Nokia (NOK) uses 957,142 own shares for incentive plans

Rhea-AI Filing Summary

Nokia Corporation transferred 957,142 of its own shares from treasury without consideration to participants in its equity-based incentive plans. The transfer follows a Board resolution to use treasury shares to settle commitments under these plans.

After this transfer, Nokia holds 87,626,482 of its own shares. The change reflects settlement of share-based compensation commitments by reallocating shares from the company’s holdings to plan participants.

Key Figures

Shares transferred: 957,142 shares Own shares after transfer: 87,626,482 shares Report date: 7 August 2026

3 metrics

Shares transferred 957,142 shares Transferred without consideration to equity-based incentive plan participants on 7 August 2026

Own shares after transfer 87,626,482 shares Nokia’s treasury shares held after settling incentive plan commitments

Report date 7 August 2026 Date of stock exchange release on changes in Nokia’s own shares

Key Terms

equity-based incentive plans, own shares, without consideration, foreign private issuer

4 terms

equity-based incentive plans financial

"to participants of Nokia's equity-based incentive plans in accordance with the rules"

Equity-based incentive plans are programs that pay employees, executives or directors in company stock or stock-like instruments instead of cash, similar to giving people slices of a pie so their success depends on the pie growing. They matter to investors because they tie workers’ interests to shareholder value—encouraging performance—but can also increase the total number of shares and reduce each existing share’s ownership and earnings per share over time.

own shares financial

"The number of own shares held by Nokia Corporation following the transfer"

Shares a company owns in itself are pieces of its stock that it has bought back or is holding in a treasury account instead of being owned by outside investors. For investors this matters because those held shares reduce the number of shares available on the market and can change per-share metrics and voting power—like a shop removing some items from the shelf, which alters the supply and how value is divided among remaining owners.

without consideration financial

"shares held by the company were transferred today without consideration to participants"

Action described as "without consideration" means a transfer, issue, or agreement where one party gives something of value and receives no payment or other legal benefit in return—essentially a gift or gratuitous transfer. For investors, it matters because such transactions can change ownership stakes, dilute existing holders, affect reported assets or liabilities, and trigger legal or tax rules; think of it like someone handing out free shares or assets instead of selling them.

foreign private issuer regulatory

"Report of Foreign Private Issuer Pursuant to Rule 13a-16"

A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

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

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FAQ

What change in own shares did Nokia (NOK) report?

Nokia transferred 957,142 treasury shares without consideration to participants in its equity-based incentive plans. The transfer settled plan commitments and reduced Nokia’s own-share holdings to 87,626,482, increasing the number of shares held by plan participants instead of the company.

Why did Nokia (NOK) transfer 957,142 of its own shares?

The transfer of 957,142 shares was made to satisfy commitments under Nokia’s equity-based incentive plans. It was carried out under a Board of Directors resolution to issue shares held by the company, originally announced on 2 October 2025, as part of these compensation arrangements.

How many own shares does Nokia (NOK) hold after the transfer?

After the transfer, Nokia holds 87,626,482 of its own shares. This figure represents the remaining treasury shares following use of 957,142 shares to settle obligations to participants in the company’s equity-based incentive plans on 7 August 2026.

Were the transferred Nokia (NOK) shares sold for cash?

No. The 957,142 Nokia shares were transferred to plan participants without consideration, meaning they were not sold for a purchase price. Instead, they were used to meet obligations under equity-based incentive plans without cash payments from the recipients.

UNITED STATES

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

Report on Form 6-K dated August 07, 2026

(Commission File No. 1-13202)

Nokia Corporation

Karakaari 7

FI-02610 Espoo

Finland

(Translation of the registrant’s name into English and address of registrant’s principal executive office)

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:   x                  Form 40-F: ¨

Enclosures:

· Changes in Nokia Corporation's own shares

STOCK EXCHANGE RELEASE 1 (1)

7 August 2026

Nokia Corporation
Stock Exchange Release
7 August 2026 at 17:00 EEST

Changes in Nokia Corporation's own shares

Espoo, Finland – A total of 957 142 Nokia shares (NOKIA) held by the company were transferred today without consideration to participants of Nokia's equity-based incentive plans in accordance with the rules of the plans. The transfer is based on the resolution of the Board of Directors to issue shares held by the company to settle its commitments to participants of the incentive plans as announced on 2 October 2025.

The number of own shares held by Nokia Corporation following the transfer is 87 626 482.

About Nokia 

Nokia is a global leader in connectivity for the AI era. With expertise across fixed, mobile, and transport networks, we’re advancing connectivity to secure a brighter world. 

Inquiries: 

Nokia  

Communications 

Phone: +358 10 448 4900 

Email: press.services@nokia.com 

Maria Vaismaa, Vice President, Corporate Communications 

Nokia 

Investor Relations 

Phone: +358 931 580 507 

Email: investor.relations@nokia.com  

www.nokia.com

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant, Nokia Corporation, has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: August 07, 2026		Nokia Corporation
	By:	/s/ Johanna Mandelin
	Name:	Johanna Mandelin
	Title:	Global Head of Corporate Legal