DENSO CORPORATION [6902.T]

TOKYO, May 22 (Pulse News Wire) – DENSO Corporation (6902.T) announced today that its board of directors has approved the introduction of a performance-linked equity compensation plan called “Board Benefit Trust-Restricted Stock” (BBT-RS). The plan will be presented for approval at the company's annual shareholders' meeting scheduled for June 18, 2026.

In conjunction with the implementation of the new plan, DENSO also decided to repurchase shares conditional on shareholder approval of the plan at the upcoming meeting. The share repurchase is set to take place on June 19, 2026, involving the disposal of ordinary shares totaling 3,904,900. The repurchase price per share is set at ¥1,850, resulting in a total repurchase amount of ¥7.224 billion. Under the new plan, eligible executives will receive restricted stock grants based on their roles and performance achievements, capped at ¥600 million points annually, with ¥300 million points allocated to directors.

Each point corresponds to one common share, subject to adjustments due to changes such as stock splits or mergers post-shareholder approval. The plan aims to enhance value alignment with shareholders while ensuring stable and efficient operation through trust management. Additionally, the company plans to terminate existing restricted stock grant provisions once the new plan receives approval. However, previously granted restricted shares will remain valid.

The repurchased shares will be managed within a trust established under the new plan, which will distribute shares or cash equivalents to beneficiaries upon their retirement based on accumulated points.

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