Source disclosure: February 13, 2026
Photosynth inc. [4379.T]
TOKYO — Photosynth Inc., represented by President and CEO Kase Sota (code number: 4379 Tokyo Growth), announced on February 13, 2026, that its board of directors had approved the issuance of the 15th tranche of performance-based stock options to company executives and employees. The decision was made during a meeting held on the same day based on Articles 236, 238, and 240 of Japan's Companies Act. The company stated that these stock options would be issued at fair market value without any preferential terms, thus not requiring shareholder approval.
The purpose of issuing these new stock options is to incentivize sustained growth over multiple years as outlined in the company’s mid-term business plan. According to this plan, Photosynth aims to accelerate its revenue growth rate to 20 percent annually from the current level of 14.3 percent year-over-year, achieved in the fiscal year ended December 2025 with revenues of ¥33.8 billion. The exercise conditions for these stock options are tied to achieving annual sales targets set forth in the mid-term strategy. Specifically, if the company exceeds ¥40.6 billion in consolidated sales for the fiscal year ending December 2026, the option holders will be eligible to exercise up to 30% of their allotted options. Similarly, reaching ¥48.5 billion and ¥58 billion in subsequent fiscal years would unlock additional tranches of 30% and 40%, respectively.
In addition, the total potential dilution effect upon full exercise of all stock options would amount to an increase of approximately 6.0% in outstanding shares relative to the current share count. However, management believes this dilution is reasonable given that the exercise of these options is contingent solely on the achievement of specified revenue milestones which contribute positively to both shareholder and enterprise value. Furthermore, 4.2% of the total allocation of these stock options will be reserved for the president and CEO, reflecting a commitment to align executive interests more closely with those of shareholders.
Regarding the specifics of the 15th tranche of stock options, a total of 9,386 options were authorized, each allowing the recipient to purchase 100 ordinary shares of Photosynth Inc. at an issue price of ¥243 per share. This pricing was determined using a Monte Carlo simulation model evaluated by the independent valuation firm Eggplant Evaluation Co., Ltd. The exercise price for each option stands at ¥412 per share, subject to adjustment under certain corporate actions such as mergers, spin-offs, or changes in capital structure. The grant date for these options has been set for March 2, 2026, and they will remain exercisable until March 31, 2032.
Note: Financial figures from the earnings presentation have been removed pending correction. For accurate figures, refer to the company's earnings summary (kessan tanshin) filed separately on TDNet.
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