Sony spin-off note: accounting carrying amount, not market value for SFGI shares

Rhea-AI Filing Summary

Sony Group Corp. discloses that the carrying amount of the portion of SFGI shares distributed as dividends in kind through a spin-off is recorded in Sony's standalone financial statements under J-GAAP. The statement clarifies that the per-share amount referenced reflects the accounting carrying amount and does not represent any actual trading price or the equity value of SFGI shares. The filing also notes a reference to prior disclosure titled "Resolution for Execution of Partial Spin-off of Financial Services Business" for details on accounting treatments and mentions a proportion of distributed assets for Japanese tax purposes and the spin-off's impact on Sony’s consolidated results without providing numerical details in this excerpt.

Positive

• Clarifies accounting basis for dividend-in-kind: SFGI shares are recorded at J-GAAP carrying amount in Sony's standalone statements
• Explicitly warns that the per-share amount is an accounting carrying amount and not an actual trading price or equity value
• References prior disclosure for detailed accounting treatment, guiding readers to additional information

Negative

• No numeric carrying amounts or per-share figures are provided in this excerpt
• No quantified proportion of distributed assets for Japanese tax purposes is stated here
• No detailed impact on Sony’s consolidated results is included in the provided text

Insights

Financial Analyst

TL;DR: Sony states the distributed SFGI shares are recorded at J-GAAP carrying amounts and warns these figures are not market values.

This disclosure is an accounting clarification rather than a valuation. It informs investors that dividend-in-kind entries for SFGI use carrying amounts in Sony's standalone books under J-GAAP. The filing explicitly separates accounting carrying value from market or equity value, reducing risk of misinterpretation of the figures as market prices. The excerpt lacks numeric figures, timing, or quantified impact on consolidated results, so material financial effects cannot be assessed from this text alone.

Corporate Governance Expert

TL;DR: The company documents accounting treatment and tax/impact topics but provides no concrete numbers in this excerpt.

From a governance and disclosure standpoint, Sony references the appropriate J-GAAP basis for recording dividend-in-kind and points stakeholders to a prior resolution for fuller accounting detail. The note that the carrying amount is not a trading price is a prudent disclosure to avoid misleading interpretations. However, stakeholders seeking material specifics—tax proportions, numeric carrying amounts, or quantified consolidated impacts—will need to consult the referenced resolution or fuller filing, since this excerpt does not supply them.

Form 6-K: How Foreign Companies Report to the SEC →

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

For the month of October 2025

Commission File Number: 001-06439

SONY GROUP CORPORATION

(Translation of registrant’s name into English)

1-7-1 KONAN, MINATO-KU, TOKYO, 108-0075, JAPAN

(Address of principal executive offices)

The registrant files annual reports under cover of Form 20-F.

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 ¨

SIGNATURE

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

	SONY GROUP CORPORATION (Registrant)
	By:	/s/ Lin Tao
		(Signature)
	Lin Tao
	Chief Financial Officer

Date: October 1, 2025

List of Materials

Documents attached hereto:

Completion of Execution of Partial Spin-off of Financial Services Business

October 1, 2025

Sony Group Corporation

Completion of Execution of Partial Spin-off of Financial Services Business

Sony Group Corporation (“Sony”) today announced that the distribution of dividends in kind representing the partial spin-off (the “Spin-off”) of Sony Financial Group Inc. (“SFGI”), a wholly-owned subsidiary of Sony, which operates the Financial Services business, has become effective, and the execution of the Spin-off has been completed. As a result of the execution of the Spin-off, Sony now holds 16.40% of the shares of common stock of SFGI (“SFGI share(s)”) and SFGI is no longer a consolidated subsidiary of Sony, but has become an affiliate of Sony accounted for using the equity method.

1. Carrying amount of dividend property for dividends in kind (non-cash dividends)

As a result of the execution of the Spin-off, the carrying amount of dividend property has been finalized as follows.

(1)     Type of dividend property		SFGI shares
(2)     Total carrying amount of dividend property and value per share		463,885,829,967 yen (77.61 yen per share) (Note 1)
(3)     Amount of equity to be reduced by dividends in kind		Retained earnings: 463,885,829,967 yen (Notes 1 and 2)
(Note)	1.      The above amount is the carrying amount of the portion of SFGI shares corresponding to the equity interest in SFGI distributed as dividends in kind through the Spin-off, within the carrying amount of SFGI shares recorded in Sony’s standalone financial statements based on generally accepted accounting principles in Japan (“J-GAAP”). In addition, the above value per share is the amount based on the carrying amount for accounting purposes and does not indicate any actual trading price or the equity value of SFGI shares. 2.      Under the Companies Act of Japan, the amount available for dividends is calculated based on the amount of equity in Sony’s standalone financial statements based on J-GAAP. Therefore, the above amount represents the impact on equity in Sony’s standalone financial statements. In contrast, in Sony’s consolidated financial statements based on IFRS® Accounting Standards as issued by the International Accounting Standards Board, Sony will reduce its equity by an amount equal to the fair value of the SFGI shares distributed as dividends in kind.

2. Proportion of distributed assets for Japanese tax purposes

As a result of the execution of the Spin-off, the proportion of distributed assets has been finalized as follows, with no change from the final estimate disclosed on September 17, 2025.

Proportion of distributed assets (finalized): “0.206”

1

The proportion of distributed assets is a factor necessary for calculating the acquisition cost per share for shares of common stock of Sony and SFGI shares applicable to shareholders for Japanese tax purposes immediately after the Spin-off. Please also refer to the notification expected to be sent in early November 2025 to Sony’s shareholders as of the record date for the dividends in kind, September 30, 2025.

3. Impact of the Spin-off on Sony’s consolidated results

The impact of the execution of the Spin-off on Sony’s consolidated results continues to be evaluated and has not been determined at this time*. However, as a result of the reclassification of the Financial Services business’s accumulated other comprehensive income balance at the time of deconsolidation to net income or loss from discontinued operations, Sony expects to record a loss of approximately 1 trillion 400 billion yen (the estimate as of today) within net income or loss from discontinued operations in the fiscal year ending March 31, 2026. This accounting treatment is a reclassification between items within equity in the consolidated statements of financial position and does not affect total equity or cash flows. It also does not affect profit or loss for continuing operations. In addition, this accounting treatment is a part of the deconsolidation of the Financial Services business on Sony’s consolidated financial statements and does not affect SFGI’s consolidated financial statements.

* For details of accounting treatments in connection with the Spin-off, please refer to the “Resolution for Execution of Partial Spin-off of Financial Services Business” disclosed on September 3, 2025.

For details of the Spin-off, please refer to the disclosure documents available on Sony’s website.

https://www.sony.com/en/SonyInfo/IR/library/SFG_pso/#block04

End of document

Note: This document does not constitute an offer of securities for sale, or an invitation or solicitation of an offer to buy securities. This document is intended to publicly announce that Sony has completed the execution of a partial spin-off of the Financial Services business and is not intended to solicit investment or engage in other similar actions. Under the United States Securities Act of 1933, as amended, securities may not be offered or sold in the United States absent registration thereunder or an applicable exemption from registration requirements.

2

FAQ

What carrying amount is Sony using for SFGI shares in the spin-off (SNEJF)?

The filing states Sony records the distributed portion of SFGI shares at the carrying amount under J-GAAP in its standalone financial statements; no numeric amount is given here.

Does the disclosed per-share amount reflect SFGI's market value?

No. The document explicitly says the per-share value is based on the accounting carrying amount and does not indicate any actual trading price or equity value.

Does this excerpt state how the spin-off affects Sony’s consolidated results?

The excerpt notes the spin-off's impact on consolidated results but does not provide any numerical or descriptive detail in this text.

Where can I find details of the accounting treatments for the spin-off?

The filing refers readers to the previously disclosed "Resolution for Execution of Partial Spin-off of Financial Services Business" for details on accounting treatments.

Are the proportions of assets distributed for Japanese tax purposes specified here?

No. The excerpt mentions the proportion of distributed assets for Japanese tax purposes but does not include the specific proportion in this text.