No.1-7628

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

FOR THE MONTH OF AUGUST 2023

COMMISSION FILE NUMBER: 1-07628

HONDA GIKEN KOGYO KABUSHIKI KAISHA

(Name of registrant)

HONDA MOTOR CO., LTD.

(Translation of registrant’s name into English)

1-1, Minami-Aoyama 2-chome, Minato-ku, Tokyo 107-8556, Japan

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F  ☒    Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

Contents

Exhibit 1:

Exhibit 2:

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

HONDA GIKEN KOGYO KABUSHIKI KAISHA (HONDA MOTOR CO., LTD.)

/s/ Masaharu Hirose

Masaharu Hirose

General Manager

Finance Division

Honda Motor Co., Ltd.

Date: August 9, 2023

August 9, 2023

HONDA MOTOR CO., LTD. REPORTS

CONSOLIDATED FINANCIAL RESULTS

FOR THE FISCAL FIRST QUARTER

ENDED JUNE 30, 2023

Tokyo, August 9, 2023 — Honda Motor Co., Ltd. today announced its consolidated financial results for the fiscal first quarter ended June 30, 2023.

—1—

[1] Condensed Consolidated Statements of Financial Position

March 31, 2023 and June 30, 2023

	Yen (millions)
	Mar. 31, 2023			Jun. 30, 2023
Assets
Current assets:
Cash and cash equivalents		3,803,014			4,083,394
Trade receivables		1,060,271			966,253
Receivables from financial services		1,899,493			2,107,663
Other financial assets		263,892			231,254
Inventories		2,167,184			2,286,235
Other current assets		384,494			390,028
Total current assets		9,578,348			10,064,827
Non-current assets:
Investments accounted for using the equity method		915,946			1,017,272
Receivables from financial services		3,995,259			4,639,983
Other financial assets		855,070			961,498
Equipment on operating leases		4,726,292			5,009,185
Property, plant and equipment		3,168,109			3,247,199
Intangible assets		870,900			914,719
Deferred tax assets		105,792			115,858
Other non-current assets		454,351			502,816
Total non-current assets		15,091,719			16,408,530
Total assets		24,670,067			26,473,357
Liabilities and Equity
Current liabilities:
Trade payables		1,426,333			1,356,117
Financing liabilities		3,291,195			3,552,027
Accrued expenses		419,570			405,680
Other financial liabilities		324,110			395,986
Income taxes payable		86,252			152,370
Provisions		362,701			374,469
Other current liabilities		741,963			750,990
Total current liabilities		6,652,124			6,987,639
Non-current liabilities:
Financing liabilities		4,373,973			4,892,976
Other financial liabilities		288,736			299,887
Retirement benefit liabilities		255,852			275,679
Provisions		270,169			252,404
Deferred tax liabilities		877,300			978,957
Other non-current liabilities		449,622			489,728
Total non-current liabilities		6,515,652			7,189,631
Total liabilities		13,167,776			14,177,270
Equity:
Common stock		86,067			86,067
Capital surplus		185,589			185,357
Treasury stock		(484,931	)		(544,044	)
Retained earnings		9,980,128			10,243,698
Other components of equity		1,417,397			2,026,449
Equity attributable to owners of the parent		11,184,250			11,997,527
Non-controlling interests		318,041			298,560
Total equity		11,502,291			12,296,087
Total liabilities and equity		24,670,067			26,473,357

—2—

[2] Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Comprehensive Income

Condensed Consolidated Statements of Income

For the three months ended June 30, 2022 and 2023

	Yen (millions)
	Three months ended Jun. 30, 2022			Three months ended Jun. 30, 2023
Sales revenue		3,829,550			4,624,996
Operating costs and expenses:
Cost of sales		(3,064,170	)		(3,627,891	)
Selling, general and administrative		(361,573	)		(404,703	)
Research and development		(181,591	)		(197,955	)
Total operating costs and expenses		(3,607,334	)		(4,230,549	)
Operating profit		222,216			394,447
Share of profit of investments accounted for using the equity method		22,609			42,853
Finance income and finance costs:
Interest income		9,132			32,855
Interest expense		(7,427	)		(9,042	)
Other, net		(9,126	)		53,811
Total finance income and finance costs		(7,421	)		77,624
Profit before income taxes		237,404			514,924
Income tax expense		(73,824	)		(131,979	)
Profit for the period		163,580			382,945
Profit for the period attributable to:
Owners of the parent		149,219			363,069
Non-controlling interests		14,361			19,876
	Yen
Earnings per share attributable to owners of the parent
Basic and diluted		87.23			219.06

—3—

Condensed Consolidated Statements of Comprehensive Income

For the three months ended June 30, 2022 and 2023

	Yen (millions)
	Three months ended Jun. 30, 2022			Three months ended Jun. 30, 2023
Profit for the period		163,580			382,945
Other comprehensive income, net of tax:
Items that will not be reclassified to profit or loss
Remeasurements of defined benefit plans		(3	)		6
Net changes in revaluation of financial assets measured at fair value through other comprehensive income		12,432			15,709
Share of other comprehensive income of investments accounted for using the equity method		(444	)		2,825
Items that may be reclassified subsequently to profit or loss
Net changes in revaluation of financial assets measured at fair value through other comprehensive income		(336	)		(155	)
Exchange differences on translating foreign operations		648,946			581,244
Share of other comprehensive income of investments accounted for using the equity method		46,556			23,849
Total other comprehensive income, net of tax		707,151			623,478
Comprehensive income for the period		870,731			1,006,423
Comprehensive income for the period attributable to:
Owners of the parent		841,050			972,537
Non-controlling interests		29,681			33,886

—4—

[3] Condensed Consolidated Statements of Changes in Equity

For the three months ended June 30, 2022

	Yen (millions)
	Equity attributable to owners of the parent																	Non-controlling interests			Total equity
	Common stock		Capital surplus			Treasury stock			Retained earnings			Other components of equity			Total
Balance as of April 1, 2022		86,067		185,495			(328,309	)		9,539,133			990,438			10,472,824			299,722			10,772,546
Comprehensive income for the period
Profit for the period										149,219						149,219			14,361			163,580
Other comprehensive income, net of tax													691,831			691,831			15,320			707,151
Total comprehensive income for the period										149,219			691,831			841,050			29,681			870,731
Reclassification to retained earnings										(61	)		61			—						—
Transactions with owners and other
Dividends paid										(111,256	)					(111,256	)		(43,485	)		(154,741	)
Purchases of treasury stock							(2	)								(2	)					(2	)
Disposal of treasury stock							263									263						263
Share-based payment transactions				(167	)											(167	)					(167	)
Total transactions with owners and other				(167	)		261			(111,256	)					(111,162	)		(43,485	)		(154,647	)
Balance as of June 30, 2022		86,067		185,328			(328,048	)		9,577,035			1,682,330			11,202,712			285,918			11,488,630
For the three months ended June 30, 2023
	Yen (millions)
	Equity attributable to owners of the parent																	Non-controlling interests			Total equity
	Common stock		Capital surplus			Treasury stock			Retained earnings			Other components of equity			Total
Balance as of April 1, 2023		86,067		185,589			(484,931	)		9,980,128			1,417,397			11,184,250			318,041			11,502,291
Comprehensive income for the period
Profit for the period										363,069						363,069			19,876			382,945
Other comprehensive income, net of tax													609,468			609,468			14,010			623,478
Total comprehensive income for the period										363,069			609,468			972,537			33,886			1,006,423
Reclassification to retained earnings										416			(416	)		—						—
Transactions with owners and other
Dividends paid										(99,915	)					(99,915	)		(53,367	)		(153,282	)
Purchases of treasury stock							(59,507	)								(59,507	)					(59,507	)
Disposal of treasury stock							394									394						394
Share-based payment transactions				(232	)											(232	)					(232	)
Total transactions with owners and other				(232	)		(59,113	)		(99,915	)					(159,260	)		(53,367	)		(212,627	)
Balance as of June 30, 2023		86,067		185,357			(544,044	)		10,243,698			2,026,449			11,997,527			298,560			12,296,087

—5—

[4] Condensed Consolidated Statements of Cash Flows

For the three months ended June 30, 2022 and 2023

	Yen (millions)
	Three months ended Jun. 30, 2022			Three months ended Jun. 30, 2023
Cash flows from operating activities:
Profit before income taxes		237,404			514,924
Depreciation, amortization and impairment losses excluding equipment on operating leases		161,431			185,697
Share of profit of investments accounted for using the equity method		(22,609	)		(42,853	)
Finance income and finance costs, net		(21,458	)		(19,992	)
Interest income and interest costs from financial services, net		(38,856	)		(36,616	)
Changes in assets and liabilities
Trade receivables		83,139			134,426
Inventories		(23,038	)		29,146
Trade payables		(149,024	)		(171,061	)
Accrued expenses		(78,094	)		(56,526	)
Provisions and retirement benefit liabilities		4,744			(37,090	)
Receivables from financial services		172,869			(337,122	)
Equipment on operating leases		263,933			45,052
Other assets and liabilities		17,333			(50,244	)
Other, net		(7,912	)		(16,099	)
Dividends received		27,711			36,332
Interest received		66,809			115,115
Interest paid		(22,396	)		(42,861	)
Income taxes paid, net of refunds		(53,859	)		(54,106	)
Net cash provided by operating activities		618,127			196,122
Cash flows from investing activities:
Payments for additions to property, plant and equipment		(96,990	)		(69,208	)
Payments for additions to and internally developed intangible assets		(38,701	)		(42,127	)
Proceeds from sales of property, plant and equipment and intangible assets		4,496			1,332
Proceeds from sales of subsidiaries, net of cash and cash equivalents disposed of		—			(2,940	)
Payments for acquisitions of investments accounted for using the equity method		—			(36,734	)
Payments for acquisitions of other financial assets		(176,502	)		(65,233	)
Proceeds from sales and redemptions of other financial assets		29,412			88,327
Net cash used in investing activities		(278,285	)		(126,583	)
Cash flows from financing activities:
Proceeds from short-term financing liabilities		2,047,921			3,004,472
Repayments of short-term financing liabilities		(1,969,719	)		(2,858,776	)
Proceeds from long-term financing liabilities		93,871			532,895
Repayments of long-term financing liabilities		(642,236	)		(493,899	)
Dividends paid to owners of the parent		(111,256	)		(99,915	)
Dividends paid to non-controlling interests		(7,432	)		(20,691	)
Purchases and sales of treasury stock, net		261			(59,113	)
Repayments of lease liabilities		(20,756	)		(19,738	)
Net cash used in financing activities		(609,346	)		(14,765	)
Effect of exchange rate changes on cash and cash equivalents		224,698			225,606
Net change in cash and cash equivalents		(44,806	)		280,380
Cash and cash equivalents at beginning of year		3,674,931			3,803,014
Cash and cash equivalents at end of period		3,630,125			4,083,394

—6—

[5] Assumptions for Going Concern

None

[6] Notes to Consolidated Financial Statements

[A] Segment Information

Based on Honda’s organizational structure and characteristics of products and services, Honda discloses segment information in four categories: Reportable segments of Motorcycle business, Automobile business and Financial services business, and other segments that are not reportable. The other segments are combined and disclosed in Power products and other businesses. Segment information is based on the components of Honda for which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The accounting policies used for segment information are consistent with the accounting policies used in the Company’s condensed consolidated interim financial statements.

Principal products and services, and functions of each segment are as follows:

Segment	Principal products and services	Functions
Motorcycle Business	Motorcycles, all-terrain vehicles (ATVs), side-by-sides (SxS) and relevant parts	Research and development Manufacturing Sales and related services
Automobile Business	Automobiles and relevant parts	Research and development Manufacturing Sales and related services
Financial Services Business	Financial services	Retail loan and lease related to Honda products Others
Power Products and Other Businesses	Power products and relevant parts, and others	Research and development Manufacturing Sales and related services Others

Segment information based on products and services

As of and for the three months ended June 30, 2022

	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Products and Other Businesses		Segment Total		Reconciling Items			Consolidated
Sales revenue:
External customers		676,050		2,291,485		749,384		112,631		3,829,550		—			3,829,550
Intersegment		—		36,686		679		6,406		43,771		(43,771	)		—
Total		676,050		2,328,171		750,063		119,037		3,873,321		(43,771	)		3,829,550
Segment profit (loss)		97,829		38,262		78,801		7,324		222,216		—			222,216
Segment assets		1,574,093		10,096,425		11,942,441		487,319		24,100,278		1,054,400			25,154,678
Depreciation and amortization		16,596		138,316		232,464		4,836		392,212		—			392,212
Capital expenditures		8,568		139,807		328,625		3,130		480,130		—			480,130

As of and for the three months ended June 30, 2023

	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Products and Other Businesses		Segment Total		Reconciling Items			Consolidated
Sales revenue:
External customers		756,955		2,992,339		773,029		102,673		4,624,996		—			4,624,996
Intersegment		—		39,009		629		6,522		46,160		(46,160	)		—
Total		756,955		3,031,348		773,658		109,195		4,671,156		(46,160	)		4,624,996
Segment profit (loss)		143,520		176,982		69,528		4,417		394,447		—			394,447
Segment assets		1,793,502		10,669,517		12,374,016		504,694		25,341,729		1,131,628			26,473,357
Depreciation and amortization		17,699		163,159		205,004		3,661		389,523		—			389,523
Capital expenditures		9,727		119,758		553,141		3,143		685,769		—			685,769

Explanatory notes:

1. Intersegment sales revenues are generally made at values that approximate arm’s-length prices.

2. Reconciling items include elimination of intersegment transactions and balances as well as unallocated corporate assets. Unallocated corporate assets, included in reconciling items as of June 30, 2022 and 2023 amounted to JPY 1,194,255 million and JPY 1,276,238 million, respectively, which consist primarily of the Company’s cash and cash equivalents and financial assets measured at fair value through other comprehensive income.

—7—

[B] Subsequent Event

The Board of Directors of the Company, at its meeting held on August 9, 2023, resolved that the Company will implement a stock split, and accordingly, change in ratio of American Depositary Receipts (ADRs) to underlying shares and modify acquisition of own shares program.

1. Stock split

(1) Purpose of the stock split

The purpose is to expand the investor base by reducing the Company’s stock price per investment unit.

(2) Method of the stock split

Each share of common stock owned by shareholders listed or recorded in the closing register of shareholders on the record date of September 30, 2023 (Due to non-working day of the shareholder registry administrator on the same day, the substantial record date will be September 29, 2023) will be split into 3 shares per share.

(3) Number of shares to be increased by the stock split

1. Total number of issued shares before the stock split:	1,811,428,430 shares
2. Number of shares to be increased by the stock split:	3,622,856,860 shares
3. Total number of issued shares following the stock split:	5,434,285,290 shares
4. Total number of authorized shares following the stock split:	7,086,000,000 shares

(4) Schedule of the stock split

Public notice of record date (tentative):	September 15, 2023
Record date (tentative):	September 30, 2023
Effective date (tentative):	October 1, 2023

(5) Others

• There is no change in the amount of stated capital as a result of this stock split.

• As the stock split takes effect on October 1, 2023, the interim dividend for the fiscal year ending March 31, 2024 which has a dividend record date of September 30, 2023 will be paid based on the shares before the stock split.

2. Change in ratio of American Depositary Receipts (ADRs) to underlying shares

(1) Purpose of the ratio change

The purpose is to continuously offer the current investment environment for ADR holders by maintaining present level of ADRs trading price.

(2) Outline of the change of ratio

Ratio before change:	1 ADR = 1 Share
Ratio after change:	1 ADR = 3 Shares
Effective date of the new ratio (tentative):	October 1, 2023 (EST)
First trading date with new ratio (tentative):	October 2, 2023 (EST)

3. Modification to acquisition of own shares program

(1) Reason for the modification

In the details of acquisition of the Company’s own shares resolved at the meeting of the Board of Directors held on May 11, 2023, “total number of shares to be acquired” shall be modified in connection with the planned stock split.

(2) Details of the modification

Current Program:	Total number of shares to be acquired: Up to 64,000,000 shares
Amended Program:	Total number of shares to be acquired: Up to 192,000,000 shares

—8—

(Reference)

Details of the resolution concerning acquisition of the Company’s own shares at the meeting of the Board of Directors held on May 11, 2023

(1) Class of shares to be acquired:

Shares of common stock

(2) Total number of shares to be acquired:

Up to 64,000,000 shares (3.8 % of the total number of issued shares (excluding treasury stock))

(3) Total amount of shares to be acquired:

Up to 200,000 million yen

(4) Period of acquisition:

Starting on May 12, 2023 and ending on March 31, 2024

(5) Method of acquisition:

Market purchases on the Tokyo Stock Exchange

1. Purchases through the Tokyo Stock Exchange Trading Network Off-Auction Own Share Repurchase Trading System (ToSTNeT-3)

2. Market purchases based on a discretionary trading contract regarding acquisition of own shares

4. Impact on earnings per share

Basic earnings per share attributable to owners of the parent for the three months ended June 30, 2022 and 2023 assuming the stock split was conducted at the beginning of the previous fiscal year are as follows. There were no significant dilutive potential common shares outstanding for the three months ended June 30, 2022 and 2023.

	Three months ended Jun. 30, 2022		Three months ended Jun. 30, 2023
Basic earnings per share attributable to owners of the parent (yen)		29.08		73.02

[C] Other

Loss related to airbag inflators

Honda has been conducting market-based measures in relation to airbag inflators. Honda recognizes a provision for specific warranty costs when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. There is a possibility that Honda will need to recognize additional provisions when new evidence related to the product recalls arise, however, it is not possible for Honda to reasonably estimate the amount and timing of potential future losses as of the date of this report.

—9—

[7] Forecast for the Fiscal Year Ending March 31, 2024

	Yen (billions)
	FY 2023 results		FY 2024 forecasts		Change (%)
Sales revenue		16,907.7		18,200.0		7.6
Operating profit		780.7		1,000.0		28.1
Profit before income taxes		879.5		1,185.0		34.7
Profit for the year		717.3		865.0		20.6
Profit for the year attributable to owners of the parent		651.4		800.0		22.8
	Yen
	FY 2023 results		FY 2024 forecasts
Earnings per share attributable to owners of the parent Basic and diluted		384.02		163.14

Explanatory note:

The Board of Directors of the Company, at its meeting held on August 9, 2023, resolved that the Company will implement a stock split in which each share of common stock held by shareholders as of the record date of September 30, 2023 will be split into 3 shares per share as of the effective date of October 1, 2023. Basic earnings per share for the fiscal year ending March 31, 2024 are based on the number of shares after the stock split. Based on the number of shares prior to the stock split, basic earnings per share for the fiscal year ending March 31, 2024 are expected to be JPY 489.41.

[8] Dividend per Share of Common Stock

	Yen
	FY 2023 results		FY 2024 forecasts
Interim dividend		60.00		75.00
Year-end dividend		60.00		25.00
Total annual dividend		120.00		—

Explanatory note:

The year-end dividend per share for the fiscal year ending March 31, 2024 is based on the number of shares after the stock split, which is described in note “[7] Forecast for the Fiscal Year Ending March 31, 2024”, and the total annual dividend is disclosed as “ – ”. Based on the number of shares prior to the stock split, the year-end dividend and the total annual dividend for the fiscal year ending March 31, 2024 are expected to be JPY 75.00 per share and JPY 150.00 per share, respectively.

This announcement contains “forward-looking statements” as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based on management’s assumptions and beliefs taking into account information currently available to it. Therefore, please be advised that the actual results of the Company could differ materially from those described in these forward-looking statements as a result of numerous factors, including general economic conditions in the principal markets of the Company, its consolidated subsidiaries and its affiliates accounted for by the equity-method, and fluctuation of foreign exchange rates, as well as other factors detailed from time to time. The various factors for increases and decreases in profit have been classified in accordance with a method that Honda considers reasonable.

—10—

[Translation]

August 9, 2023

To:	Shareholders of Honda Motor Co., Ltd.
From:	Honda Motor Co., Ltd.
	1-1, Minami-Aoyama 2-chome,
	Minato-ku, Tokyo, 107-8556
	Toshihiro Mibe
	Director, President and Representative Executive Officer

Notice Regarding Stock Split, Change in Ratio of American Depositary Receipts (ADRs) to Underlying Shares, Revision to Dividend Forecast, and Modification to Acquisition of Own Shares Program

Honda Motor Co., Ltd. (the “Company”) hereby announces that at the meeting of the Board of Directors held on August 9, 2023, the Company resolved to implement a stock split, and accordingly, change in ratio of American Depositary Receipts (ADRs) to underlying shares, revise dividend forecast, and modify acquisition of own shares program.

Particulars

1. Stock split

(1) Purpose of the stock split

The purpose is to expand the investor base by reducing the Company’s stock price per investment unit.

(2) Method of the stock split

Each share of common stock owned by shareholders listed or recorded in the closing register of shareholders on the record date of September 30, 2023 (Due to non-working day of the shareholder registry administrator on the same day, the substantial record date will be September 29, 2023) will be split into 3 shares per share.

(3) Number of shares to be increased by the stock split

1. Total number of issued shares before the stock split	1,811,428,430 shares
2. Number of shares to be increased by the stock split	3,622,856,860 shares
3. Total number of issued shares following the stock split	5,434,285,290 shares
4. Total number of authorized shares following the stock split	7,086,000,000 shares

(4) Schedule of the stock split

Public notice of record date (tentative):	September 15, 2023
Record date (tentative):	September 30, 2023
Effective date (tentative):	October 1, 2023

(5) Others

• There is no change in the amount of stated capital as a result of this stock split.

• As the stock split takes effect on October 1, 2023, the interim dividend for the fiscal year ending March 31, 2024 which has a dividend record date of September 30, 2023 will be paid based on the shares before the stock split.

2. Change in ratio of American Depositary Receipts (ADRs) to underlying shares

(1) Purpose of the ratio change

The purpose is to continuously offer the current investment environment for ADR holders by maintaining present level of ADRs trading price.

(2) Outline of the change of ratio

Ratio before change:	1 ADR = 1 Share
Ratio after change:	1 ADR = 3 Shares
Effective date of the new ratio (tentative):	October 1, 2023 (EST)
First trading date with new ratio (tentative):	October 2, 2023 (EST)

3. Revision to dividend forecast

In connection with the stock split, the Company has revised the forecast of the year-end dividend for the fiscal year ending March 31, 2024, which was disclosed on May 11, 2023, in the Fiscal 2022 Financial Highlights.

	(Yen)
	Annual Dividend per share
	Interim (End of 2nd quarter)		Year-end			Total
Previous forecast (Announced on May 11, 2023)		75.00		75.00			150.00
Revised forecast (Conversion to the pre-split basis)		75.00		25.00 (75.00	)		—   (150.00	)
Actual dividend issued		—		—			—
Results in the year ended March 31, 2023		60.00		60.00			120.00

(Notes)

1. The interim dividend for the fiscal year ending March 31, 2024, which has a dividend record date of September 30, 2023, will be paid based on the shares before the stock split.

2. Forecast for the full-year dividend per share is not presented because simple comparisons are not possible due to the implementation of the stock split. However, the forecast for the full-year dividend per share based on the pre-stock split is not changed.

4. Modification to acquisition of own shares program

(1) Reason for the Modification

In the details of acquisition of the Company’s own shares resolved at the meeting of the Board of Directors held on May 11, 2023, “total number of shares to be acquired” shall be modified in connection with the planned stock split.

(2) Details of the Modification

Current Program	Amended Program
Total number of shares to be acquired: Up to 64,000,000 shares	Total number of shares to be acquired: Up to 192,000,000 shares

(Reference)

Details of the resolution concerning acquisition of the Company’s own shares at the meeting of the Board of Directors held on May 11, 2023

(1) Class of shares to be acquired:

Shares of common stock

(2) Total number of shares to be acquired:

Up to 64,000,000 shares (3.8 % of the total number of issued shares (excluding treasury stock))

(3) Total amount of shares to be acquired:

Up to 200 billion yen

(4) Period of acquisition:

Starting on May 12, 2023 and ending on March 31, 2024

(5) Method of acquisition:

Market purchases on the Tokyo Stock Exchange

1. Purchases through the Tokyo Stock Exchange Trading Network Off-Auction Own Share Repurchase Trading System (ToSTNeT-3)

2. Market purchases based on a discretionary trading contract regarding acquisition of own shares