Outline of the Disposal
Disposal date:
Class and number of shares to be disposed: 96,600 shares of Common stock of the Company
Disposal price:
Total value of shares to be disposed:
Allottees and number thereof, number of shares to be disposed
Directors: 3
59,300 shares
Vice Presidents: 14
15,100 shares
Employees: 106
22,200 shares
Others: The Disposal of Treasury Shares is conditioned on the Securities Registration Statement taking effect in accordance with the Financial Instruments and Exchange Act.
Purposes and Reasons of the Disposal
At the meeting of its Board of Directors held on
The following presents the overview of the Plan.
Under the Compensation Plan, the restricted stocks to be provided consist of the 'tenure-based restricted stock' for the Eligible Directors etc., which requires continuous service for a certain period as Eligible Directors etc., of the Company, and the 'performance-based restricted stock' for the Eligible Directors which requires the attainment of the Company's mid- to long-term business performance target on top of the aforementioned continuous service.
The Eligible Directors etc., shall make in-kind contribution of all monetary compensation claims or monetary claims to be provided by the Company according to the Compensation Plan, and shall, in return, receive shares of common stock of the Company that shall be issued or disposed by the Company. The total number of shares of common stock of the Company to be issued or disposed for the Eligible Directors shall not exceed 165,000 shares (495,000 shares due to stock split effective
For the disposal of shares of common stock of the Company under the Compensation Plan, the Company and each Eligible Directors etc., shall make an agreement on allotment of restricted stocks (the 'Allotment Agreement'), which includes (1) The Eligible Directors etc., shall not transfer, create a security interest on, or otherwise dispose of the allotted shares during a certain restriction period, and (2) The Company shall take back all or part of the allotted shares without cost in case where certain events happen.
Considering the purpose of the Plan, responsibility of the Eligible Directors etc., and levels of compensations for directors and executives officers in the Japanese pharmaceutical industry, the Company has decided to provide the total sum of the monetary compensation claims and monetary claims of
For the Disposal of Treasury Shares, 123 of the Eligible Directors etc., shall make in-kind contribution of all monetary compensation claims or monetary claims to the Company according to the Compensation Plan, and shall receive disposed shares of common stock of the Company.
Contact:
Tel: +81-3-3273-0881
Email: pr@chugai-pharm.co.jp
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