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  4. [Form 4] NOMURA HOLDINGS INC Insider Trading Activity

Nomura Holdings (NMR) executive receives multiple notional stock unit grants

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Kato Sotaro reported acquisition or exercise transactions in this Form 4 filing.

Nomura Holdings executive Kato Sotaro reported equity-related compensation in the form of cash-settled notional stock units and updated share holdings. He directly holds 62,774 shares of Common Stock. He also received three grants of Notional Stock Units of 27,655, 27,655 and 27,656 units, each representing the right to receive cash equal to one share of Common Stock and linked to future dates in 2027, 2028 and 2029.

Positive

  • None.

Negative

  • None.
Insider Kato Sotaro
Role See Remarks
Type Security Shares Price Value
Grant/Award Notional Stock Units 27,656 $0.00 --
Grant/Award Notional Stock Units 27,655 $0.00 --
Grant/Award Notional Stock Units 27,655 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Notional Stock Units — 69,091 shares (Direct, null); Common Stock — 62,774 shares (Direct, null)
Footnotes (1)
  1. Each Notional Stock Unit represents the right to receive cash equal in value to one share of Common Stock. No separate Expiration Date.
Direct common stock holdings 62,774 shares Total shares of Common Stock held directly after reported transactions
Notional Stock Unit grant 1 27,655 units Notional Stock Units with underlying Common Stock; exercise date April 1, 2029
Notional Stock Unit grant 2 27,655 units Notional Stock Units with underlying Common Stock; exercise date April 1, 2028
Notional Stock Unit grant 3 27,656 units Notional Stock Units with underlying Common Stock; exercise date April 1, 2027
NSU holdings series 1 124,401 units Total Notional Stock Units reported following the 27,655-unit grant with 2029 exercise date
NSU holdings series 2 96,746 units Total Notional Stock Units reported following the 27,655-unit grant with 2028 exercise date
NSU holdings series 3 69,091 units Total Notional Stock Units reported following the 27,656-unit grant with 2027 exercise date
Notional Stock Units financial
"Security title listed as Notional Stock Units with underlying Common stock"
Common Stock financial
"Security title identified as Common Stock with 62,774 shares held"
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
grant/award acquisition financial
"Transaction action described as grant/award acquisition for Notional Stock Units"
derivative financial
"Transaction type categorized as derivative for Notional Stock Unit awards"
A derivative is a financial contract whose value depends on the price or performance of another asset or measure — for example a stock, index, interest rate, commodity, or currency. Investors use derivatives like insurance or leveraged bets to hedge risk, speculate, or gain exposure without owning the underlying asset; they can protect portfolios but also amplify losses and introduce counterparty and market risk.
total shares following transaction financial
"Field shows total shares following transaction for each security"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Kato Sotaro
(Last)(First)(Middle)
13-1, NIHONBASHI 1-CHOME, CHUO-KU
(Street)
TOKYOJAPAN103-8645
(City)(State)(Zip)
JAPAN
(Country)		2. Issuer Name and Ticker or Trading Symbol
NOMURA HOLDINGS INC [ NMR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
[TSE: 8604]
3. Date of Earliest Transaction (Month/Day/Year)
05/25/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock62,774D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Notional Stock Units(1)(1)05/25/2026A27,65604/01/2027 (2)Common stock27,656$069,091D
Notional Stock Units(1)(1)05/25/2026A27,65504/01/2028 (2)Common stock27,655$096,746D
Notional Stock Units(1)(1)05/25/2026A27,65504/01/2029 (2)Common stock27,655$0124,401D
Explanation of Responses:
1. Each Notional Stock Unit represents the right to receive cash equal in value to one share of Common Stock.
2. No separate Expiration Date.
Remarks:
Executive Officer, CRO (Chief Risk Officer)
/s/ Takashi Futaki, as Attorney-in-fact05/25/2026
** Signature of Reporting PersonDate
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 4 (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 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider activity did Kato Sotaro report for Nomura Holdings (NMR)?

Kato Sotaro reported updated holdings and new equity-based compensation awards. He directly holds 62,774 shares of Common Stock and received three grants of Notional Stock Units tied to future dates, each unit representing cash equal to one Nomura common share.

How many Nomura Holdings (NMR) common shares does Kato Sotaro now hold directly?

He holds 62,774 shares of Common Stock directly following the reported transactions. This figure reflects his direct equity stake in Nomura, separate from his notional stock unit awards, which are cash-settled instruments referenced to common shares.

What Notional Stock Unit grants did Kato Sotaro receive from Nomura Holdings (NMR)?

He received three grants of Notional Stock Units: two awards of 27,655 units and one award of 27,656 units. Each unit represents the right to receive cash equal in value to one share of Nomura common stock at future dates.

How do the Notional Stock Units reported by Kato Sotaro for Nomura (NMR) work?

Each Notional Stock Unit represents a right to receive cash equal to one Nomura common share. These are compensation awards, not current share deliveries, with specific future dates when the cash-settled value becomes payable, according to the filing details.

Are Kato Sotaro’s Notional Stock Units in Nomura Holdings (NMR) traditional stock options?

No, they are Notional Stock Units, not standard stock options. The filing states each unit pays cash equal to one common share’s value, rather than delivering actual shares, providing equity-linked compensation without immediate stock issuance.