Jun. 26, 2002

Notice Concerning Granting Stock Option (Share Acquisition Rights)

 

At its meeting held on June 26, 2002, the Board of Directors of Toyota Motor Corporation ("TMC") determined the details of the terms and conditions of issuance of share acquisition rights ("Share Acquisition Rights") for the purpose of granting stock options, pursuant to Article 280-20 and Article 280-21 of the Commercial Code, which was approved at its FY2002 Ordinary General Shareholders' Meeting held on June 26, 2002 and we hereby inform you as follows.

The amount to be paid upon the exercise of share acquisition rights and other undetermined matters are scheduled to be determined on August 1, 2002, on which the share acquisition rights are to be issued.

  1. Date of Issuance of Share Acquisition Rights

    Scheduled to be issued on August 1, 2002

  2. Total Number of Share Acquisition Rights to be Issued

    18,760 (the number of shares to be issued or transferred upon exercise of one Share Acquisition Right is 100)

  3. Issue Price of Share Acquisition Rights

    No consideration will be paid at the time of issuance of the Share Acquisition Rights.

  4. Class and Number of Shares to be Issued or Transferred upon Exercise of Share Acquisition Rights

    1,876,000 shares of common stock of TMC

  5. Amount to be Paid upon Exercise of Share Acquisition Rights

    Undetermined. (The amount obtained by multiplying the closing price of TMC's common stock in regular trading on the Tokyo Stock Exchange on August 1, 2002 (if there is no transaction made on that day, then the closing price of the latest date prior to August 1, 2002 on which a transaction was made) by 1.025, and any fraction less than one (1) yen arising therefrom shall be rounded up to the nearest one (1) yen.)

  6. Aggregate Amount of Issue Price of the Shares to be Issued upon the Exercise of the Share Acquisition Rights

    Undetermined.

  7. Exercise Period of the Share Acquisition Rights

    From August 1, 2004 to July 31, 2008

  8. Conditions of Exercise of Share Acquisition Rights

    1. Upon voluntary retirement, age limit retirement, employment transfer or death of a grantee of the Share Acquisition Rights, the exercise of such rights will be handled as follows:

      • In case of voluntary retirement, age limit retirement or employment transfer: the rights granted to the grantee will be exercisable for up to six months following his/her voluntary retirement, age limit retirement or employment transfer.

      • In case of death: the rights granted to the grantee shall become void at the time of his/her death.

    2. Other conditions shall be provided for in the contracts to be executed between TMC and the grantees of the Share Acquisition Rights pursuant to the resolution of the Ordinary General Shareholders' Meeting of this year and the resolution of a meeting of the Board of Directors.

  9. Portion of Issue Price of the Share Certificates Issued upon the Exercise of Share Acquisition Rights Not to be Transferred to Capital

    The portion of the issue price of new shares not transferred to capital shall be 50% of the issue price and any fraction less than one (1) yen arising from such calculation shall be discarded.

  10. Matter concerning Transfer of Share Acquisition Rights

    Transfer of Share Acquisition Rights shall be subject to the approval of the Board of Directors.

  11. Number of Share Acquisition Rights to be Granted and Number of Grantees Thereof

Number of Grantees (persons) Number of Share Acquisition Rights to be Granted per Grantee Total Number of Share Acquisition Rights to be Granted
Directors/Executive Technical Advisors (61) 100 - 200 8,550
Employees (432) 20 8,640
Executives of overseas affiliated companies (61) 100 - 200 1,570
Total (554) - 18,760

[Reference]

(1) Date on which the Board of Directors resolved to propose the issue of Share Acquisition Rights to the Ordinary General Shareholders' Meeting

May 13, 2002

(2) Date on which the issue of Share Acquisition Rights was adopted by the Ordinary General Shareholders' Meeting

June 26, 2002

Contact: TMC, Public Affairs at (03) 3817-9111~6 (Tokyo Head Office)
 (0565) 23-1520~4 (Head Office)
 (052) 952-3461~3 (Nagoya)