Otsuka Corporation
Notice Regarding Introduction of Medium-to-Long Term Incentive Compensation Plan
A medium-to-long term incentive compensation plan will be introduced for seven eligible directors, with an annual limit of 30,000 shares and 200 million yen. Proposal to be submitted at the March 27, 2026 shareholders meeting.
Key Figures
- Number of Eligible Directors: 7
- Annual Share Issuance Limit: Up to 30,000 shares per year
- Annual Compensation Cap: Up to 200 million yen per year
AI要約
Overview of Medium-to-Long Term Incentive Compensation Plan
Otsuka Corporation has resolved to introduce a medium-to-long term incentive compensation plan to strengthen the linkage between directors’ compensation, performance, and stock value, thereby promoting sustained enhancement of corporate value. This plan is a performance-based compensation system using Performance Share Units that grants stock or cash to eligible directors (seven directors excluding outside directors) based on achievement of performance targets over three fiscal years. The number of shares granted is limited to 30,000 shares per year, and the total compensation amount is capped at 200 million yen annually, both set independently from existing compensation frameworks.
Impact on Shareholders and Future Plans
The dilution rate of shares from this plan is minimal at approximately 0.008%, and is deemed to have a limited impact on shareholder value. The evaluation period spans three years from January 2026 to December 2028, during which the final number of shares delivered or cash paid will vary according to performance achievement levels. Approval of this plan will be sought at the upcoming annual shareholders meeting scheduled for March 27, 2026, after which a similar compensation scheme is planned to be extended to executive officers.
