ORIX Corporation (NYSE: IX) updates F-3 with 4.450% 2030 note exhibits

Rhea-AI Filing Summary

ORIX Corporation filed a Form 6-K as a foreign private issuer, primarily to add new exhibits to its existing shelf registration on Form F-3. The filing incorporates these materials by reference into the related prospectus.

The exhibits include the form of Global Note for ORIX’s 4.450% Notes due 2030, along with legal opinions from Mitsui Company and Davis Polk & Wardwell LLP and their related consents. The report is signed on behalf of ORIX by Yasuaki Mikami, a board member and Senior Managing Executive Officer.

Form 6-K: How Foreign Companies Report to the SEC →

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 September 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 ☐

Exhibit Index

The information and exhibits set forth in this Form 6-K shall be deemed to be incorporated by reference into the prospectus forming a part of ORIX Corporation’s Registration Statement on Form F-3 (File No. 333-273159) and to be a part of such prospectus from the date of the filing thereof.

Exhibit		Description
4.1		Form of Global Note for 4.450% Notes due 2030
5.1		Opinion of Mitsui Company
5.2		Opinion of Davis Polk & Wardwell LLP
23.1		Consent of Mitsui Company (included in exhibit 5.1)
23.2		Consent of Davis Polk & Wardwell LLP (included in exhibit 5.2)

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 : September 9, 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

FAQ

What is ORIX Corporation (IX) reporting in this Form 6-K?

ORIX Corporation is submitting a Form 6-K to provide exhibits that are incorporated by reference into its existing Form F-3 registration statement. These exhibits include a form of Global Note for 4.450% Notes due 2030 and supporting legal opinions and consents from external counsel.

How does this Form 6-K relate to ORIX Corporation’s Form F-3?

The Form 6-K states that the information and exhibits are deemed incorporated by reference into the prospectus forming part of ORIX Corporation’s Form F-3 registration statement. This means the new note form, legal opinions, and consents become part of the disclosure available under that shelf registration.

What securities are referenced in ORIX Corporation’s 6-K filing?

The filing references a form of Global Note for ORIX Corporation’s 4.450% Notes due 2030. The exhibit provides the contractual template for those notes, which are tied to ORIX’s existing Form F-3 shelf registration and supported by the accompanying legal opinions and consents.

Which legal opinions are included as exhibits in ORIX (IX) Form 6-K?

The Form 6-K includes an opinion of Mitsui Company and an opinion of Davis Polk & Wardwell LLP. Each law firm also provides a related consent, allowing their opinions to be used within the Form F-3 prospectus that this 6-K supplements by incorporation.

Who signed ORIX Corporation’s September 2025 Form 6-K filing?

The Form 6-K is signed on behalf of ORIX Corporation by Yasuaki Mikami. He is identified as a Member of the Board of Directors and Senior Managing Executive Officer, responsible for the Corporate Function Unit and the Work Style Reform Project at ORIX Corporation.

What is the significance of the 4.450% Notes due 2030 mentioned by ORIX (IX)?

The 4.450% Notes due 2030 are referenced through a form of Global Note filed as an exhibit. This document sets out the standardized terms for those notes and is incorporated into ORIX’s Form F-3 prospectus, alongside legal opinions confirming the validity of the securities structure.