Nomura Holdings, Inc.

Tokyo, April 14, 2026—Nomura Holdings, Inc. (the "Company") today announced that its Executive Management Board has determined to withdraw the shelf registration statement (the "Shelf Registration Statement") dated May 17, 2024, as announced in the Company's press release titled "Nomura Submits Shelf Registration Statement" dated May 17, 2024.

 

Furthermore, the Company has, as of today, filed an extraordinary report (the "Extraordinary Report") with the Director-General of the Kanto Local Finance Bureau regarding the previously granted Restricted Stock Units (RSUs) based on the RSU plan (the "RSU Plan") and Performance Share Units (PSUs) based on the PSU plan (the "PSU Plan") (excluding RSUs and PSUs that have vested and for which shares of common stock of the Company have been delivered on or before April 13, 2026), which were the subject of the Shelf Registration Statement based on the amendments to the Cabinet Order for Enforcement of the Financial Instruments and Exchange Act of Japan and its related regulations, effective from February 2025. The withdrawal of the Shelf Registration Statement will not affect matters related to said granted RSUs and PSUs.

Summary of the Withdrawn Shelf Registration Statement

1.

Submission Date of the Shelf Registration Statement

May 17, 2024

2.

Purpose of Shelf Registration

To grant RSUs based on the RSU Plan for directors, executive officers, and employees of the Company and its subsidiaries as deferred compensation using the Company's treasury stock and to grant PSUs based on the PSU Plan for directors and executive officers of the Company as deferred compensation using the Company's treasury stock

3.

Class of Securities to be Offered

Shares of common stock of the Company

4.

Scheduled Issue Period

For the period from the scheduled effective date of the shelf registration to the date that is two years from such scheduled effective date (From May 25, 2024 to May 24, 2026)

5.

Scheduled Issue Amount

Maximum amount shall be up to 50,000,000,000 yen.

6.

Use of Proceeds

The disposition of treasury stock concerning the shelf registration is conducted based on the RSU Plan and the PSU Plan and is not intended to raise funds.

Issuance Results under the Shelf Registration Statement

Total Issuance Price: 1,470,158,179 yen

Reason for Withdrawal of the Shelf Registration Statement

The Shelf Registration Statement has been withdrawn because the Extraordinary Report regarding the previously granted RSUs and PSUs, which were subject of the Shelf Registration Statement, has been filed.