Worth reading
46Recurring
Scored from 4 of 5 sectionsDirection
Neutral
Direction inferred from the company’s description.Scale
2000
unitsWording
Definitive
How definitive the wording is.Details of issuance or disposal
Issuance of stock acquisition rights as stock options
発行・処分する株式数
200,000 common shares of the Company (2,000 stock acquisition rights × 100 shares per right)
Intended allottee
Category Company directors (including outside directors) / Number of Employees 10 / Number of Shares Not disclosed, Category Executive officers / Number of Employees 13 / Number of Shares Not disclosed, Category Trustees / Number of Employees 14 / Number of Shares Not disclosed
The payment amount per stock acquisition right will be the option price per share calculated using the Black-Scholes model multiplied by the number of shares underlying each right (the specific amount has not been determined).
Amount of funds to be raised
The payment amount for the stock acquisition rights will be offset against compensation claims, so no funds will be raised. The payment upon exercise will be ¥1 per share multiplied by the number of shares exercised (the total amount has not been determined).
Terms of the stock acquisition rights
Exercise price
¥1 per share. The amendment provisions are Not disclosed (there is no explicit statement that the exercise price is fixed).
Exercise period
Start Date 10 September 2026 / End date 9 September 2056 (if the final day is a company holiday, the preceding business day)
Number of Stock Acquisition Rights
Total issuance: 2,000 rights. The number of unexercised rights is Not disclosed.
Reason for acquisition without consideration
If the holder loses the rights due to a serious criminal offense, a serious breach of the duty of care of a prudent manager, a material loss of trust resulting from misconduct or illegal acts, dismissal for disciplinary reasons, resignation upon recommendation, or any similar event, If the holder offers to waive all or part of the stock acquisition rights, If a merger agreement under which the Company becomes the disappearing company, a share exchange agreement under which the Company becomes a wholly owned subsidiary, or a share transfer plan is approved at a shareholders' meeting
Categories and Number of Persons Covered
Category Company directors (including outside directors) / Number of Employees 10 / Number of allocated shares Not disclosed, Category Executive officers / Number of Employees 13 / Number of allocated shares Not disclosed, Category Trustees / Number of Employees 14 / Number of allocated shares Not disclosed
Basis for determining the amount to be paid
The payment amount for the stock acquisition rights will be calculated using the Black-Scholes model. The share price will be the closing price of the Company's common shares on the Tokyo Stock Exchange on 10 September 2026; the exercise price will be ¥1; the expected remaining term will be 6.0 years; and volatility will be calculated based on the closing prices on the final trading day of each week during the six-year period from 11 September 2020 to 10 September 2026. The discount rate and premium rate are Not disclosed.
Procedures under the Corporate Code of Conduct
The issuance was approved by the Board of Directors at a meeting held on 26 August 2026 pursuant to Articles 236, 238 and 240 of the Companies Act. Whether an independent third-party opinion was obtained and whether shareholder approval was sought are Not disclosed.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of stock acquisition rights as stock options |
| Number of shares to be issued or disposed of | 200,000 common shares of the Company (2,000 stock acquisition rights × 100 shares per right) |
| Issue price and disposal price | The payment amount per stock acquisition right will be the option price per share calculated using the Black-Scholes model multiplied by the number of shares underlying each right (the specific amount has not been determined). |
| Amount of funds to be raised | The payment amount for the stock acquisition rights will be offset against compensation claims, so no funds will be raised. The payment upon exercise will be ¥1 per share multiplied by the number of shares exercised (the total amount has not been determined). |
| Intended allottee | Category Company directors (including outside directors) / Number of Employees 10 / Number of Shares Not disclosed, Category Executive officers / Number of Employees 13 / Number of Shares Not disclosed, Category Trustees / Number of Employees 14 / Number of Shares Not disclosed |
| Basis for determining the amount to be paid | The payment amount for the stock acquisition rights will be calculated using the Black-Scholes model. The share price will be the closing price of the Company's common shares on the Tokyo Stock Exchange on 10 September 2026; the exercise price will be ¥1; the expected remaining term will be 6.0 years; and volatility will be calculated based on the closing prices on the final trading day of each week during the six-year period from 11 September 2020 to 10 September 2026. The discount rate and premium rate are Not disclosed. |
| Exercise price | ¥1 per share. The amendment provisions are Not disclosed (there is no explicit statement that the exercise price is fixed). |
| Exercise period | Start Date 10 September 2026 / End date 9 September 2056 (if the final day is a company holiday, the preceding business day) |
| Number of Stock Acquisition Rights | Total issuance: 2,000 rights. The number of unexercised rights is Not disclosed. |
| Reason for acquisition without consideration | If the holder loses the rights due to a serious criminal offense, a serious breach of the duty of care of a prudent manager, a material loss of trust resulting from misconduct or illegal acts, dismissal for disciplinary reasons, resignation upon recommendation, or any similar event, If the holder offers to waive all or part of the stock acquisition rights, If a merger agreement under which the Company becomes the disappearing company, a share exchange agreement under which the Company becomes a wholly owned subsidiary, or a share transfer plan is approved at a shareholders' meeting |
| Categories and Number of Persons Covered | Category Company directors (including outside directors) / Number of Employees 10 / Number of allocated shares Not disclosed, Category Executive officers / Number of Employees 13 / Number of allocated shares Not disclosed, Category Trustees / Number of Employees 14 / Number of allocated shares Not disclosed |
| Procedures under the Corporate Code of Conduct | The issuance was approved by the Board of Directors at a meeting held on 26 August 2026 pursuant to Articles 236, 238 and 240 of the Companies Act. Whether an independent third-party opinion was obtained and whether shareholder approval was sought are Not disclosed. |
Items this document does not state (16)
Total issue valueEstimated issuance expensesSpecific use of fundsPayment dateIntended allottee's holding policyDilution RateTotal number of issued sharesTransfer restriction periodConditions for lifting transfer restrictionsTotal Stock-Based CompensationUnderwriter / 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 purpose is to increase the linkage between the Company's share price and performance in the compensation system for directors, executive officers and councillors, thereby sharing with shareholders not only the benefits of a rising share price but also the risks of a decline, and to enhance their motivation and morale to increase the share price and improve performance.
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