Source disclosure: February 05, 2026

FLECT Co., Ltd. [4414.T]

TOKYO, Feb 05 (Pulse News Wire) – Flect CO.,LTD. (4414.T) resolved at its board meeting held on February 05 to repurchase up to 860,000 shares of its common stock, representing up to 13.99% percent of outstanding shares excluding treasury shares.

The total amount for the buyback is capped at ¥1.200 billion. The repurchase will take place through ToSTNeT-3, the Tokyo Stock Exchange's block trading system, from February 06 to February 27, 2026. This move aims to address the issue of retained earnings tax and improve per-share value, capital efficiency, and corporate governance. However, the repurchase alone does not meet the criteria of reducing the controlling shareholder’s voting rights ratio below 50%. The decision was made after considering the company's share price, financial condition, and market trends.

The acquired shares will be used for M&A transactions, strategic partnerships, and employee stock compensation programs. In connection with this repurchase, FLECT plans to acquire shares from Kuro (a holding company controlled by CEO Yoichi Kokura). This transaction qualifies as a significant deal with a controlling shareholder under Article 441-2 of the Tokyo Stock Exchange Listing Regulations. The board ensured the fairness of the transaction conditions and the protection of minority shareholders' interests, adhering to the Corporate Governance Report released on June 19, 2025. CEO Kokura did not participate in the deliberation or resolution process due to potential conflicts of interest.

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