Nokia (NOK) grants 1.22M treasury shares to equity incentive plan participants

Rhea-AI Filing Summary

Nokia Corporation reported a transfer of 1,222,899 of its own shares to participants in its equity-based incentive plans. The shares were transferred without consideration, meaning recipients did not pay for them, as part of long-term compensation programs.

The transfer follows an earlier Board of Directors resolution to use shares held by the company to settle commitments under these incentive plans. After this transaction, Nokia holds 138,068,956 of its own shares. This is a routine share-based compensation action aimed at rewarding and retaining personnel.

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 March 18, 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   18 March 2026 1 (1)

Nokia Corporation
Stock Exchange Release
18 March 2026 at 16:30 EET

Changes in Nokia Corporation's own shares

Espoo, Finland – A total of 1 222 899 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 138 068 956.

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: March 18, 2026	Nokia Corporation
	By:	/s/ Johanna Mandelin
	Name:	Johanna Mandelin
	Title:	Vice President, Corporate Legal

FAQ

What did Nokia (NOK) announce regarding its own shares on this 6-K?

Nokia announced it transferred 1,222,899 of its own shares to participants in its equity-based incentive plans. The transfer was made without consideration, settling commitments under existing long-term incentive arrangements approved by the Board of Directors.

How many Nokia (NOK) treasury shares remain after the latest transfer?

After the transfer, Nokia holds 138,068,956 of its own shares. These are treasury shares that remain on the company’s balance sheet and can be used for future purposes such as incentive plans or other corporate actions, subject to relevant approvals.

Why did Nokia (NOK) transfer 1,222,899 shares without consideration?

The shares were transferred without consideration to participants in Nokia’s equity-based incentive plans. This settles commitments under those plans, aligning employee compensation with shareholder interests through share-based rewards rather than cash payments.

What prior decision authorized Nokia’s latest share transfer under incentive plans?

The transfer is based on an earlier resolution by Nokia’s Board of Directors to use shares held by the company to settle commitments under its equity-based incentive plans. This resolution was previously announced on 2 October 2025.

Does the Nokia (NOK) share transfer involve any cash proceeds for the company?

No, the shares were transferred without consideration, meaning Nokia did not receive cash for them. The transaction functions as a share-based component of employee and management compensation under the company’s equity incentive programs.