ORIX Corporation (NYSE: IX) appoints new CEO and restructures global business units

Rhea-AI Filing Summary

ORIX Corporation is reshaping its leadership and structure. The Board has decided to appoint Hidetake Takahashi, currently President and Chief Operating Officer, as President and Chief Executive Officer effective January 1, 2026. Makoto Inoue, now Chairman and Chief Executive Officer, will step down from these roles and is expected to become Corporate Advisor after the 63rd Annual General Meeting of Shareholders scheduled for June 2026.

Alongside these changes, ORIX is implementing a wide-ranging organizational reform. The Group Strategy Business Unit, Corporate Function Unit and Legal Function Unit will be abolished, and new groupings such as the Japan & APAC Business Unit, Infrastructure Business Unit, USA & Europe Business Unit, Digital Innovation Unit, Corporate Strategy and Management Unit, HR and Administration Unit, Risk Management Unit and Legal and Compliance Unit will be established, realigning regional, functional and risk oversight responsibilities to support long-term growth.

Insights

Global financials and governance analyst

ORIX combines a CEO transition with a broad reorganization to realign global operations.

ORIX is promoting Hidetake Takahashi from President and Chief Operating Officer to President and Chief Executive Officer on January 1, 2026, while current Chairman and CEO Makoto Inoue transitions toward a Corporate Advisor role after the 63rd Annual General Meeting of Shareholders in June 2026. This signals a planned succession rather than an abrupt change, with continuity at the board level.

Concurrently, ORIX is abolishing the Group Strategy Business Unit, Corporate Function Unit and Legal Function Unit and creating regional and functional structures, including Japan & APAC, USA & Europe and Infrastructure Business Units, plus Digital Innovation, Corporate Strategy and Management, HR and Administration, Risk Management and Legal and Compliance Units. Responsibilities and executives are being reassigned so that major subsidiaries and departments sit clearly within these new units.

The actual impact will depend on how effectively the new CEO and reorganized units coordinate across regions and business lines. Subsequent disclosures in future company filings can provide more detail on how these structural and leadership changes influence performance and risk management.

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

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

THE SECURITIES EXCHANGE ACT OF 1934

For the month of December 2025

Commission File Number: 001-14856

ORIX Corporation

(Translation of Registrant’s Name into English)

World Trade Center Bldg., SOUTH TOWER, 2-4-1 Hamamatsu-cho, Minato-ku,

Tokyo, 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 ☐

Table of Contents

Material Contained in this Report

1.		“Announcement Regarding Changes in Representative Executive Officers and Chief Executive Officer”
2.		“Announcement Regarding Management Changes and Organizational Reform”

SIGNATURES

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.

		ORIX Corporation
Date: December 10, 2025		By		/s/ Yasuaki Mikami
				Yasuaki Mikami
				Member of the Board of Directors Senior Managing Executive Officer Responsible for Corporate Function Unit Responsible for Work Style Reform Project ORIX Corporation

Announcement Regarding Changes in Representative Executive Officers and Chief Executive Officer

Tokyo, Japan – December 10, 2025 – ORIX Corporation (“ORIX”) has announced changes in its Representative Executive Officers and Chief Executive Officer following a resolution passed by the Board of Directors today.

1. Changes in Representative Executive Officers and Chief Executive Officer

(1) Change in Chief Executive Officer (Effective as of January 1, 2026)

The Board of Directors has decided to appoint Hidetake Takahashi, Member of the Board of Directors, Representative Executive Officer, President as Chief Executive Officer on January 1, 2026.

New Position		Present Position		Name
Member of the Board of Directors Representative Executive Officer President and Chief Executive Officer Responsible for Digital Innovation Unit Responsible for Corporate Strategy and Management Unit		Member of the Board of Directors Representative Executive Officer President and Chief Operating Officer Responsible for Group Strategy Business Unit		Hidetake Takahashi
Member of the Board of Directors Representative Executive Officer Chairman		Member of the Board of Directors Representative Executive Officer Chairman and Chief Executive Officer		Makoto Inoue

(2) Change in Representative Executive Officer (Effective as of the date of ORIX’s 63rd Annual General Meeting of Shareholders scheduled for June 2026)

The Board of Directors has decided that Makoto Inoue, Member of the Board of Directors, Representative Executive Officer, Chairman, will retire from these positions and assume the role of Corporate Advisor on the date of the 63rd Annual General Meeting of Shareholders scheduled for June 2026.

New Position		Present Position*		Name
Corporate Advisor		Member of the Board of Directors Representative Executive Officer Chairman		Makoto Inoue

* As of January 1, 2026

2. Reason for the Changes

ORIX Group will transition to a new management structure to further drive long-term growth.

Contact Information:

Investor Relations and Sustainability Department

ORIX Corporation

Tel: +81-3-3435-3121

About ORIX Group:

ORIX Group (ORIX Corporation TSE: 8591; NYSE: IX) was established in 1964 and has grown from its roots in leasing in Japan to become a global, diverse, and unique corporate group. Today, it is active around the world in financing and investment, life insurance, banking, asset management, real estate, concession, environment and energy, automobile-related services, industrial/ICT equipment, ships and aircraft. Since expanding outside of Japan in 1971, ORIX Group has grown its business globally and now operates in around 30 countries and regions across the world with approximately 36,000 people. ORIX Group unites globally around its Purpose: “Finding Paths. Making Impact.” combining diverse expertise and innovative thinking to help our world develop in a sustainable way.

For more details, please visit our website: https://www.orix.co.jp/grp/en/

(As of September 30, 2025)

Caution Concerning Forward-Looking Statements:

These documents may contain forward-looking statements about expected future events and financial results that involve risks and uncertainties. Such statements are based on our current expectations and are subject to uncertainties and risks that could cause actual results that differ materially from those described in the forward-looking statements. Factors that could cause such a difference include, but are not limited to, those described under “Risk Factors” in the Company’s annual report on Form 20-F filed with the United States Securities and Exchange Commission and under “(4) Risk Factors” of the “1. Summary of Consolidated Financial Results” of the “Consolidated Financial Results April 1, 2024 – March 31, 2025” furnished on Form 6-K.

Announcement Regarding Management Changes and Organizational Reform

Tokyo, Japan – December 10, 2025 – ORIX Corporation (“ORIX”) today made public an announcement regarding management changes and organizational reform.

☐ Management Changes (Effective as of January 1, 2026)

New Position		Present Position		Name
Member of the Board of Directors Representative Executive Officer President and Chief Executive Officer Responsible for Digital Innovation Unit Responsible for Corporate Strategy and Management Unit		Member of the Board of Directors Representative Executive Officer President and Chief Operating Officer Responsible for Group Strategy Business Unit		Hidetake Takahashi
Member of the Board of Directors Representative Executive Officer Chairman		Member of the Board of Directors Representative Executive Officer Chairman and Chief Executive Officer		Makoto Inoue

☐ Management Changes (Effective as of the date of ORIX’s 63rd Annual General Meeting of Shareholders scheduled for June 2026)

New Position		Present Position*2		Name
Retire*1		Member of the Board of Directors Representative Executive Officer Chairman		Makoto Inoue

*1 Mr. Inoue will be appointed Corporate Advisor on the date of ORIX’s 63rd Annual General Meeting of Shareholders scheduled for June 2026.

*2 As of January 1, 2026

☐ Management Changes (Effective as of January 1, 2026)

New Position		Present Position		Name
Member of the Board of Directors Deputy President Executive Officer Responsible for Japan & APAC Business Unit		Member of the Board of Directors Deputy President Executive Officer Group Strategy Business Unit Responsible for Asia-Pacific Head of Corporate Business Headquarters Chairperson, ORIX Auto Corporation Chairperson, ORIX Rentec Corporation		Satoru Matsuzaki

New Position		Present Position		Name
Member of the Board of Directors Senior Managing Executive Officer Global General Counsel Responsible for Legal and Compliance Unit		Member of the Board of Directors Senior Managing Executive Officer Global General Counsel Responsible for Legal Function Unit		Stan Koyanagi
Senior Managing Executive Officer Responsible for USA & Europe Business Unit President and Chief Executive Officer, ORIX Corporation USA		Group Senior Managing Executive President and Chief Executive Officer, ORIX Corporation USA		Yoshiteru Suzuki
Senior Managing Executive Officer Responsible for Infrastructure Business Unit Responsible for Concession Business Development Department		Advisor		Shuji Irie
Managing Executive Officer Japan & APAC Business Unit Head of Corporate Business Headquarters		Managing Executive Officer Deputy Head of Corporate Business Headquarters		Eiji Arita
Managing Executive Officer Japan & APAC Business Unit Head of Investment and Operation Headquarters		Managing Executive Officer Head of Investment and Operation Headquarters		Seiichi Miyake
Managing Executive Officer Japan & APAC Business Unit Responsible for Maintenance Leasing Chairperson, ORIX Auto Corporation President, ORIX Rentec Corporation		Group Managing Executive President, ORIX Rentec Corporation		Yuji Kamiyauchi
Managing Executive Officer Infrastructure Business Unit Responsible for Osaka IR Business		Executive Officer Group Strategy Business Unit Responsible for CEO’s Office, New Business and Osaka IR Project Office		Nobuki Watanabe
Managing Executive Officer Responsible for Risk Management Unit		Executive Officer Group Strategy Business Unit Responsible for Enterprise Risk Management		Takashi Otsuka
Managing Executive Officer Infrastructure Business Unit Responsible for Real Estate Business Responsible for Real Estate Sales Department President, ORIX Real Estate Corporation		Group Executive President and Representative Director, ORIX Real Estate Investment Advisors Corporation		Tatsuya Kitamura
Executive Officer Japan & APAC Business Unit Deputy Head of Corporate Business Headquarters		Executive Officer Deputy Head of Corporate Business Headquarters		Tetsuya Kotera
Executive Officer Legal and Compliance Unit Responsible for Corporate legal affairs		Executive Officer Corporate Function Unit Responsible for Corporate legal affairs		Tomoko Kageura

New Position		Present Position		Name
Executive Officer Digital Innovation Unit Responsible for Operational Reform Department		Executive Officer Responsible for Group Internal Audit Department		Hiroyuki Ido
Executive Officer Infrastructure Business Unit Head of Global Transportation Services Headquarters		Executive Officer Head of Global Transportation Services Headquarters		Ryujiro Tokuma
Executive Officer Japan & APAC Business Unit Responsible for Greater China Group		Executive Officer Responsible for Greater China Group		Hao Li
Executive Officer USA & Europe Business Unit Responsible for ORIX USA		Executive Officer Group Strategy Business Unit Responsible for Credit and Investment Management		Ikuo Nakamura
Executive Officer Responsible for HR and Administration Unit Responsible for Secretariat of The Board of Directors		Executive Officer Corporate Function Unit Responsible for Human Resources, Corporate Administration and Corporate Communications Responsible for Secretariat of The Board of Directors		Tomohiko Ishihara
Executive Officer Group Kansai Representative President, ORIX Baseball Club Co., Ltd.		Executive Officer Deputy Head of Corporate Business Headquarters Group Kansai Deputy Representative		Taro Baden
Executive Officer Digital Innovation Unit Responsible for Information Security and Technology		Executive Officer Group Strategy Business Unit Responsible for Information Security Control Department Responsible for Technology Department		Tony Ahn
Executive Officer Infrastructure Business Unit Head of Energy and Eco Services Headquarters		Executive Officer Head of Energy and Eco Services Headquarters		Atsunori Sato
Executive Officer Japan & APAC Business Unit Head of Asia-Pacific Business Headquarters		Executive Officer Group Strategy Business Unit Responsible for Asia-Pacific Business		Yoshiaki Matsuoka
Executive Officer Infrastructure Business Unit Deputy Head of Global Transportation Services Headquarters		Executive Officer Deputy Head of Global Transportation Services Headquarters		Kei Kitagawa

New Position		Present Position		Name
Executive Officer Corporate Strategy and Management Unit Responsible for Treasury and Corporate Communications		Operating Officer Corporate Function Unit Responsible for Treasury Department		Hiroyuki Ishinaga
Executive Officer Corporate Strategy and Management Unit Responsible for CEO’s Office and New Business		Operating Officer Group Strategy Business Unit Deputy Head of CEO’s Office		Reiko Okubo
Group Executive Senior Managing Executive Officer, ORIX Real Estate Corporation Deputy President, DAIKYO INCORPORATED		Operating Officer Managing Executive Officer, ORIX Real Estate Corporation Deputy President, DAIKYO INCORPORATED		Atsuro Naoi
Group Executive Chief Executive Officer, Robeco Institutional Asset Management B.V.		Chief Executive Officer, Robeco Institutional Asset Management B.V.		Karin van Baardwijk
Retire*3		Member of the Board of Directors Senior Managing Executive Officer Responsible for Corporate Function Unit Responsible for Work Style Reform Project		Yasuaki Mikami
Retire*4		Executive Officer Group Kansai Representative Responsible for Real Estate Sales Department Senior Managing Executive Officer, ORIX Real Estate Corporation		Toyonori Takahashi
Retire*5		Group Managing Executive President, ORIX Real Estate Corporation		Toshinari Fukaya
Retire*6		Group Executive President, ORIX Baseball Club Co., Ltd. President, Osaka City Dome Co., Ltd.		Michio Minato

*3 Mr. Mikami will be appointed Advisor, Concession Business, Infrastructure Business Unit on January 1, 2026.

*4 Mr. Takahashi will be appointed Advisor, Osaka IR Business, Infrastructure Business Unit on January 1, 2026, and continue as Representative Director, MGM Osaka Corporation.

*5 Mr. Fukaya will be appointed Advisor, Chairperson of ORIX Real Estate Corporation on January 1, 2026.

*6 Mr. Minato will be appointed Advisor of ORIX Baseball Club Co., Ltd. on January 1, 2026.

☐ Organizational Reform (Effective as of January 1, 2026)

Group Strategy Business Unit, Corporate Function Unit and Legal Function Unit will be abolished.

Japan & APAC Business Unit, Infrastructure Business Unit, USA & Europe Business Unit, Digital Innovation Unit, Corporate Strategy and Management Unit, HR and Administration Unit, Risk Management Unit and Legal and Compliance Unit will be newly established.

Japan & APAC Business Unit:

Corporate Business Headquarters, ORIX Auto Corporation, ORIX Rentec Corporation, Greater China Group and Investment and Operation Headquarters will be incorporated into Japan & APAC Business Unit.

Asia-Pacific Business Headquarters will be newly established and incorporated into Japan & APAC Business Unit. Asia-Pacific Strategic Planning Division and Asia-Pacific Business Management Division, currently under Group Strategy Business Unit, will be incorporated into Asia-Pacific Business Headquarters.

Infrastructure Business Unit:

ORIX Real Estate Corporation, Real Estate Sales Department, Concession Business Development Department, currently under Investment and Operation Headquarters, Energy and Eco Services Headquarters and Global Transportation Services Headquarters will be incorporated into Infrastructure Business Unit.

Osaka IR Project Office, currently under Group Strategy Business Unit, will be incorporated into Infrastructure Business Unit and renamed Osaka IR Business Promotion Department.

MICE-IR Development Promotion Department, currently under ORIX Real Estate Corporation, will be incorporated into Infrastructure Business Unit and renamed Osaka IR Development Promotion Department.

USA & Europe Business Unit:

ORIX Corporation USA and ORIX Corporation Europe N.V. will be incorporated into USA & Europe Business Unit.

Digital Innovation Unit:

Information Security Control Department and Technology Department, currently under Group Strategy Business Unit, will be incorporated into Digital Innovation Unit.

Operational Reform Department will be newly established and incorporated into Digital Innovation Unit.

Corporate Strategy and Management Unit:

CEO’s Office and New Business Development Department, currently under Group Strategy Business Unit, Corporate Planning Department, Investor Relations and Sustainability Department, Corporate Communications Department, Group Accounting Department, Business Accounting Department, Group Accounting Advisory & Control Department and Treasury Department, currently under Corporate Function Unit, will be incorporated into Corporate Strategy and Management Unit.

HR and Administration Unit:

Secretariat of The Board of Directors, Group Human Resources Department and Group Corporate Administration Department, currently under Corporate Function Unit, will be incorporated into HR and Administration Unit.

Risk Management Unit:

Credit Evaluation Department, Investment Evaluation Department, Real Estate Appraisal Department, Credit and Investment Information Management Department, Transactions and Contract Documents Administration Department and ERM Department, currently under Group Strategy Business Unit, will be incorporated into Risk Management Unit.

Legal and Compliance Unit:

Global General Counsel Office and Group Compliance Department, currently under Legal Function Unit, Transaction Legal Department, Corporate Legal Department, Regulations Management Department and Financial Law Support Department, currently under Corporate Function Unit, will be incorporated into Legal and Compliance Unit.

☐ Organization Chart (Effective as of January 1, 2026)

* Extracted organizational reform parts only

Contact Information:

Investor Relations and Sustainability Department

ORIX Corporation

Tel: +81-3-3435-3121

About ORIX Group:

ORIX Group (ORIX Corporation TSE: 8591; NYSE: IX) was established in 1964 and has grown from its roots in leasing in Japan to become a global, diverse, and unique corporate group. Today, it is active around the world in financing and investment, life insurance, banking, asset management, real estate, concession, environment and energy, automobile-related services, industrial/ICT equipment, ships and aircraft. Since expanding outside of Japan in 1971, ORIX Group has grown its business globally and now operates in around 30 countries and regions across the world with approximately 36,000 people. ORIX Group unites globally around its Purpose: “Finding Paths. Making Impact.” combining diverse expertise and innovative thinking to help our world develop in a sustainable way.

For more details, please visit our website: https://www.orix.co.jp/grp/en/

(As of September 30, 2025)

Caution Concerning Forward-Looking Statements:

These documents may contain forward-looking statements about expected future events and financial results that involve risks and uncertainties. Such statements are based on our current expectations and are subject to uncertainties and risks that could cause actual results that differ materially from those described in the forward-looking statements. Factors that could cause such a difference include, but are not limited to, those described under “Risk Factors” in the Company’s annual report on Form 20-F filed with the United States Securities and Exchange Commission and under “(4) Risk Factors” of the “1. Summary of Consolidated Financial Results” of the “Consolidated Financial Results April 1, 2024 – March 31, 2025” furnished on Form 6-K.

FAQ

What leadership change does ORIX Corporation (IX) announce in this 6-K?

ORIX announces that Hidetake Takahashi, currently Member of the Board, Representative Executive Officer, President and Chief Operating Officer, will become President and Chief Executive Officer on January 1, 2026.

What is happening to current ORIX CEO Makoto Inoue?

Makoto Inoue, now Member of the Board, Representative Executive Officer, Chairman and Chief Executive Officer, will step down as Chairman and Chief Executive Officer and is scheduled to become a Corporate Advisor after the 63rd Annual General Meeting of Shareholders in June 2026.

What major organizational reforms does ORIX Corporation (IX) implement?

ORIX will abolish the Group Strategy Business Unit, Corporate Function Unit and Legal Function Unit, and establish new structures including the Japan & APAC Business Unit, Infrastructure Business Unit, USA & Europe Business Unit, Digital Innovation Unit, Corporate Strategy and Management Unit, HR and Administration Unit, Risk Management Unit and Legal and Compliance Unit.

How will ORIX’s regional businesses be structured after the reorganization?

The Japan & APAC Business Unit will oversee Corporate Business Headquarters, ORIX Auto Corporation, ORIX Rentec Corporation, Greater China Group, Investment and Operation Headquarters and a new Asia-Pacific Business Headquarters. The USA & Europe Business Unit will incorporate ORIX Corporation USA and ORIX Corporation Europe N.V.

What changes affect ORIX’s infrastructure and real estate activities?

The Infrastructure Business Unit will include ORIX Real Estate Corporation, Real Estate Sales Department, Concession Business Development Department, Energy and Eco Services Headquarters and Global Transportation Services Headquarters. The Osaka IR Project Office and MICE-IR Development Promotion Department will move under this unit with new names focused on Osaka IR promotion and development.

How is ORIX strengthening its corporate functions in the new structure?

ORIX is creating a Corporate Strategy and Management Unit to consolidate the CEO’s Office, New Business Development Department, planning, investor relations, communications and accounting departments, and a HR and Administration Unit and Risk Management Unit to centralize human resources, administration and risk-related departments.

Where can investors find more information about ORIX Group (IX)?

Investors can contact the Investor Relations and Sustainability Department at ORIX Corporation or visit the group website at https://www.orix.co.jp/grp/en/ for more details about its global businesses and corporate structure.