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Legal
Announcement Regarding the Allocation of Stock Options (Stock Acquisition Rights)
The announcement sets out the terms under which Nippon Ichi Software Co., Ltd. will issue new share subscription rights to its directors, executive officers, auditors, employees and the same categories at its subsidiaries. The primary aim is to boost motivation and morale and to align the interests of key personnel with the company’s performance, in accordance with the Companies Act and the approval obtained at the 32nd ordinary shareholders’ meeting. A total of 1,908 subscription rights will be granted, each covering 100 ordinary shares for a combined target of 190,800 shares. Allocation is divided among 560 rights for directors, 43 for executive officers, 70 for auditors, 1,123 for employees, 40 for subsidiary directors and 72 for subsidiary employees. Recipients comprise five directors, one executive officer, three auditors, 121 employees, three subsidiary directors and 23 subsidiary employees. No cash contribution is required at grant, and the exercise price will be calculated as the average closing price of the company’s ordinary shares for the month preceding the allocation date, multiplied by 1.05 and rounded up, with a floor at the allocation‑day closing price. The allocation date is set for 22 July 2025, and the exercise window runs from 1 August 2028 to 31 May 2035. Capital increases resulting from exercised rights are limited to half of the statutory increase ceiling, with the remainder allocated to capital reserves. Rights may be reclaimed free of charge if the holder ceases to meet the eligibility conditions or in the event of mergers, share exchanges or other reorganisations, and any transfer of rights requires board approval. The framework applies to the company’s listed shares on the Tokyo Stock Exchange and its subsidiaries, reflecting a corporate‑wide incentive program spanning the next decade.
Nippon Ichi SoftwareFeb 2026
Financial
Notice Regarding the Disposal of Treasury Shares for Performance-Linked Stock Remuneration
KADOKAWA Corporation has authorized the disposal of treasury shares to support its performance-linked stock remuneration system. This strategic financial move involves the issuance of 903,100 shares of common stock at a price of 3,250 yen per share, totaling approximately 2.94 billion yen. The transaction is scheduled for completion on February 18, 2026, with the shares being allocated to a trust account managed by Sumitomo Mitsui Trust Bank. The primary objective of this disposal is to sustain an incentive program designed for executive officers of KADOKAWA and directors of its subsidiaries, including entities such as Dwango and KADOKAWA Future Publishing. By utilizing a trust-based system established in 2017, the company aims to align executive compensation with shareholder value and long-term corporate growth. The disposal price was determined based on the closing market price of the stock on the Tokyo Stock Exchange on the business day immediately preceding the board's resolution, ensuring an objective and fair valuation. The scope of this action affects the broader KADOKAWA group within the Japanese media and gaming industry. The total number of shares being disposed of represents a dilution of 0.61% relative to the total issued shares and voting rights as of September 30, 2025. Management has concluded that this level of dilution is reasonable and will have a negligible impact on the secondary market. The trust is structured as a third-party managed entity, and notably, the voting rights associated with the shares held within the trust will not be exercised during the trust period, which is currently slated to run through August 2027.
Kadokawa CorporationJan 2026
Financial
Decision Regarding Stock Acquisition Under Performance-Linked Stock Remuneration Plan
KADOKAWA Corporation has formalized a decision to allocate additional funds to its performance-linked stock remuneration plan, facilitating the acquisition of company shares through an established trust mechanism. This strategic move aims to incentivize executive officers of the parent company and directors of its various subsidiaries, excluding outside directors. By aligning executive compensation with corporate performance and shareholder value, the initiative seeks to foster long-term growth and strengthen the commitment of leadership across the group’s diverse business segments. The transaction involves the acquisition of 903,100 shares of common stock, valued at approximately 2.935 billion yen. These shares will be obtained through the disposal of treasury stock, with the transaction scheduled for completion on February 18, 2026. The trust, originally established in 2017 through the consolidation of previous incentive plans from Dwango and KADOKAWA Future Publishing, serves as the vehicle for this distribution. Under the terms of the trust agreement, voting rights associated with the shares held within the trust will not be exercised, ensuring a neutral impact on corporate governance proceedings during the holding period. This financial arrangement extends the operational timeline of the existing remuneration framework, with the trust period now projected to conclude at the end of August 2027. The management of the trust remains under the oversight of Sumitomo Mitsui Trust Bank and an independent third-party administrator to ensure transparency and adherence to beneficiary requirements. This capital allocation underscores a continued reliance on equity-based incentives to drive executive performance within the Japanese media and entertainment conglomerate.
Kadokawa CorporationJan 2026
Legal
Raport Bieżący ESPI Nr 11/2025
PlayWay S.A. has formally confirmed the fulfillment of performance criteria for its Management Board Incentive Program for the 2024 fiscal year. Following a resolution by the Supervisory Board on July 30, 2025, the company verified that President Krzysztof Kostowski met all necessary financial and operational benchmarks. This confirmation triggers the issuance of new shares as part of the executive compensation structure within the Polish game development and publishing sector. The financial threshold for the program required the company to exceed its previous year's performance. PlayWay reported a net profit of 148,914,053.19 PLN for 2024, representing an increase of approximately 4.9 million PLN over the 144,005,978.33 PLN earned in 2023. Beyond financial metrics, the eligibility criteria included the continuous holding of office through June 30, 2025, and the successful acquisition and supervision of at least five new, original game projects. Specific titles credited to this achievement include Recycling Center Simulator, 30 Days on Ship, Laundry Store Simulator, Gym Manager, and Supermarket Horizon. As a result of these achievements, Krzysztof Kostowski is entitled to subscribe to 66,000 new ordinary bearer shares at an issue price of 0.10 PLN per share. A participation agreement signed on July 31, 2025, mandates a 24-month lock-up period, during which the participant is prohibited from selling the newly acquired shares. The company plans to increase its share capital within the limits of its authorized capital to facilitate this issuance within 30 days, pending the formal registration of statutory changes regarding authorized capital. This action reflects the company's ongoing strategy of aligning executive incentives with long-term shareholder value and portfolio expansion.
PlayWayJul 2025