Honda Motor (NYSE: HMC) 102nd shareholder meeting backs all 11 directors

Rhea-AI Filing Summary

Honda Motor Co., Ltd. reported the results of its 102nd Ordinary General Meeting of Shareholders, held on June 26, 2026, where shareholders elected eleven directors. All nominees, including President and Representative Executive Officer Toshihiro Mibe, received approval with affirmative vote ratios ranging from 90.08% to 96.90%.

The company submitted an Extraordinary Report to the relevant Japanese authority under the Financial Instruments and Exchange Act to record these resolutions and voting results. The voting rights exercised were sufficient to meet the legal approval requirements, so all director elections were duly resolved under the Companies Act.

Key Figures

Directors elected: 11 directors Affirmative votes for Toshihiro Mibe: 28,870,166 votes Affirmative votes for Mahito Shikama: 31,058,828 votes +5 more

8 metrics

Directors elected 11 directors Elected at the 102nd Ordinary General Meeting of Shareholders

Affirmative votes for Toshihiro Mibe 28,870,166 votes Director election, ratio of affirmative votes 90.08%

Affirmative votes for Mahito Shikama 31,058,828 votes Director election, ratio of affirmative votes 96.90%

Highest approval ratio 96.90% Affirmative vote ratio for director Mahito Shikama

Lowest approval ratio 90.08% Affirmative vote ratio for director Toshihiro Mibe

Meeting date June 26, 2026 Date of the 102nd Ordinary General Meeting of Shareholders

Submission date of Extraordinary Report July 1, 2026 Date Extraordinary Report submitted to Japanese authority

Quorum requirement Not less than one-third of voting rights Approval condition for proposals at the meeting

Key Terms

Extraordinary Report, Ordinary General Meeting of Shareholders, Financial Instruments and Exchange Act, voting rights, +1 more

5 terms

Extraordinary Report regulatory

"it has submitted with the relevant Japanese authority an Extraordinary Report (the “Extraordinary Report”)"

Ordinary General Meeting of Shareholders regulatory

"resolutions passed and the results of voting at the 102nd Ordinary General Meeting of Shareholders"

An ordinary general meeting of shareholders is a company’s regular annual meeting where owners vote on routine but important matters such as electing the board, approving financial statements, appointing auditors and deciding dividend policy. Think of it like an annual homeowners’ meeting where basic rules, budget items and leadership are confirmed; its results directly affect corporate oversight, financial reporting and distributions, so investors monitor it for governance and payout signals.

Financial Instruments and Exchange Act regulatory

"pursuant to the Financial Instruments and Exchange Act of Japan with respect to the resolutions passed"

voting rights financial

"shareholders present at the General Shareholders’ Meeting who hold shares representing in aggregate not less than one-third (1/3) of the voting rights"

Voting rights are the ability of shareholders to have a say in important company decisions, like choosing leaders or approving big changes. They matter because they give owners a voice in how the company is run, similar to how voters influence elections, ensuring the company acts in shareholders’ interests.

Companies Act regulatory

"therefore the matters were duly resolved under the Companies Act"

Companies Act is the primary law that sets the rules for forming, running and winding up corporations, covering directors’ duties, shareholder rights, financial reporting, audits and insolvency. For investors it matters because those rules determine how transparent and accountable a company must be, what protections shareholders have, and how risks are managed—think of the Act as a rulebook and referee that helps ensure fair play and reliable information for investment decisions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 07/01/2026 - 06:07 AM Accepted by SEC EDGAR 07/01/2026 - 06:04 AM Learn about SEC filing dates

FAQ

What did Honda Motor Co., Ltd. (HMC) announce in this Form 6-K?

Honda Motor Co., Ltd. reported the official results of its 102nd Ordinary General Meeting of Shareholders. The filing confirms director election outcomes and notes submission of an Extraordinary Report to Japanese authorities under the Financial Instruments and Exchange Act.

How many directors were elected at Honda Motor’s 102nd shareholders’ meeting?

Shareholders elected eleven directors at Honda Motor’s 102nd Ordinary General Meeting. The elected directors include Toshihiro Mibe and ten other nominees, all of whom secured sufficient affirmative votes to meet the Companies Act approval requirements in Japan.

What voting support did Toshihiro Mibe receive in the Honda (HMC) director election?

Toshihiro Mibe received 28,870,166 affirmative votes, 2,467,007 negative votes, and 610,630 abstentions. His ratio of affirmative votes was 90.08%, which exceeded the required majority threshold for approval under the applicable Japanese corporate law standards.

Which Honda Motor director nominee received the highest approval ratio?

Mahito Shikama received the highest approval ratio among the director nominees, with 31,058,828 affirmative votes and a 96.90% affirmative vote ratio. This indicates strong shareholder support relative to other candidates at the 102nd Ordinary General Meeting.

What legal requirements governed approval of proposals at Honda’s 102nd meeting?

Approval required a majority of shareholders present who collectively held at least one-third of all voting rights. The aggregate voting rights exercised before and at the meeting were sufficient, so all director election resolutions were validly adopted under the Companies Act.

What is the Extraordinary Report mentioned by Honda Motor in this filing?

The Extraordinary Report is a statutory filing submitted to Japanese authorities under Article 24-5 of the Financial Instruments and Exchange Act. It formally records resolutions passed and voting results from Honda Motor’s 102nd Ordinary General Meeting of Shareholders.

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 JULY 2026

COMMISSION FILE NUMBER: 1-07628

HONDA GIKEN KOGYO KABUSHIKI KAISHA

(Name of registrant)

HONDA MOTOR CO., LTD.

(Translation of registrant’s name into English)

2-3, Toranomon 2-chome, Minato-ku, Tokyo 105-8404, 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:

Notice of Submission of Extraordinary Report Relating to Resolutions Passed and Results of Voting at the 102nd Ordinary General Meeting of Shareholders.

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/ Koji Ito

Koji Ito

General Manager

Finance Division

Honda Motor Co., Ltd.

Date: July 1, 2026

This document is a translation from the Japanese original Notice of Resolutions passed by the 102nd Ordinary General Meeting of Shareholders of Honda Motor Co., Ltd., prepared for the convenience of shareholders outside Japan. In case of any discrepancy between the translated document and the Japanese original, the latter shall prevail.

July 1, 2026

To: Shareholders of Honda Motor Co., Ltd.

From: Honda Motor Co., Ltd.

2-3, Toranomon 2-chome,

Minato-ku, Tokyo, 105-8404

Toshihiro Mibe

Director,

President and Representative Executive Officer

Notice of Submission of Extraordinary Report Relating to Resolutions Passed

and Results of Voting at the 102nd Ordinary General Meeting of Shareholders

Honda Motor Co., Ltd. (hereinafter referred to as “the Company”) hereby notifies you as follows that it has submitted with the relevant Japanese authority an Extraordinary Report (the “Extraordinary Report”) on July 1, 2026 pursuant to the Financial Instruments and Exchange Act of Japan with respect to the resolutions passed and the results of voting at the 102nd Ordinary General Meeting of Shareholders of the Company held on June 26, 2026 (the “General Shareholders’ Meeting”).

Particulars

1. Reason for Submitting the Extraordinary Report

The Company has submitted the Extraordinary Report pursuant to Article 24-5, Paragraph 4 of the Financial Instruments and Exchange Act and Article 19, Paragraph 2, Item 9-2 of the Cabinet Office Ordinance concerning Disclosure of Corporate Affairs, etc. to report on the matters resolved and the results of voting at the General Shareholders’ Meeting.

2. Details of the Extraordinary Report

(1) Date on which the General Shareholders’ Meeting was held:

June 26, 2026

(2) Details of the matters resolved:

ITEM: Election of Eleven (11) Directors

Eleven (11) Directors were elected: Toshihiro Mibe, Noriya Kaihara, Mahito Shikama, Asako Suzuki, Jiro Morisawa, Kunihiko Sakai, Fumiya Kokubu,

Yoichiro Ogawa, Kazuhiro Higashi, Ryoko Nagata, and Mika Agatsuma.

(3) Number of affirmative votes, negative votes and abstentions in respect of the matters for resolution described above, requirements for the approval of such matters for resolution and results of voting:

Proposals		Number of affirmative votes				Number of negative votes				Number of abstentions				Ratio of affirmative votes (%)				Approved/ disapproved
ITEM  Election of Eleven (11) Directors
Toshihiro Mibe			28,870,166				2,467,007				610,630				90.08				Approved
Noriya Kaihara			30,108,664				1,228,510				610,633				93.94				Approved
Mahito Shikama			31,058,828				888,883				101				96.90				Approved
Asako Suzuki			29,609,686				1,727,484				610,639				92.38				Approved
Jiro Morisawa			29,659,349				1,677,820				610,639				92.54				Approved
Kunihiko Sakai			30,283,547				1,053,621				610,639				94.49				Approved
Fumiya Kokubu			29,738,894				1,582,978				625,928				92.79				Approved
Yoichiro Ogawa			30,335,481				1,001,694				610,639				94.65				Approved
Kazuhiro Higashi			29,834,686				1,502,482				610,639				93.09				Approved
Ryoko Nagata			30,468,604				868,573				610,639				95.06				Approved
Mika Agatsuma			30,274,674				1,062,493				610,639				94.46				Approved

Notes:

(i) The requirement for approval of matters for resolution is as follows:

A majority vote of the shareholders present at the General Shareholders’ Meeting who hold shares representing in aggregate not less than one-third (1/3) of the voting rights of all shareholders entitled to vote.

(ii) The ratio of affirmative votes is the ratio of the aggregate of the number of voting rights exercised prior to the General Shareholders’ Meeting and the number of votes by the shareholders present at the General Shareholders’ Meeting, through which approval was able to be ascertained for each of the proposals, against the aggregate of the number of voting rights exercised prior to the General Shareholders’ Meeting and the number of voting rights of all the shareholders present at the General Shareholders’ Meeting.

(4) Reasons for not including certain number of votes by shareholders present at the meeting in the number of votes mentioned above:

The aggregate number of (a) the voting rights exercised prior to the General Shareholders’ Meeting and (b) the votes by shareholders present at the General Shareholders’ Meeting, through which approval or disapproval was able to be ascertained for each of the proposals, was sufficient to meet the approval requirements and therefore the matters were duly resolved under the Companies Act. Accordingly, the numbers of votes by the shareholders present at the General Shareholders’ Meeting, but for which approval, disapproval or abstention for each proposal could not be confirmed, were not included in the numbers of affirmative votes/negative votes/abstentions mentioned in paragraph (3) above.