Welcome to our dedicated page for Nokia SEC filings (Ticker: NOK), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Nokia Corporation’s SEC filings document its status as a foreign private issuer and its formal disclosures to U.S. markets through Form 6-K reports. The filing record includes stock exchange releases covering manager share transactions, share-based incentive arrangements, transfers of Nokia’s own shares and governance actions approved by corporate bodies.
Recent filings also describe Annual General Meeting resolutions, adoption of financial statements, remuneration reporting, board authorizations for asset distributions and dividend-related decisions. For Nokia, these regulatory documents connect capital structure, insider and manager transaction reporting, shareholder approvals, board authority and recurring governance disclosures to its global connectivity business across fixed, mobile and transport networks.
Nokia Corporation outlines key proposals for its 2026 Annual General Meeting, scheduled for 9 April 2026 in Helsinki. The Board plans a leadership transition, with Chair Sari Baldauf stepping down and current director Timo Ihamuotila proposed as the new Chair, and Meredith Whittaker proposed as a new Board member.
The Board proposes keeping Board and committee fees at current levels, with about 40% of annual fees paid in Nokia shares. It also seeks authorization to distribute an aggregate maximum of EUR 0.14 per share as dividend and/or from the reserve for invested unrestricted equity, potentially in four installments through early 2027.
Nokia further proposes re-electing Deloitte Oy as both auditor and sustainability reporting assurer for the 2027 financial year. The Board requests authority to issue and to repurchase up to 550 million shares, less than 10% of total shares, for capital structure management, incentive plans, transactions, or cancellation.
Nokia reported Q4 2025 results broadly in line with its expectations, with modest growth but weaker profitability. Q4 net sales rose to EUR 6.1 billion, up 2% year-on-year, while reported operating profit fell to EUR 540 million and margin to 8.8% as costs increased.
For full year 2025, net sales grew to EUR 19.9 billion, but reported operating profit dropped to EUR 885 million from 1.97 billion, and diluted EPS declined to 0.12 from 0.23. Comparable operating profit was EUR 2.0 billion, with margin of 10.2%.
Network Infrastructure was the standout, with Q4 net sales of EUR 2.4 billion, up 19% reported, supported by strong Optical Networks and AI and cloud demand. Mobile Networks grew 6% in Q4, while Cloud and Network Services and Nokia Technologies saw lower sales.
The Board proposes authorization to distribute up to EUR 0.14 per share for the 2025 financial year and has declared a EUR 0.03 fourth installment dividend for 2024. Net cash and interest-bearing financial investments declined to EUR 3.4 billion, partly reflecting a EUR 0.5 billion cash outflow from taking full ownership of Nokia Shanghai-Bell in China.
For 2026, Nokia targets EUR 2.0–2.5 billion in comparable operating profit, 6–8% Network Infrastructure net sales growth, capital expenditures of EUR 900–1,000 million, and free cash flow conversion of 55–75%, while pursuing EUR 400 million in recurring gross cost savings.
Nokia Corporation filed a Form 6-K describing the transfer of shares held in treasury to fulfill its employee incentive commitments. The company moved 6,332,357 Nokia shares from its own holdings, without payment, to participants in its equity-based incentive plans under a prior Board resolution. After this transfer, Nokia held 141,914,507 of its own shares.
The report also lists individual manager transactions under EU Market Abuse rules, all classified as receipt of share-based incentives outside a trading venue. Named recipients include senior managers Louise Fisk, Patrik Hammarén, David Heard, Esa Niinimäki, Raghav Sahgal and Chief Financial Officer Marco Wirén, who received 35,987 shares. These disclosures document equity compensation rather than open-market buying or selling.
Nokia Corporation filed an update correcting a previous announcement about its own shares. A stock exchange release published on 9 December 2025 misstated the number of Nokia’s own shares held after a share transfer. The earlier figure of 149 246 864 was incorrect; the correct number of own shares held by Nokia following the transfer is 148 246 864.
The company also reiterates that a total of 1 020 316 Nokia shares held in treasury were transferred without payment to participants in Nokia’s equity-based incentive plans, in line with a Board resolution announced on 22 November 2024. These shares were used to meet commitments under those incentive plans, reducing Nokia’s treasury share balance to the corrected level.
Nokia Corporation reported that it has transferred a total of 1 020 316 Nokia shares held by the company to participants in its equity-based incentive plans. The shares were transferred without consideration, meaning the recipients did not pay for them, and the move follows a prior Board of Directors resolution announced on 22 November 2024 to use company-held shares to settle commitments under these incentive plans.
After this transfer, Nokia Corporation holds 149 246 864 of its own shares. These transactions reflect the ongoing use of share-based compensation to reward and retain personnel involved in the company’s long-term incentive programs.
Nokia Corporation released its financial calendar for 2026, outlining when key reports and events are planned. The company plans to publish its Nokia in 2025 annual report, including the Board of Directors’ review and audited annual accounts, during the week starting on 2 March 2026. Nokia also announced that its 2026 Annual General Meeting is planned to be held on 9 April 2026. These dates indicate when shareholders and analysts can expect the next full set of audited financial information and the main annual shareholder meeting.
Nokia Corporation plans to delist its shares from the regulated market of Euronext Paris after approval by the Board of Euronext Paris. The delisting is anticipated to take effect on 31 December 2025, with the last trading day on Euronext Paris on 30 December 2025. Nokia states this change will not affect its day-to-day operations in France or its listings on Nasdaq Helsinki and the New York Stock Exchange.
A voluntary sales facility will run from 2 December 2025 to 15 December 2025, allowing holders of Nokia shares held through Euroclear France to sell via Société Générale, which will then sell the shares on Nasdaq Helsinki from 2 January 2026 at market prices. Nokia will cover centralization and brokerage fees for sales through this facility, but neither Nokia nor Société Générale guarantees the sale price. Shareholders may instead keep their shares and arrange future trading via Nasdaq Helsinki subject to their intermediaries’ terms.
Nokia Corporation is overhauling its strategy and operating model to focus on the AI-driven transformation of networks. The company will target comparable operating profit of EUR 2.7–3.2 billion by 2028, up from EUR 2.0 billion generated in the last 12 months from Q4 2024 to Q3 2025.
From 1 January 2026, Nokia will simplify into two primary operating segments: Network Infrastructure and Mobile Infrastructure, plus a separate Portfolio Businesses segment for non-core units under strategic review. Over the last 12 months, Network Infrastructure generated net sales of EUR 7.8 billion with a 10% operating margin, while Mobile Infrastructure delivered EUR 11.6 billion of net sales with a 13% operating margin. Portfolio Businesses produced net sales of EUR 0.9 billion and an operating loss of EUR 0.1 billion.
On a comparable basis, Nokia’s total net sales were EUR 20.3 billion and comparable operating profit was EUR 2.0 billion, a 10% margin, shown pro forma for the Infinera acquisition. Leadership changes and a new defense incubation unit are intended to support the AI and defense-related opportunity areas.
Nokia Corporation filed a Form 6-K reporting managers’ transactions under EU MAR Article 19. On November 13, 2025, three senior managers acquired Nokia shares on NASDAQ Helsinki (ISIN FI0009000681). Louise Fisk purchased 135 shares at a unit price of 6.0601. Raghav Sahgal purchased 2,192 shares at a unit price of 6.0601. Tommi Uitto purchased 5 shares at a unit price of 6.0572.
All transactions were notified as initial notifications and executed on the XHEL venue. The filing lists Nokia’s standard company and investor relations contacts.
Nokia Corporation completed a directed share issuance to NVIDIA, resulting in 166,389,351 new Nokia shares being registered and delivered to NVIDIA in the form of American Depositary Shares. Following this issuance and registration, Nokia’s total share count is 5,742,239,696, with the new shares representing approximately 2.90% of the total.
The new shares are expected to begin trading on Nasdaq Helsinki on or about 14 November 2025 alongside other Nokia shares. The new shares will not be listed on Euronext Paris, subject to the completion of the previously announced delisting process.