0001193125-19-180673.txt : 20190625 0001193125-19-180673.hdr.sgml : 20190625 20190625064402 ACCESSION NUMBER: 0001193125-19-180673 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190625 FILED AS OF DATE: 20190625 DATE AS OF CHANGE: 20190625 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NOMURA HOLDINGS INC CENTRAL INDEX KEY: 0001163653 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 000000000 STATE OF INCORPORATION: M0 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15270 FILM NUMBER: 19916906 BUSINESS ADDRESS: STREET 1: 9-1 NIHONBASHI 1-CHOME STREET 2: CHUO-KU CITY: TOKYO STATE: M0 ZIP: 103-8645 BUSINESS PHONE: 81-3-5255-1000 MAIL ADDRESS: STREET 1: 9-1 NIHONBASHI 1-CHOME STREET 2: CHUO-KU CITY: TOKYO STATE: M0 ZIP: 103-8645 6-K 1 d771713d6k.htm FORM 6-K Form 6-K
Table of Contents

 

 

FORM 6-K

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

Commission File Number: 1-15270

For the month of June 2019

NOMURA HOLDINGS, INC.

(Translation of registrant’s name into English)

9-1, Nihonbashi 1-chome

Chuo-ku, Tokyo 103-8645

Japan

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F      X             Form 40-F              

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):             

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):             

 

 

 

 

Table of Contents

Information furnished on this form:

EXHIBIT

 

Exhibit Number
1.    (English Translation) Extraordinary Report Pursuant to the Financial Instruments and Exchange Act

Table of Contents

SIGNATURES

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.

 

  NOMURA HOLDINGS, INC.
Date: June 25, 2019   By:  

/s/ Go Sugiyama

    Go Sugiyama
    Senior Managing Director

Table of Contents

[Translation of the Extraordinary Report Filed with the Director General of the Kanto Finance Bureau on June 25, 2019]

1. Reason for Submission

Given that Resolutions were adopted at the 115th Annual General Meeting of Shareholders held on June 24, 2019, we hereby submit this Extraordinary Report under the provisions of Article 24-5, Paragraph 4 of the Financial Instruments and Exchange Act of Japan and Article 19, Paragraph 2, Item 9-2, of the Cabinet Office Ordinance on Disclosure of Corporate Information.

2. Matters Reported

 

(1)

Date on which meeting was held

June 24, 2019

 

(2)

Proposal acted upon

Proposal: Appointment of 10 Directors

Nobuyuki Koga, Koji Nagai, Shoichi Nagamatsu, Hisato Miyashita, Hiroshi Kimura, Kazuhiko Ishimura, Noriaki Shimazaki, Mari Sono, Michael Lim Choo San and Laura Simone Unger

 

(3)

Number of voting rights expressing an opinion for, against, or abstaining from, the proposal; requirements for the proposal to be approved; results of the resolutions

Proposal: Appointment of 10 Directors

 

Proposal

    For      Against      Abstain      Result of the Resolutions
   Approval Ratio (%)     Approved/Rejected

Nobuyuki Koga

      13,671,694        7,961,293        428        62.3 %    Approved

Koji Nagai

      13,530,146        8,102,838        428        61.7 %    Approved

Shoichi Nagamatsu

      17,256,741        4,376,237        444        78.7 %    Approved

Hisato Miyashita

      18,029,613        3,603,374        428        82.2 %    Approved

Hiroshi Kimura

      19,065,594        2,563,391        4,436        86.9 %    Approved

Kazuhiko Ishimura

      19,042,259        2,590,704        458        86.8 %    Approved

Noriaki Shimazaki

      19,029,597        2,599,388        4,436        86.7 %    Approved

Mari Sono

      15,796,416        5,836,552        444        72.0 %    Approved

Michael Lim Choo San

      19,087,179        2,545,815        428        87.0 %    Approved

Laura Simone Unger

      19,096,889        2,536,089        444        87.0 %    Approved

 Notes:

 

  1.

The requirement for each resolution to be approved is as follows:

A vote in favor by a simple majority of the voting rights held by the shareholders present at a meeting attended by shareholders entitled to exercise voting rights holding in aggregate 1/3 or more of the total voting rights.

 

  2.

The method for calculating the Approval Ratio is as follows:

This is the ratio of the total number of votes in favor exercised in advance by the day prior to the meeting and those exercised by the shareholders present at the meeting that the Company was able to confirm an opinion for, to the total number of voting rights of the shareholders present at the meeting (the portion of the voting rights that were exercised in advance by the day prior to the meeting, as well as those held by the shareholders present at the meeting).

 

(4)

The reason why a part of the voting rights expressing an opinion for, against, or abstaining from, the proposal that were exercised by shareholders present at the meeting were not included in the calculation:

By calculating the total number of voting rights exercised in advance by the day prior to the meeting and those exercised by the shareholders present at the meeting that the Company was able to confirm an opinion for or against the proposal, it was evident that, in conformance with the Companies Act, the requirement for the Proposal to be approved had been satisfied and the resolutions were duly adopted. Therefore, the number of voting rights held by the shareholders present at the meeting, which the Company was not able to confirm an opinion for, against, or abstaining from the proposals, were not included in the calculation.

End.