SoftBank reports 922,733,999 ARM shares

SoftBank Group Corp. filed an initial ownership report showing indirect beneficial ownership of 922,733,999 Ordinary Shares of Arm Holdings plc.

Accepted by SEC EDGAR 03/18/2026 - 04:47 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

SoftBank Group Corp. filed an initial ownership report showing indirect beneficial ownership of 922,733,999 Ordinary Shares of Arm Holdings plc. These shares are held of record by Kronos II LLC, an indirect wholly owned subsidiary within SoftBank’s corporate structure. The Ordinary Shares have a nominal value of 0.001 GBP per share and may be represented by American Depositary Shares, each equal to one Ordinary Share.

Insider Trade Summary

Holdings reported, no transactions

Holdings

Insider SOFTBANK GROUP CORP.

Role Director, 10% Owner

Type	Security	Shares	Price	Value
Holding	Ordinary Shares	--	--	--

Holdings: Ordinary Shares — 922,733,999 shares (Indirect, By limited liability company)

Footnotes (2)

1. F1. The ordinary shares, nominal value 0.001 GBP per share ("Ordinary Shares"), of Arm Holdings plc (the "Company") may be represented by American Depositary Shares, each representing one Ordinary Share.
2. F2. Represents shares held of record by Kronos II LLC ("Kronos II"). Kronos II is an indirect wholly-owned subsidiary of SoftBank Group Corp. ("SoftBank Group"). Kronos II is a direct wholly-owned subsidiary of Kronos I (UK) Limited, which is in turn a direct wholly-owned subsidiary of Kronos Holdco (UK) Limited, which is in turn a direct wholly-owned subsidiary of SoftBank Group Capital ("SBGC"). SBGC is an indirect wholly-owned subsidiary of SoftBank Group, whose interests are held 46% by SoftBank Group and 54% by SoftBank Group Overseas GK, a direct wholly-owned subsidiary of SoftBank Group.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many ARM shares does SoftBank report owning on this Form 3?

SoftBank Group Corp. reports indirect beneficial ownership of 922,733,999 Ordinary Shares of Arm Holdings plc. This reflects the position held through its subsidiary structure, rather than a new purchase or sale transaction.

How are SoftBank’s ARM shares held according to this filing?

The filing states the shares are held of record by Kronos II LLC, an indirect wholly owned subsidiary of SoftBank Group Corp. Ownership flows through several intermediate entities, with SoftBank ultimately controlling Kronos II.

What does the Form 3 for ARM and SoftBank represent?

This Form 3 is an initial statement of beneficial ownership, showing SoftBank’s existing indirect holdings in Arm Holdings plc. It records 922,733,999 Ordinary Shares and does not report a new buy or sell transaction.

Can ARM Ordinary Shares be traded as American Depositary Shares (ADS)?

Yes. The filing explains that Arm’s Ordinary Shares may be represented by American Depositary Shares. Each ADS represents one Ordinary Share, providing a one-to-one correspondence between ADS units and underlying Ordinary Shares.

Is SoftBank’s ownership in ARM direct or indirect in this disclosure?

The ownership reported is indirect. SoftBank Group Corp. reports beneficial ownership through Kronos II LLC, a limited liability company that is an indirect wholly owned subsidiary within its broader corporate chain.

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SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

SOFTBANK GROUP CORP.

(Last) (First) (Middle)

1-7-1 KAIGAN

MINATO-KU

(Street)

TOKYO 105-7537

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
ARM HOLDINGS PLC /UK [ ARM ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares(1)	922,733,999	I	By limited liability company(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The ordinary shares, nominal value 0.001 GBP per share ("Ordinary Shares"), of Arm Holdings plc (the "Company") may be represented by American Depositary Shares, each representing one Ordinary Share.

2. Represents shares held of record by Kronos II LLC ("Kronos II"). Kronos II is an indirect wholly-owned subsidiary of SoftBank Group Corp. ("SoftBank Group"). Kronos II is a direct wholly-owned subsidiary of Kronos I (UK) Limited, which is in turn a direct wholly-owned subsidiary of Kronos Holdco (UK) Limited, which is in turn a direct wholly-owned subsidiary of SoftBank Group Capital ("SBGC"). SBGC is an indirect wholly-owned subsidiary of SoftBank Group, whose interests are held 46% by SoftBank Group and 54% by SoftBank Group Overseas GK, a direct wholly-owned subsidiary of SoftBank Group.

Remarks:

Solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, SoftBank Group may be deemed a "director by deputization" by virtue of its director appointment rights pursuant to that certain Shareholder Governance Agreement, dated September 19, 2023, by and between SoftBank Group and the Company.

	SoftBank Group Corp., By: /s/ Yuko Yamamoto, Head of Corporate Legal Department	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)