NOMURA HOLDINGS INC·4

Apr 28, 8:19 AM ET

Ozaki Yukiko 4

Research Summary

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Nomura (NMR) CHRO Yukiko Ozaki Exercises Awards; Shares Withheld

What Happened

  • Yukiko Ozaki, Nomura Holdings’ CHRO (also listed as CHO), had equity awards vest and settle in late April 2026. On April 24, 2,896 notional stock units were settled for cash, generating $23,776. On April 27, 4,900 restricted stock units (RSUs) vested and were settled in shares; 1,467 of those shares were withheld to cover taxes (value withheld reported as $11,311). A small additional grant of 7.368 shares was recorded (reported value $62). The RSU settlement resulted in a net receipt of 3,433 shares (4,900 − 1,467).

Key Details

  • Transaction dates and amounts:
    • Apr 24, 2026: 2,896 notional stock units settled for cash at $8.21 each = $23,776 (reported as disposition to issuer).
    • Apr 24, 2026: Grant/award of 7.368 shares at $8.41 = $62 (acquired).
    • Apr 27, 2026: 4,900 RSUs settled into shares (acquired at $0.00 in filing), 1,467 shares withheld to pay taxes at $7.71 each = $11,311 (disposed for tax withholding).
  • Net shares received from the April 27 RSU settlement: 3,433 shares. Plus the small 7.368-share grant from April 24.
  • Footnotes of note:
    • Notional Stock Units represent the right to receive cash equal to one share; they vested Apr 1 and were cash-settled Apr 24 (no shares issued).
    • Restricted Stock Units represent the right to receive one share; they vested Apr 1 and were settled in shares on Apr 27; shares were withheld to satisfy tax withholding.
    • Reported USD amounts were converted from JPY using MUFG Bank spot rates (JPY159.84/USD on Apr 24; JPY159.56/USD on Apr 27).
  • Filing timeliness: Form 4 was filed Apr 28, 2026 for transactions on Apr 24–27; this filing date is within the normal Form 4 reporting window (timely).

Context

  • These transactions are vesting and settlement events (awards settling in cash or shares), not open-market purchases or discretionary sales. The cash settlement of notional units is a cash payout, while the RSU settlement involved withholding shares to cover taxes (a common, routine practice). Derivative codes: M = exercise/conversion of derivative, A = award/grant, D = disposition to issuer, F = payment of exercise price or tax withholding.