Company name: MEGMILK SNOW BRAND Co., Ltd. Representative: Keiji Nishio, Representative Director and President
(Stock code: 2270, TSE 1st Section/SSE)
Contact: Kentaro Watanabe General Manager
Public Relations & Investor Relations Department (Phone: +81-3-3226-2124)
August 12, 2020
Notice on Finalization of Matters Concerning Stock Acquisition for the Performance-based Stock Compensation System
At the Board of Directors Meeting convened on May 13, 2020, the Megmilk Snow Brand voted to adopt a performance-based stock compensation system (hereinafter, System, and any trust established in relation to the adoption of this System shall be referred to as the Trust), to be applied to Company directors (excluding directors who are Audit and Supervisory Committee Members and outside directors) and executive officers (hereinafter collectively referred to as Directors, etc.). The adoption of this System for Company directors was approved during the 11th Annual General Meeting of Shareholders convened on June 24, 2020. At the Board of Directors meeting convened today, the Board voted on matters concerning the acquisition of Company stock by Trustee. Details are as outlined below.
1. Trust overview
(1) | Name | Stock allocation trust for directors |
(2) | Consignor | Megmilk Snow Brand Co., Ltd. |
(3) | Trustee | Sumitomo Mitsui Trust Bank, Limited |
(Retrust trustee: Custody Bank of Japan, Ltd.) | ||
(4) | Beneficiaries | Directors, etc. fulfilling beneficiary requirements |
(5) | Trust administrator | Plan to select a third-party that is independent of the Company and |
Company officers | ||
(6) | Exercising voting rights | No exercising of voting rights related to Company stock retained by |
the Trust during the Trust period | ||
(7) | Trust type | Non-monetary trust (third-party beneficiary trust) |
(8) | Trust agreement date | August 20, 2020 (Thurs.) |
(9) | Trust capitalization date | August 20, 2020 (Thurs.) |
(10) Trust expiration date | August 31, 2023 (Thurs.) (planned) |
2. Matters concerning acquisition of Company stock by Trust trustee
(1) Type of stock acquired | Common stock | |
(2) Amount entrusted by Company | 388,000,000 yen (maximum) | |
as stock acquisition capital | ||
(3) Total number of shares to be | 161,100 shares (maximum) | |
acquired | ||
(4) | Stock acquisition method | To be acquired through exchange market transactions |
(5) | Stock acquisition timing | August 20, 2020 (Thurs.) to September 4, 2020 (Fri.) |
(planned) |
This document has been translated from a part of the Japanese original for reference purposes only. In the event of any discrepancy between this translated document and the Japanese original, the original shall prevail. The Company assumes no responsibility for this translation or for direct, indirect or any other forms of damages arising from the translation.