible employee withdraws from the employee stock ownership plan for a reason other than a valid reason, suspends contributions, engages in an act violating laws or regulations, or falls under any other prescribed event set forth in the allotment agreement. The shares will also be acquired without consideration if the transfer restrictions are not lifted upon expiration of the restriction period or at the prescribed time for lifting the restrictions.
Categories and Number of Persons Covered
Up to 4,250 employees of the Company and its subsidiaries, 40 shares per person (up to 170,000 shares)
Intended allottee's holding policy
During the restriction period, the shares will be managed in a dedicated account opened by the employee stock ownership plan with Nomura Securities Co., Ltd., and eligible employees will be restricted from withdrawing their restricted stock holdings. The restriction period will run from 21 October 2026 to 31 October 2029.
Payment date
21 October 2026
Basis for determining the amount to be paid
The closing price of ¥5,080 on the Prime Market of the Tokyo Stock Exchange on 4 June 2026, the business day preceding the date of the Board of Directors' resolution. The deviations from the average closing prices were 4.16% versus the one-month average of ¥4,877, 11.06% versus the three-month average of ¥4,574, and 18.89% versus the six-month average of ¥4,273.
Procedures under the Corporate Code of Conduct
Because the dilution ratio is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and procedures to confirm shareholders' intentions are not required. All 6 Audit & Supervisory Board Members, including 3 Outside Audit & Supervisory Board Members, have expressed their opinions that the disposal price is lawful and does not constitute an issue at a favorable price.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares through a third-party allotment (restricted stock incentive for the Employees' Stock Ownership Association) |
| Number of shares to be issued or disposed of | 170,000 shares of the Company's common stock (maximum; the actual number of shares will be determined based on the number of eligible employees) |
| Issue price and disposal price | ¥5,080 per share |
| Total issue value | ¥863,600,000 (maximum) |
| Amount of funds to be raised | Total payment amount of ¥863,600,000 (maximum). Estimated net proceeds: Not disclosed |
| Payment date | 21 October 2026 |
| Intended allottee | カナモト Employee Stock Ownership Plan (maximum 170,000 shares) |
| Intended allottee's holding policy | During the restriction period, the shares will be managed in a dedicated account opened by the employee stock ownership plan with Nomura Securities Co., Ltd., and eligible employees will be restricted from withdrawing their restricted stock holdings. The restriction period will run from 21 October 2026 to 31 October 2029. |
| Dilution Rate | 0.44% of the total number of shares issued and 0.50% of the total number of voting rights (based on the maximum number of shares) |
| Total number of issued shares | 38,742,241 shares → Not disclosed |
| Basis for determining the amount to be paid | The closing price of ¥5,080 on the Prime Market of the Tokyo Stock Exchange on 4 June 2026, the business day preceding the date of the Board of Directors' resolution. The deviations from the average closing prices were 4.16% versus the one-month average of ¥4,877, 11.06% versus the three-month average of ¥4,574, and 18.89% versus the six-month average of ¥4,273. |
| Transfer restriction period | From 21 October 2026 to 31 October 2029 |
| Conditions for lifting transfer restrictions | The transfer restrictions will be lifted upon expiration of the restriction period, provided that the eligible employee has continuously remained a member of the employee stock ownership plan throughout the restriction period. In the event of withdrawal from the plan for a valid reason, the restrictions will be lifted on the date the withdrawal application is accepted. If the employee becomes a non-resident, the restrictions will be lifted on the date the overseas transfer or other event is decided. In the event of a corporate reorganization or similar transaction, the restrictions will also be lifted at the prescribed time. |
| Reason for acquisition without consideration | If the eligible employee withdraws from the employee stock ownership plan for a reason other than a valid reason, suspends contributions, engages in an act violating laws or regulations, or falls under any other prescribed event set forth in the allotment agreement. The shares will also be acquired without consideration if the transfer restrictions are not lifted upon expiration of the restriction period or at the prescribed time for lifting the restrictions. |
| Categories and Number of Persons Covered | Up to 4,250 employees of the Company and its subsidiaries, 40 shares per person (up to 170,000 shares) |
| Total Stock-Based Compensation | Monetary claim of ¥203,200 per eligible employee. Total amount for up to 4,250 employees: Not disclosed |
| Procedures under the Corporate Code of Conduct | Because the dilution ratio is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and procedures to confirm shareholders' intentions are not required. All 6 Audit & Supervisory Board Members, including 3 Outside Audit & Supervisory Board Members, have expressed their opinions that the disposal price is lawful and does not constitute an issue at a favorable price. |
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 enhance employee benefits, 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.