TOKYO, May 20 (Pulse News Wire) – Pronexus Inc. (7893.T) announced on May 20 that its board of directors had approved a restricted share compensation plan aimed at incentivizing executive performance and fostering greater alignment with shareholders' interests.
The plan, which would replace part of existing cash-based remuneration, requires shareholder approval at the upcoming annual general meeting scheduled for June 24. Under the new scheme, executives could receive either shares subject to vesting restrictions or debt instruments convertible into company stock. The total number of ordinary shares issuable annually under this plan is capped at 30,000 shares. The aggregate value of such grants, separate from regular cash compensation, is limited to ¥30 million per annum. Should the company undergo a share consolidation or split, the upper limit will adjust accordingly based on the ratio involved.
Share issuance prices will be determined based on the closing price of the company's stock on the Tokyo Stock Exchange prior to the relevant board resolution date, ensuring fairness within reasonable bounds. Vesting periods will extend until the recipient leaves their position or ceases to hold designated roles within the company. Additionally, Pronexus plans to enter into allocation agreements with participating executives detailing conditions such as prohibitions against transferring or pledging restricted shares during the vesting period. Failure to comply with legal requirements or internal regulations could result in automatic forfeiture of the shares without compensation. The company intends to implement this plan among its executive officers contingent upon shareholder endorsement at the forthcoming AGM.
🟢 Confidence: High AI-translated content.