Inter Action Corp Amends Equity Compensation Plan to Include Restricted Shares

TOKYO, Jul 13 (Pulse News Wire) – Inter Action Corporation (7725.T) resolved to amend its equity compensation plan, known as Board Benefit Trust (BBT), to introduce restricted stock shares called Board Benefit Trust-Restricted Stock (BBT-RS). The amendment also includes adding external directors to the program.

The changes will be presented for approval at the upcoming annual shareholders' meeting scheduled for August 26, 2026. Under the amended plan, executives will receive shares subject to holding restrictions until their retirement. This aligns with the goal of fostering long-term performance improvement and enhancing corporate value by ensuring executives share both upside gains and downside risks with shareholders. The plan was initially approved in August 2014 during the 22nd regular shareholders' meeting. The trust fund will continue to operate based on contributions made since February 2, 2015, with additional funding determined annually within the framework set by the shareholders' resolution.

Each executive's allocation will be capped at 1,500 points per fiscal year, with external directors receiving up to 3,000 points cumulatively. Points will be converted into company shares, with detailed procedures outlined in the revised regulations. Inter Action expects to disclose further details on the implementation of the new plan and adjustments to existing allocations as necessary. The trust agreement stipulates that voting rights associated with the held shares will not be exercised, maintaining neutrality towards company management decisions. Dividends received through the trust will be used to cover costs related to share acquisitions and trustee fees.

Upon termination of the trust, residual funds will be distributed according to the remaining point balances of active directors.