Nokia (NYSE: NOK) allocates 536,655 shares under equity incentive plans

Rhea-AI Filing Summary

Nokia Corporation reported a routine change in its own shares related to employee incentives. The company transferred a total of 536,655 Nokia shares held in treasury, without any cash consideration, to participants in its equity-based incentive plans, in line with previously approved plan rules and a Board resolution announced on 22 November 2024. After this transfer, Nokia holds 150,373,657 of its own shares. The update does not involve a public offering, but reflects share-based compensation to employees and other plan participants.

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Accepted by SEC EDGAR 10/07/2025 - 10:46 AM Learn about SEC filing dates

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 October 7, 2025

(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:

· Stock Exchange Release: Changes in Nokia Corporation's own shares

STOCK EXCHANGE RELEASE           1 (1)  7 October 2025

Nokia Corporation
Stock Exchange Release
7 October 2025 at 16:00 EEST

Changes in Nokia Corporation's own shares

Espoo, Finland – A total of 536 655 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 22 November 2024.

The number of own shares held by Nokia Corporation following the transfer is 150 373 657.

About Nokia

At Nokia, we create technology that helps the world act together.

As a B2B technology innovation leader, we are pioneering networks that sense, think and act by leveraging our work across mobile, fixed and cloud networks. In addition, we create value with intellectual property and long-term research, led by the award-winning Nokia Bell Labs, which is celebrating 100 years of innovation.

With truly open architectures that seamlessly integrate into any ecosystem, our high-performance networks create new opportunities for monetization and scale. Service providers, enterprises and partners worldwide trust Nokia to deliver secure, reliable and sustainable networks today – and work with us to create the digital services and applications of the future.

Inquiries:

Nokia Communications

Phone: +358 10 448 4900

Email: press.services@nokia.com

Maria Vaismaa, Global Head of External 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: October 7, 2025		Nokia Corporation
	By:	/s/ Johanna Mandelin
	Name:	Johanna Mandelin
	Title:	Vice President, Corporate Legal

FAQ

What did Nokia (NOK) report in this Form 6-K?

Nokia reported the transfer of 536,655 treasury shares to participants in its equity-based incentive plans, with no cash consideration involved.

How many Nokia shares were transferred under the incentive plans?

Nokia transferred 536,655 shares held by the company to participants of its equity-based incentive plans, in accordance with the plans’ rules.

How many own shares does Nokia hold after this transfer?

Following the transfer, Nokia holds 150,373,657 of its own shares.

Did Nokia receive any cash proceeds from these share transfers?

No. The 536,655 Nokia shares were transferred without consideration as part of equity-based incentive plans.

What is the purpose of Nokia’s equity-based incentive plans?

The equity-based incentive plans are designed to compensate and incentivize participants with Nokia shares, as approved by the Board and governed by the plans’ rules.

Who authorized the transfer of Nokia’s own shares?

The transfer is based on a resolution of Nokia’s Board of Directors to use shares held by the company to settle commitments under the incentive plans.

Where can investors get more information about Nokia’s investor relations?

Investors can contact Nokia Investor Relations by phone at +358 931 580 507 or by email at investor.relations@nokia.com, and visit www.nokia.com.