Nomura Hldgs SEC Filings

Nomura Holdings, Inc. reports on its ongoing share buyback program and treasury share activity for the period from November 1 to November 30, 2025. Under a board authorization dated April 25, 2025 for repurchases of up to 100,000,000 common shares or JPY 60,000,000,000, the company had cumulatively repurchased 66,790,900 shares for JPY 59,999,913,930 as of November 30, 2025, representing 66.8% of the share limit and 100.0% of the monetary limit. No share repurchases occurred during the November reporting month. During the month, 131,500 shares were issued through exercises of stock acquisition rights for an aggregate amount of JPY 75,086,500. As of November 30, 2025, total issued shares were 3,163,562,601, with 229,335,006 shares held in treasury.

Nomura America Finance, LLC, fully guaranteed by Nomura Holdings, Inc., is offering unsecured Autocallable Contingent Coupon Barrier Notes linked to the least performing of the Russell 2000 Index, Nasdaq-100 Technology Sector Index and S&P 500 Index, maturing in December 2028.

The notes pay a contingent monthly coupon of at least 1.021% (equivalent to at least 12.25% per year) only if on each observation date all three indexes are at or above 75% of their initial levels. Starting in September 2026, the notes are automatically called at par plus the applicable coupon if on a call observation date all three indexes are at or above 100% of their initial levels.

If the notes are not called, principal is protected at maturity only if the least performing index is at or above 70% of its initial level; otherwise repayment is reduced 1-for-1 with the index loss and investors can lose their entire investment. The estimated value at trade date is expected to be between $946.10 and $976.10 per $1,000, below the 100% price to public, and the notes are not bank deposits or FDIC insured.

Nomura America Finance, LLC, fully guaranteed by Nomura Holdings, Inc., is offering issuer redeemable contingent coupon barrier notes linked to the worst performer of the S&P 500, Russell 2000 and Nasdaq-100 indices, maturing December 19, 2030. The notes pay a contingent monthly coupon of at least 0.8917% (at least 10.70% per year) only when all three indices are at or above 70% of their initial levels on each observation date. If the issuer calls the notes on any optional redemption date starting December 21, 2026, investors receive principal plus any due coupon. If the notes are not redeemed and the worst-performing index finishes below 70% of its initial level at maturity, investors lose principal in line with that decline, up to a total loss. The estimated value at pricing is expected between $940.60 and $970.60 per $1,000, below the 100% issue price, reflecting fees, hedging costs and structuring margins.

Nomura America Finance, fully guaranteed by Nomura Holdings, is issuing $982,000 of Senior Global Medium‑Term Notes, Series A, in the form of Autocallable Memory Coupon Barrier Notes linked to the common stock of Sandisk Corporation (SNDK) and Dollar General Corporation (DG), maturing December 13, 2027.

The notes pay a contingent coupon of 7.0625% quarterly

If the notes are not called and the worst‑performing stock finishes below its 50% barrier, investors lose principal on a 1‑for‑1 basis, up to a total loss. The estimated value is $885.30 per $1,000, below the 100% issue price, reflecting fees, hedging costs and structuring margins, and the notes carry Nomura’s unsecured credit risk.

Nomura America Finance, LLC, guaranteed by Nomura Holdings, Inc., is offering $6,490,000 of unsecured, index-linked notes tied to the S&P 500, Russell 2000 and Nasdaq‑100. The notes pay a contingent monthly coupon of $10 per $1,000 face amount (1.00%) only if each index is at or above 70% of its initial level on the observation date. At maturity on December 13, 2027, if not previously redeemed, investors receive $1,000 per note if the worst-performing index is at or above 70% of its initial level, or a reduced amount based on that index’s loss, with the possibility of a total loss of principal. Nomura may redeem the notes at par plus any due coupon on monthly dates from March 12, 2026 through November 12, 2027. The estimated value at pricing is $981.70 per $1,000, below the issue price, reflecting fees, costs and hedging.

Nomura Holdings, Inc. has completed its acquisition of Macquarie’s U.S. and European public asset management business for US$1.8 billion. The transaction adds approximately US$166 billion in client assets under management as of October 31, 2025, spanning equities, fixed income and multi-asset strategies, which will operate under the global Nomura Asset Management brand.

Nomura is combining these acquired operations with its private markets arm, Nomura Capital Management, and its high-yield business, Nomura Corporate Research and Asset Management, to create Nomura Asset Management International within its Investment Management division. The new business will be led by CEO Shawn Lytle and President and Deputy CEO Robert Stark, reflecting a strengthened management structure in New York and Philadelphia.

Nomura and Macquarie have also formalized a strategic partnership to distribute select Macquarie private funds to U.S. high-net-worth and family office clients and to co-develop investment solutions for clients in the U.S. and Japan, supporting Nomura’s long-term 2030 Management Vision.

Nomura America Finance, LLC is offering unsecured autocallable contingent coupon barrier notes, fully guaranteed by Nomura Holdings, Inc., linked to the least performing of the S&P 500 Index, Russell 2000 Index and Nasdaq-100 Index and maturing on December 11, 2026. Investors may receive quarterly contingent coupons of at least 4.095% of principal if on each observation date every index is at or above 80% of its initial value, and the notes can be automatically called from March 9, 2026 at par plus the applicable coupon if each index is at or above its initial level.

If the notes are not called and the least performing index finishes below 80% of its initial value on the final valuation date, repayment of principal is reduced one-for-one with the index loss, up to a complete loss of the $1,000 principal per note. The issuer’s estimated value is expected to range between $948.30 and $978.30 per $1,000 note, below the 100% price to public, and the notes will not be listed on any exchange and have a $10,000 minimum investment.

Nomura America Finance, LLC, fully guaranteed by Nomura Holdings, Inc., is issuing $2,778,000 of Senior Global Medium-Term Notes, Series A, in the form of autocallable contingent coupon barrier notes linked to the least performing of the Russell 2000 Index and the Nasdaq‑100 Index, maturing on November 26, 2030.

The notes pay a 2.20% quarterly contingent coupon (8.80% per year) of $22 per $1,000, only if on each observation date both indices are at or above their coupon barriers set at 75% of initial values (RTY 1,777.190; NDX 18,179.68). They are automatically called, starting May 2026, if both indices are at or above their initial levels, returning principal plus the applicable coupon.

If not called and the final level of the worst index is at or above its 75% barrier, holders receive $1,000 plus the final coupon per note. If the worst index finishes below its barrier, repayment is reduced 1‑for‑1 with the index loss, up to a total loss of principal. The notes are unsecured, not FDIC‑insured, carry Nomura credit risk, may have limited liquidity, and have an estimated value of $940.30 per $1,000, below the 100% issue price. The agent’s commission is 3.00% with proceeds to issuer of 97.00%.

Nomura America Finance, LLC, fully guaranteed by Nomura Holdings, Inc., is offering US$500,000 of Autocallable Contingent Coupon Barrier Notes linked to the worst performer of the S&P 500, Russell 2000 and Nasdaq-100 indices. The notes are priced at 100% of principal with a 1% selling commission, providing proceeds of 99% to the issuer.

The notes pay a 3.395% quarterly contingent coupon ($33.95 per $1,000) only if on each observation date all three indices are at or above their contingent coupon barriers, set at 75% of their initial values, which are also the barrier levels for principal protection at maturity. The notes are automatically called on or after February 20, 2026 if each index is at or above 100% of its initial value, returning principal plus the coupon.

If the notes are not called and the final value of the worst-performing index is below its barrier, investors receive $1,000 plus $1,000 times that index’s performance, resulting in up to a 100% loss of principal. The notes are unsecured obligations, not FDIC insured, and carry Nomura credit risk. The estimated value is $983.70 per $1,000, less than the price to public.