Roland Corporation
Notice of Partial Revision to Share-Based Compensation Plan for Directors and Others
Revisions made to the share-based compensation plan for directors and others, raising the performance-linked share compensation cap to 250%, and newly introducing a share delivery trust (RS delivery type) for officers. Scheduled to be proposed at the General Meeting of Shareholders.
Key Figures
- Maximum shares deliverable under the unit plan: 80,000 shares per fiscal year (including 4,000 shares for outside directors)
- Total maximum deliverable shares under the unit plan: 240,000 shares (including 12,000 shares for outside directors)
- Maximum trust fund contribution under the trust plan: JPY 140 million per fiscal year (including JPY 105 million for directors)
AI要約
Overview of Revisions to the Share-Based Compensation Plan
Roland Corporation has resolved to partially revise the unit plan comprising a performance-linked stock compensation system (PSU) and a service-continuance stock compensation system (RSU) targeting directors (excluding outside directors) and delegated executive officers. The main revisions include raising the performance achievement coefficient cap to 250% and introducing a new share delivery trust (RS delivery type) for officers. These changes aim to maximize corporate value in the medium to long term by strengthening the linkage between the compensation of directors and others and the share value.
Details of the Trust Plan and Proposal at the General Meeting of Shareholders
The trust plan delivers shares to directors and others through a trust, with transfer restrictions on the delivered shares until resignation. The maximum trust fund contribution is JPY 420 million over three fiscal years (JPY 315 million for directors), with shares acquired either from the market or through disposal of treasury stock. Voting rights associated with the shares will not be exercised during the trust period, and dividends received by the trust will be allocated for expenses. The revisions are scheduled to be proposed at the 54th Annual General Meeting of Shareholders on March 26, 2026.
