Daiichi Sankyo (4568): What the dividend policy promises and what was paid for 2025

３【配当政策】, the dividend policy item of Daiichi Sankyo Company, Limited's annual securities report for its 21st fiscal year, April 2025 to March 2026, filed on EDINET on June 19, 2026, is page 70 of 212. It sits inside 第４ 提出会社の状況, the section on the filing company, after ２【自己株式の取得等の状況】, the treasury-share section on pages 68 and 69, and before ４【コーポレート・ガバナンスの状況等】 on page 71. It is three paragraphs of prose, a table of two lines and three notes. This piece reads the item beside the same item on page 70 of 210 in the 20th report, filed June 20, 2025, and follows its words to the five-year tables on pages 2 and 3, the management policy on pages 9 to 11, the management analysis on pages 43 to 45, the share-count table on page 60, the articles on page 82, the consolidated statements on pages 113 to 115, notes 22 and 23 on pages 151 and 153, the capital-management note on page 171, the subsequent events on page 181, the filing company's statement of changes in equity on pages 187 and 188, and the extraordinary report of June 23, 2026 that records the shareholders' meeting.

The first paragraph is three sentences. 当社は、株主の皆様への利益還元を経営上重要な施策の一つとして位置付けております — the company places the return of profit to shareholders as one of its important management measures. 具体的には、成長のための投資、社債の償還準備、株主還元等を総合的に勘案した上で、配当を安定的に維持することを基本方針としております — specifically, its basic policy is to maintain the dividend stably, after weighing investment for growth, preparation for the redemption of bonds, shareholder returns and other matters together. 内部留保については、持続的な企業価値の向上を図るため、成長戦略の展開に不可欠な投資として研究開発、事業開発、設備投資及び運転資金に充当する考えであります — retained earnings are to be applied to research and development, business development, capital investment and working capital, as investment indispensable to the growth strategy. The paragraph names no amount, no ratio and no indicator.

The second paragraph is about the articles of incorporation and the two bodies that decide. 当社は、「取締役会の決議により、毎年９月30日を基準日として、会社法第454条第５項に定める中間配当をすることができる。」旨を定款に定めており、中間配当と期末配当の年２回の剰余金の配当を行うことを基本方針としております — the articles provide that, by resolution of the board, the company may pay the interim dividend of Article 454(5) of the Companies Act with September 30 of each year as the record date, and the basic policy is two dividends of surplus a year, interim and year-end. これらの剰余金の配当の決定機関は、期末配当については株主総会、中間配当については取締役会であります — the body that decides is the shareholders' meeting for the year-end dividend and the board for the interim. Page 82, under (ⅶ) 株主総会決議事項を取締役会で決議することができる事項, lists the same provision as (b) 中間配当をすることができる旨 and gives its purpose as 株主への安定的な配当を行うため, to pay a stable dividend to shareholders, beside (a) 自己株式の取得, the acquisition of the company's own shares, whose purpose is printed as 機動的な対応を可能とするため. Page 201, in 第６【提出会社の株式事務の概要】, prints 剰余金の配当の基準日 as ９月30日、３月31日.

The third paragraph is the one with figures. これらを勘案し、当期におきましては１株当たり年78円（うち中間配当39円）の配当を見込んでおります — taking these into account, the company expects a dividend of 78円 (US$0.48) a share for the year, of which 39円 (US$0.24) is the interim. 当事業年度に係る剰余金の配当は次のとおりであります introduces the table, which has two lines: 2025年10月31日 取締役会決議, 配当金の総額 72,743 million yen (US$444.1 million), １株当たり配当額 39.0円 (US$0.24); and 2026年６月22日（予定） 定時株主総会決議, 71,519 million yen (US$436.6 million), 39.0円 (US$0.24). Note 1 states that the second line is the year-end dividend with March 31, 2026 as its record date, proposed as a matter for resolution at the meeting scheduled for June 22, 2026. Note 2 states that the total resolved by the board of October 31, 2025 includes 76 million yen (US$0.46 million) of dividends on the company's shares held by the 役員報酬ＢＩＰ信託 and the 株式付与ESOP信託, the two trusts for officer and employee share awards, and note 3 that the total proposed to the meeting includes 552 million yen (US$3.37 million) of dividends on shares held by the same two trusts.

Set beside page 70 of the 20th report, the three paragraphs are the same words. A machine comparison of the two extracts, with spaces removed, finds two differences in 419 characters: 78 where the earlier page read 60, and 39 where it read 30, so that the earlier third paragraph expected １株当たり年60円（うち中間配当30円）, 60円 (US$0.37) with 30円 (US$0.18) at the interim. The earlier table had the same two lines a year earlier: 2024年10月31日 取締役会決議, 56,883 million yen (US$347.3 million), 30.0円 (US$0.18); 2025年６月23日（予定） 定時株主総会決議, 56,076 million yen (US$342.3 million), 30.0円 (US$0.18); and two notes rather than three, the second stating that the total includes 76 million yen (US$0.46 million) for the two trusts. The three paragraphs on each page print eight 。, one of them inside the quotation marks of the provision of the articles; by this desk's count that is seven sentences in three paragraphs, not counting the table and its notes. In the text this desk extracted from the 212 pages, the word 累進 occurs six times, three on page 11, two on page 44 and one on page 45, and not on page 70; in the text extracted from the 210 pages of the 20th report it does not occur.

Page 11 is where the policy that uses the word is printed. Under １【経営方針、経営環境及び対処すべき課題等】, (2) 第６期中期経営計画（2026年度‐2030年度）, the sixth medium-term management plan for the fiscal years 2026 to 2030, the heading ② 株主還元方針 opens with the sentence that profit distribution is decided by weighing together the investment indispensable to the growth strategy and the return of profit to shareholders, and continues 株主還元をより安定的・継続的なものとするため、新たに累進配当を導入いたします — to make shareholder returns more stable and continuous, the company newly introduces a progressive dividend. The next paragraph records that in the fifth plan period a dividend increase in line with profit growth was carried out every year, and that the annual dividend, 27円 (US$0.16) in fiscal 2021, is planned to be 78円 (US$0.48) in fiscal 2025; and that in the sixth plan period, 配当金は原則として維持・増配し続ける累進配当のもと、各年度の調整後DOE※４を10.0％以上とすることを配当水準の指標として掲げております — under a progressive dividend that as a rule keeps maintaining or raising the dividend, an adjusted DOE of 10.0 percent or more in each fiscal year is set as the indicator of the dividend level. The third paragraph places the acquisition of the company's own shares as an option for shareholder returns, 累進配当を最優先としながらも, with the progressive dividend as the first priority, and ends 財務状況や市場環境などを総合的に勘案しながら、機動的に実施することを検討して参ります — the company will consider carrying them out flexibly, weighing the financial position, market conditions and other matters together. Note ※４ defines 調整後DOE as DOE, dividends paid divided by equity attributable to shareholders, calculated on 調整後株主資本, equity attributable to shareholders less その他の資本の構成要素, the other components of equity, which the note describes as items that move mainly with share prices and exchange rates.

Beneath it, ③ 計数目標 prints the targets for fiscal 2030: 売上収益３兆円以上, revenue of 3 trillion yen (US$18.3 billion) or more, EPS260円以上, earnings per share of 260円 (US$1.59) or more, and 調整後DOE10.0％以上, with an exchange-rate assumption of 150円 to the US dollar and 180円 to the euro; page 10, under (ⅰ) 2030年度計数目標, prints the operating-profit target as 営業利益6,000億円以上, 6,000億円 (US$3,663 million) or more. The corresponding page of the 20th report, page 16, printed under ③ 株主還元方針 a different indicator: 株主資本配当率（DOE）, DOE on equity attributable to shareholders, adopted as a KPI, with a target for fiscal 2025 of 8 percent or more, which that page described as above the cost of equity; its ④ 計数目標 printed for fiscal 2025 revenue of １兆6,000億円 (US$9.8 billion), of which 6,000億円 (US$3,663 million) or more in oncology, a core operating margin before research and development costs of 40 percent or more, ROE of 16 percent or more and DOE of 8 percent or more, on an assumption of 105円 to the dollar. Page 16 also listed the dividend record as the report then had it, 2021年度：27円、2022年度：30円、2023年度：50円、2024年度（予想）：60円, 27円 (US$0.16), 30円 (US$0.18), 50円 (US$0.31) and 60円 (US$0.37) forecast, as three consecutive increases decided from fiscal 2022 to fiscal 2024, and two share acquisitions decided in fiscal 2024: about 3,871万株 for about 2,000億円 (US$1,221 million) from April 2024 to January 2025, and about 1,397万株 for about 500億円 (US$305 million) from March to April 2025.

The management analysis repeats the plan and adds a figure for the year after. Pages 43 and 44, under (3) 資本の財源及び資金の流動性についての分析 ① 財務戦略の基本的な考え方, state that for fiscal 2025, with results strong around エンハーツ, the annual dividend was raised by 18円 (US$0.11) to 78円 (US$0.48), and that a share-acquisition frame of up to 2,000億円 (US$1,221 million) or 8,000万株 was set; the table on page 44 prints one line, 2025年４月決議, acquisition period May 1, 2025 to March 24, 2026, 918億円 (US$560 million) and 3,146万株, and the sentence before it states that all the shares acquired were cancelled on June 10, 2026. The next paragraph states that under the sixth plan the company sets the progressive dividend and an adjusted DOE of 10.0 percent or more in each year as targets, and 2026年度については年間配当を１株当たり22円増配の100円とする計画としております — for fiscal 2026 the plan is an annual dividend of 100円 (US$0.61), an increase of 22円 (US$0.13); and that while giving priority to growth investment and the progressive dividend, the company aims to continue maximising shareholder value by acquiring its own shares flexibly as circumstances allow. Page 45 states that the sixth plan's cash allocation weighs the balance between growth investment and shareholder returns, gives priority to research, development and capital investment for the oncology business and for identifying new BGTs, and 株主還元としては累進配当を導入し、安定的な配当を行って参ります, introduces the progressive dividend as the shareholder return and will pay a stable dividend. Page 43 puts the growth side of the allocation at 研究開発投資 of ２兆9,000億円 (US$17.7 billion) and 設備投資 of 7,000億円 (US$4,274 million) over the five years. As a dividend figure, 100円 (US$0.61) is printed on page 44 as a 計画, a plan, and on no other page this desk read; the 100円 (US$0.61) on page 181 is the issue price of bonds, 社債の金額100円につき100円.

The record of the dividend is in (2）提出会社の経営指標等, the filing company's five-year table on page 3. The row １株当たり配当額 reads 27.00, 30.00, 50.00, 60.00 and 78.00 yen (US$0.16, US$0.18, US$0.31, US$0.37, US$0.48) for 第17期 through 第21期, March 2022 to March 2026, and the line beneath it, （うち１株当たり中間配当額）, reads (13.50), (15.00), (20.00), (30.00) and (39.00) (US$0.08, US$0.09, US$0.12, US$0.18, US$0.24). The row 配当性向, the payout ratio on the filing company's own figures, reads 131.8, 55.2, 52.1, 56.7 and 32.2 percent, and the row 当期純利益 above it reads 39,273, 104,247, 184,122, 200,740 and 447,886 million yen (US$239.8 million, US$636.4 million, US$1,124.1 million, US$1,225.5 million, US$2,734.3 million). Note 1 on the same page states that of the 78円 (US$0.48) for 第21期, the year-end 39円 (US$0.24) is a matter for resolution at the meeting scheduled for June 22, 2026. The same table on page 3 of the 20th report starts a year earlier, at 第16期, March 2021, with 27.00 (US$0.16) and (13.50) (US$0.08) and a payout ratio of 64.6 percent, and its notes 1 and 2 state that the company split each common share into three with effect from October 1, 2020, and that the 第16期 dividend is shown as if the split had been made at the start of that year, 13.5円 (US$0.08) at the interim and 13.5円 (US$0.08) at the year-end. Between them the two tables print six fiscal years, 27, 27, 30, 50, 60 and 78 yen a share (US$0.16, US$0.16, US$0.18, US$0.31, US$0.37, US$0.48), and both carry the row 株主総利回り, total shareholder return, which note 4 of the 20th report says is calculated using the split-adjusted share price and dividend.

Note 23 on page 153, 配当金, lists the payments by resolution. For the year to March 2025: 2024年６月17日 定時株主総会, 普通株式, 57,525 million yen (US$351.2 million) at 30.0円 (US$0.18) a share, record date March 31, 2024, effective June 18, 2024; and 2024年10月31日 取締役会, 56,883 million yen (US$347.3 million) at 30.0円 (US$0.18), record date September 30, 2024, effective December 10, 2024. For the year to March 2026: 2025年６月23日 定時株主総会, 56,076 million yen (US$342.3 million) at 30.0円 (US$0.18), record date March 31, 2025, effective June 24, 2025; and 2025年10月31日 取締役会, 72,743 million yen (US$444.1 million) at 39.0円 (US$0.24), record date September 30, 2025, effective December 10, 2025. The note's own note 1 states that the June 23, 2025 total includes 76 million yen (US$0.46 million) for the two trusts and its note 2 that the October 31, 2025 total includes 552 million yen (US$3.37 million); the note beneath the table on page 70 attaches 76 million yen (US$0.46 million) to the October 31, 2025 resolution, and both pages are quoted here as printed. Under (2), dividends whose record date falls in the year and whose effective date falls after it, the note prints the proposal to the meeting of June 22, 2026: 71,519 million yen (US$436.6 million) at 39.0円 (US$0.24), record date March 31, 2026, effective June 23, 2026, including 552 million yen (US$3.37 million) for the trusts. The same note on page 152 of the 20th report adds the year to March 2024: 2023年６月19日 定時株主総会, 28,760 million yen (US$175.6 million) at 15.0円 (US$0.09), and 2023年10月31日 取締役会, 38,349 million yen (US$234.1 million) at 20.0円 (US$0.12).

Three other statements, on five pages, print a year's dividends as one line each, on different bases. The consolidated statement of changes in equity on pages 113 and 114 prints 配当金, with a reference to note 23, as △114,408 million yen (US$698.5 million) for the year to March 2025 and △128,527 million yen (US$784.7 million) for the year to March 2026, in the column 利益剰余金 and again in the columns for equity attributable to owners of the parent and total equity. The consolidated cash-flow statement on page 115 prints 配当金の支払額 of △114,317 million yen (US$697.9 million) and △128,430 million yen (US$784.1 million). The filing company's statement of changes in equity on pages 187 and 188, on Japanese GAAP, prints 剰余金の配当 of △114,408 million yen (US$698.5 million) and △128,819 million yen (US$786.4 million) in the columns 繰越利益剰余金, 利益剰余金合計 and 株主資本合計. Page 117 states that all financial information in the consolidated statements is shown with figures below one million yen cut off. The lines in note 23, the three statements and the table on page 70 are listed here as printed, not added to one another or reconciled.

The treasury-share section the item follows, pages 68 and 69, prints the acquisitions the management analysis refers to. Under （２）取締役会決議による取得の状況, the board of February 28, 2025 resolved up to 17,000,000 shares for 50,000 million yen (US$305.3 million), acquisition period March 3 to April 24, 2025: 9,902,300 shares for 35,411 million yen (US$216.2 million) before the year, 4,069,300 shares for 14,588 million yen (US$89.1 million) in it, 3,028,400 shares and 0 million yen (US$0.0 million) of the resolution left, 17.8 percent of the shares and 0.0 percent of the amount unexercised at the year end and at the filing date. The board of April 25, 2025 resolved up to 80,000,000 shares for 200,000 million yen (US$1,221.0 million), acquisition period May 1, 2025 to March 24, 2026: 31,457,200 shares for 91,846 million yen (US$560.7 million) in the year, 48,542,800 shares and 108,153 million yen (US$660.3 million) left, 60.7 percent and 54.1 percent unexercised. Note 1 states that the method was market purchase on the Tokyo Stock Exchange, and note 2 that shares acquired by the two trusts are not included. Under （４）, 消却の処分を行った取得自己株式 reads 13,971,600 shares at 48,971 million yen (US$299.0 million) for the year, and 保有自己株式数 reads 60,523,331 at the year end and 60,469,431 in the period to the filing date. Page 60, in the share-count table, dates the cancellations: 13,971,600 shares on May 30, 2025 under the April 25, 2025 resolution, note 3, and a cancellation on June 10, 2026 under a board resolution of May 11, 2026 that reduced the issued shares by 31,457,200, note 4; page 181, under subsequent events, prints the same 31,457,200 shares as 1.66 percent of the issued shares before cancellation. The cash-flow statement on page 115 prints 自己株式の取得による支出 of △246,066 million yen (US$1,502.2 million) and △150,458 million yen (US$918.5 million) for the two years.

The adjusted DOE target appears again on page 46 and in the notes. Page 46, under (4) 経営方針、経営戦略、経営上の目標の達成状況を判断するための客観的な指標等, prints the fiscal 2030 targets as 売上収益３兆円以上 (US$18.3 billion), of which ２兆3,000億円以上 (US$14.0 billion) in oncology, 営業利益6,000億円以上 (US$3,663 million), EPS260円以上 (US$1.59) and 株主資本配当率（調整後DOE）10％以上, and beneath them the year's figures: 売上収益２兆1,230億円 (US$13.0 billion), 営業利益2,291億円 (US$1,399 million), EPS140.4円 (US$0.86), DOE8.7％. The page prints DOE8.7％ as its own figure for the year and this piece does not recompute it or set it against any target. (6) 資本管理 on page 171 states that the group needs liquidity on hand and funding capacity for flexible investment, in order to enrich shareholder returns and achieve sustainable growth, and that toward its 2035 vision it sets an adjusted DOE of 10.0 percent or more for fiscal 2030 as one of its targets. Its table of the main indicators used in capital management prints, for March 31, 2025 and March 31, 2026: 手元流動性残高 of 676,002 and 551,296 million yen (US$4,127.0 million, US$3,365.7 million), 社債及び借入金残高 of 101,332 and 300,481 million yen (US$618.6 million, US$1,834.4 million), ネット・キャッシュ（差引） of 574,669 and 250,814 million yen (US$3,508.4 million, US$1,531.2 million), and 総還元性向 of 117.8 percent and 96.5 percent. Note 2 defines 総還元性向, the total payout ratio, as （配当金の総額＋自己株式の取得総額）／親会社の所有者に帰属する当期利益, and the consolidated five-year table on page 2 prints 親会社の所有者に帰属する当期利益 of 295,756 and 259,874 million yen (US$1,805.6 million, US$1,586.5 million) for the two years. Both ratios are the report's; neither is recomputed here. The note ends by stating that the group is not subject to any significant capital regulation.

The year-end dividend the item proposed was approved on the day the item named. The extraordinary report Daiichi Sankyo filed on June 23, 2026, three pages, records the 第21回定時株主総会 of June 22, 2026 and its 第１号議案 剰余金の処分の件, the disposal of surplus: 期末配当に関する事項 当社普通株式１株につき金39円, a year-end dividend of 39円 (US$0.24) a share of common stock. It passed with 14,434,756 votes for, 24,685 against and 454 abstaining, 99.61 percent in the report's result column, on the requirement in its note 1 of a majority of the votes of shareholders present, including votes cast in advance. The same meeting's 第４号議案 amended the officers' medium-term performance-linked share remuneration so that its period runs over the five fiscal years from 2026 to 2030, the period of the sixth plan. Section (4) of the report states that some votes of shareholders present on the day, whose position for or against was not confirmed, were not added, because the matters had already passed on the votes counted.

What the item sets out, then, is a basic policy and a procedure: a dividend maintained stably after weighing growth investment, bond redemption and shareholder returns, two dividends a year under the articles, the year-end by the shareholders' meeting and the interim by the board, and an expected 78円 (US$0.48) for the year, with 39円 (US$0.24) paid at the interim and 39円 (US$0.24) proposed. What the reports record is a per-share row of 27, 27, 30, 50, 60 and 78 yen (US$0.16, US$0.16, US$0.18, US$0.31, US$0.37, US$0.48) across six fiscal years, payments of 56,076 million yen (US$342.3 million) and 72,743 million yen (US$444.1 million) in the year to March 2026, and the approval of the 39円 (US$0.24) on June 22, 2026. The progressive dividend is on pages 11, 44 and 45; the adjusted DOE of 10.0 percent or more is on pages 11 and 44 for each year of the sixth plan and on page 171 for fiscal 2030, with page 46 printing the same fiscal 2030 target as 株主資本配当率（調整後DOE）10％以上; the 100円 (US$0.61) planned for fiscal 2026 is on page 44; the three paragraphs on page 70 are the three of a year earlier, with two figures changed.