D&M Company to Introduce Restricted Share Compensation Plan at Upcoming AGM

TOKYO, Aug 03 (Pulse News Wire) – D&M Company Co.,ltd (189A.T) announced plans to introduce a restricted share compensation plan for directors, excluding external directors, aimed at incentivizing sustained corporate value growth and enhancing shareholder alignment. The proposal will be presented at the upcoming 11th Annual General Meeting scheduled for August 28, 2026.

Under the proposed plan, eligible directors would receive restricted shares either through direct issuance or via conversion of monetary compensation bonds. The total number of ordinary shares to be issued annually under this scheme is capped at 10,000. The annual budget for such compensation, separate from existing remuneration limits, is set at up to ¥20 million. Shareholders' approval for this new compensation framework will be sought at the meeting.

Current director compensation levels, approved at the previous AGM held on August 23, 2023, stand at up to ¥300 million per annum, with external directors receiving up to ¥30 million annually. The restricted holding period extends until the director leaves their position as defined by the board. Specific distribution schedules will be determined by the board. Additionally, the company will enter into allocation agreements with participating directors, stipulating restrictions on share transfers and automatic forfeiture clauses for violations of legal requirements or internal regulations.