Nokia transfers 687K treasury shares for incentives

Nokia used treasury shares to satisfy equity-based incentive plans, reducing its own-share holding while avoiding new share issuance.

Rhea-AI Filing Summary

NOKIA CORP (NOK) reported a transfer of its own shares in connection with employee compensation. On September 8, 2026, a total of 687,145 Nokia shares held as treasury shares were transferred without consideration to participants in Nokia’s equity-based incentive plans, in line with earlier Board resolutions. After this transfer, Nokia continues to hold 83,304,077 own shares, which remain available for future corporate purposes.

Filing Explained

The September 8 transfer executed Nokia’s Board-approved commitment to settle equity-plan obligations: 687,145 treasury shares went to plan participants without consideration, rather than generating cash proceeds.

Key Figures

Shares transferred from treasury: 687,145 shares Own shares held after transfer: 83,304,077 shares Transfer consideration: No cash consideration

3 metrics

Shares transferred from treasury 687,145 shares Transferred without consideration to incentive plan participants on September 8, 2026

Own shares held after transfer 83,304,077 shares Treasury shares remaining after the September 8, 2026 transfer

Transfer consideration No cash consideration Shares granted to settle equity-based incentive plan commitments

Key Terms

equity-based incentive plans, own shares, treasury shares

3 terms

equity-based incentive plans financial

"transferred today without consideration to participants of Nokia's equity-based incentive plans"

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

"Changes in Nokia Corporation's own shares"

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.

treasury shares financial

"Nokia shares (NOKIA) held by the company were transferred"

Treasury shares are a company’s own stock that it has repurchased and keeps on its books instead of canceling or leaving in the hands of outside investors. Think of them like coupons a business puts back in a drawer: they don’t vote or receive dividends while held, but they can be reissued later for employee pay or fundraising. For investors this matters because buybacks change the number of shares that count toward earnings and ownership, can boost per‑share metrics, and use corporate cash that might otherwise go to growth or dividends.

FAQ

What change in treasury shares did NOK (Nokia) report on September 8, 2026?

Nokia transferred 687,145 treasury shares without consideration to participants in its equity-based incentive plans. Following this transfer, Nokia reported that it now holds 83,304,077 own shares for potential future use.

Did Nokia (NOK) issue new shares in this 6-K event?

No. Nokia states that it transferred shares already held by the company to settle commitments under its equity-based incentive plans, rather than issuing new shares into the market.

Who received the 687,145 Nokia shares referenced in the 6-K?

The 687,145 Nokia shares were transferred without consideration to participants in Nokia’s equity-based incentive plans, in accordance with the plans’ rules and a prior Board of Directors resolution.

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

After the September 8, 2026 transfer, Nokia reports holding 83,304,077 own shares. These are treasury shares that remain on the company’s balance sheet for potential future corporate actions.

What Board decision underlies Nokia’s September 8, 2026 share transfer?

The transfer is based on a Board of Directors resolution to use shares held by the company to settle commitments under its equity-based incentive plans, as previously announced on October 2, 2025.

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

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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 September 8, 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)
	8 September 2026

Nokia Corporation
Stock Exchange Release
8 September 2026 at 17:00 EEST

Changes in Nokia Corporation's own shares

Espoo, Finland – A total of 687 145 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 83 304 077.

About Nokia

Nokia is a global leader in connectivity infrastructure, enabling the AI supercycle. We build networks that connect intelligence and deliver a comprehensive connectivity solution across fixed, mobile, IP, optical, core, and data center networks. With security by design, AI-driven innovation, and AI-optimized architecture, Nokia delivers trusted infrastructure that enables AI to scale and advances 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: September 8, 2026	Nokia Corporation
	By:	/s/ Johanna Mandelin
	Name:	Johanna Mandelin
	Title:	Global Head of Corporate Legal