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 April 2025

NOMURA HOLDINGS, INC.

(Translation of registrant’s name into English)

13-1, 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):     Information furnished on this form:

 

EXHIBIT

 

Exhibit Number
1.		Financial Summary – Year ended March 31, 2025.

The registrant hereby incorporates Exhibit 1 to this report on Form 6-K by reference (i) in the prospectus that is part of the Registration Statement on Form F-3 (Registration No. 333-283915) of the registrant, filed with the SEC on December 19, 2024 and (ii) in the prospectus that is part of the Registration Statement on Form F-3 (Registration No. 333-273353) of the registrant and of Nomura America Finance, LLC, filed with the SEC on July 20, 2023.

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: April 25, 2025		By:		/s/ Yoshifumi Kishida
				Yoshifumi Kishida
				Senior Managing Director

Financial Summary for the Year Ended March 31, 2025 (U.S. GAAP)

 

Date:		April 25, 2025
Company name (code number):		Nomura Holdings, Inc. (8604)
Stock exchange listings:		(In Japan) Tokyo, Nagoya (Overseas) New York, Singapore
Representative:		Kentaro Okuda President and Group CEO, Nomura Holdings, Inc.
For inquiries:		Akihiro Koseki Managing Director, Head of Investor Relations, Nomura Holdings, Inc. Tel: (Country Code 81) 3-5255-1000 URL: https://www.nomura.com

1. Consolidated Operating Results

(1) Operating Results

 

		(Rounded to nearest million)
		(Millions of yen, except per share data)
		For the year ended March 31
		2024								2025
						% Change from March 31, 2023								% Change from March 31, 2024
Total revenue			4,157,294				67.2	%			4,736,743				13.9	%
Net revenue			1,562,000				17.0	%			1,892,485				21.2	%
Income before income taxes			273,850				83.2	%			471,964				72.3	%
Net income attributable to Nomura Holdings, Inc. (“NHI”) shareholders			165,863				78.8	%			340,736				105.4	%
Comprehensive income			320,792				13.3	%			333,836				4.1	%
Basic-Net income attributable to NHI shareholders per share (Yen)			54.97								115.30
Diluted-Net income attributable to NHI shareholders per share (Yen)			52.69								111.03
Return on shareholders’ equity			5.1	%							10.0	%
Income before income taxes to total assets			0.5	%							0.8	%
Income before income taxes divided by total revenue			6.6	%							10.0	%
Equity in earnings of affiliates			45,687								52,454

Note: Return on shareholders’ equity is a ratio of Net income attributable to NHI shareholders to Total NHI shareholders’ equity.

(2) Financial Position

 

		(Millions of yen, except per share data)
		At March 31
		2024				2025
Total assets			55,147,203				56,802,170
Total equity			3,448,513				3,580,999
Total NHI shareholders’ equity			3,350,189				3,470,879
Total NHI shareholders’ equity as a percentage of total assets			6.1	%			6.1	%
Total NHI shareholders’ equity per share (Yen)			1,127.72				1,174.10

(3) Cash Flows

 

		(Millions of yen)
		For the year ended March 31
		2024				2025
Net cash provided by (used in) operating activities			132,640				(678,611	)
Net cash used in investing activities			(887,938	)			(848,647	)
Net cash provided by financing activities			1,012,850				1,679,697
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of the year			4,299,022				4,425,441

2. Cash Dividends

 

		(Yen amounts, except total annual dividends)
		For the year ended March 31
		2024				2025
Dividends per share
Dividends record dates
At June 30			—				—
At September 30			8.00				23.00
At December 31			—				—
At March 31			15.00				34.00
For the year			23.00				57.00
Total annual dividends (Millions of yen)			68,682				168,498
Consolidated payout ratio			41.8	%			49.4	%
Consolidated dividends as a percentage of shareholders’ equity per share			2.1	%			5.0	%

Note: Breakdown of dividend for the year ended March 31, 2025 : Ordinary dividend 24.00 yen, Commemorative dividend 10.00 yen.

For details, please refer to “Nomura Declares Year-end Dividend Payment including 100th Anniversary Commemorative Dividend” announced on April 25, 2025.

3. Earnings Forecasts for the year ending March 31, 2026

Nomura provides investment, financing and related services in the capital markets on a global basis. In the global capital markets there exist uncertainties due to, but not limited to, economic and market conditions. Nomura, therefore, does not present earnings and dividends forecasts.

Notes

(1) Significant changes in the scope of consolidation during the period: None

(2) Changes in accounting policies

  a)  Changes in accounting policies due to amendments to the accounting standards : Yes

  b)  Changes in accounting policies due to other than a) : Yes

Note) Please refer to P.12 “3. Consolidated Financial Statements (7) Changes in Accounting Policies” for further details.

(3) Number of shares issued (common stock)

 

		At March 31
		2024				2025
Number of shares outstanding (including treasury stock)			3,163,562,601				3,163,562,601
Number of treasury stock			192,807,441				207,351,636
		For the year ended March 31
		2024				2025
Average number of shares outstanding			3,017,128,412				2,955,204,882

*This financial summary is not subject to certified public accountant’s or audit firm’s audit Table of Contents for the Accompanying Materials

 

1. Overview of Consolidated Operating Results			P. 2
(1) Overview of Consolidated Operating Results			P. 2
(2) Overview of Consolidated Financial Position			P. 4
(3) Overview of Cash Flows			P. 4
2. Considerations in the selection of accounting standards			P. 5
3. Consolidated Financial Statements			P. 5
(1) Consolidated Balance Sheets			P. 6
(2) Consolidated Statements of Income			P. 8
(3) Consolidated Statements of Comprehensive Income			P. 9
(4) Consolidated Statements of Changes in Equity			P.10
(5) Consolidated Statements of Cash Flows			P.11
(6) Note with respect to the Assumption as a Going Concern			P.12
(7) Changes in Accounting Policies			P.12
(8) Notes to the Consolidated Financial Statements			P.13
(9) Other Financial Information			P.16
4. Other Information			P.18

 

– 1 –

1.	Overview of Consolidated Operating Results

 

(1)	Overview of Consolidated Operating Results

Operating Results

 U.S. GAAP

 

		Billions of yen								% Change
		For the year ended								(B-A)/(A)
		March 31, 2024 (A)				March 31, 2025 (B)
Net revenue			1,562.0				1,892.5				21.2
Non-interest expenses			1,288.2				1,420.5				10.3
Income (loss) before income taxes			273.9				472.0				72.3
Income tax expense			96.6				124.7				29.1
Net income (loss)			177.2				347.3				95.9
Less: Net income (loss) attributable to noncontrolling interests			11.4				6.5				(42.6	)
Net income (loss) attributable to NHI shareholders			165.9				340.7				105.4
Return on shareholders’ equity*			5.1	%			10.0	%			—

 

*	Return on shareholders’ equity is a ratio of Net income (loss) attributable to NHI shareholders to Total NHI shareholders’ equity.

Nomura Holdings, Inc. and its consolidated entities (“Nomura”) reported net revenue of 1,892.5 billion yen for the fiscal year ended March 31, 2025, an increase of 21.2% from the previous year. Non-interest expenses increased by 10.3% from the previous year to 1,420.5 billion yen. Income before income taxes was 472.0 billion yen and net income attributable to NHI shareholders was 340.7 billion yen for the fiscal year ended March 31, 2025.

 Segment Information

 

		Billions of yen								% Change
		For the year ended								(B-A)/(A)
		March 31, 2024 (A)				March 31, 2025 (B)
Net revenue			1,572.3				1,894.0				20.5
Non-interest expenses			1,288.2				1,420.5				10.3
Income (loss) before income taxes			284.2				473.5				66.6

In business segment totals, which exclude a part of unrealized gain (loss) on investments in equity securities held for operating purposes, net revenue for the fiscal year ended March 31, 2025 was 1,894.0 billion yen, an increase of 20.5% from the previous year. Non-interest expenses increased by 10.3% from the previous year to 1,420.5 billion yen. Income before income taxes increased by 66.6% to 473.5 billion yen for the fiscal year ended March 31, 2025. Please refer to page 13 for further details of the differences between U.S. GAAP and business segment amounts.

 

– 2 –

<Business Segment Results>

The Retail Division has been renamed the “Wealth Management Division,” effective April 1, 2024.

Operating Results of Wealth Management

 

		Billions of yen								% Change
		For the year ended								(B-A)/(A)
		March 31, 2024 (A)				March 31, 2025 (B)
Net revenue			402.4				451.5				12.2
Non-interest expenses			279.7				280.7				0.4
Income (loss) before income taxes			122.7				170.8				39.2

Net revenue increased by 12.2% from the previous year to 451.5 billion yen. Non-interest expenses increased by 0.4% to 280.7 billion yen. As a result, income before income taxes increased by 39.2% to 170.8 billion yen.

 Operating Results of Investment Management

 

		Billions of yen								% Change
		For the year ended								(B-A)/(A)
		March 31, 2024 (A)				March 31, 2025 (B)
Net revenue			154.1				192.5				24.9
Non-interest expenses			93.9				102.9				9.5
Income (loss) before income taxes			60.2				89.6				48.8

Net revenue increased by 24.9% from the previous year to 192.5 billion yen. Non-interest expenses increased by 9.5% to 102.9 billion yen. As a result, income before income taxes increased by 48.8% to 89.6 billion yen. Assets under management were 89.3 trillion yen as of March 31, 2025.

 Operating Results of Wholesale

 

		Billions of yen								% Change
		For the year ended								(B-A)/(A)
		March 31, 2024 (A)				March 31, 2025 (B)
Net revenue			866.1				1,057.9				22.1
Non-interest expenses			812.2				891.7				9.8
Income (loss) before income taxes			53.9				166.3				208.4

Net revenue increased by 22.1% from the previous year to 1,057.9 billion yen. Non-interest expenses increased by 9.8% to 891.7 billion yen. As a result, income before income taxes increased by 208.4% to 166.3 billion yen.

 

– 3 –

 Other Operating Results

 

		Billions of yen								% Change
		For the year ended								(B-A)/(A)
		March 31, 2024 (A)				March 31, 2025 (B)
Net revenue			149.7				192.1				28.4
Non-interest expenses			102.3				145.2				42.0
Income (loss) before income taxes			47.4				46.9				(1.1)

Net revenue was 192.1 billion yen. Income before income taxes was 46.9 billion yen.

 

(2)	Overview of Consolidated Financial Position

Total assets as of March 31, 2025, were 56,802.2 billion yen, an increase of 1,655.0 billion yen compared to March 31, 2024, mainly due to the increase in Trading assets. Total liabilities as of March 31, 2025 were 53,221.2 billion yen, an increase of 1,522.5 billion yen compared to March 31, 2024, mainly due to the increase in Long-term borrowings. Total equity as of March 31, 2025 was 3,581.0 billion yen, an increase of 132.5 billion yen compared to March 31, 2024.

 

(3)	Overview of Cash Flows

Cash, cash equivalents, restricted cash and restricted cash equivalents as of March 31, 2025, increased by 126.4 billion yen compared to March 31, 2024. Cash flows from operating activities for the year ended March 31, 2025 were outflows of 678.6 billion yen due mainly to the increase in Trading assets and private equity and debt investments. Cash flows from investing activities for the year ended March 31, 2025 were outflows of 848.6 billion yen due mainly to Payments for purchases or origination of other non-trading loans. Cash flows from financing activities for the year ended March 31, 2025 were inflows of 1,679.7 billion yen due primarily to Proceeds from issuances of long-term borrowings.

 

– 4 –

2.	Considerations in the selection of accounting standards

Nomura currently adopts U.S. generally accepted accounting principles. Depending on factors such as trends by other companies and the impact of International Financial Reporting Standards (“IFRS”) on Nomura’s businesses, Nomura may consider in adopting IFRS in the future.

 

3.	Consolidated Financial Statements

The consolidated financial information herein has been prepared in accordance with Nomura’s accounting policies which are disclosed in the notes to the consolidated financial statements of Nomura Holdings, Inc.’s Annual Securities Report (the annual report filed in Japan on June 26, 2024) and Form 20-F (the annual report filed with the U.S. Securities and Exchange Commission on June 26, 2024) for the year ended March 31, 2024, with the exception of matters described in (7) Changes in Accounting Policies.

 

– 5 –

(1) Consolidated Balance Sheets

 

		Millions of yen
		March 31, 2024				March 31, 2025				Increase/ (Decrease)
ASSETS
Cash and cash deposits:
Cash and cash equivalents			4,239,359				4,424,462				185,103
Time deposits			545,842				642,388				96,546
Deposits with stock exchanges and other segregated cash			369,770				447,846				78,076
Total cash and cash deposits			5,154,971				5,514,696				359,725
Loans and receivables:
Loans receivable			5,469,195				6,025,008				555,813
Receivables from customers			453,937				410,722				(43,215	)
Receivables from other than customers			928,632				1,030,023				101,391
Allowance for credit losses			(18,047	)			(16,920	)			1,127
Total loans and receivables			6,833,717				7,448,833				615,116
Collateralized agreements:
Securities purchased under agreements to resell			15,621,132				14,004,757				(1,616,375	)
Securities borrowed			5,373,663				4,658,828				(714,835	)
Total collateralized agreements			20,994,795				18,663,585				(2,331,210	)
Trading assets and private equity and debt investments:
Trading assets*			19,539,742				22,372,339				2,832,597
Private equity and debt investments*			117,066				151,710				34,644
Total trading assets and private equity and debt investments			19,656,808				22,524,049				2,867,241
Other assets:
Office buildings, land, equipment and facilities (net of accumulated depreciation and amortization of ¥ 529,605 million as of March 31, 2024 and ¥ 546,117 million as of March 31, 2025)			448,785				436,454				(12,331	)
Non-trading debt securities*			335,401				485,290				149,889
Investments in equity securities*			105,088				98,401				(6,687	)
Investments in and advances to affiliated companies*			462,017				506,389				44,372
Other			1,155,621				1,124,473				(31,148	)
Total other assets			2,506,912				2,651,007				144,095
Total assets			55,147,203				56,802,170				1,654,967

*	Including securities pledged as collateral

 

– 6 –

						Millions of yen
						March 31, 2024				March 31, 2025				Increase/ (Decrease)
LIABILITIES AND EQUITY
Short-term borrowings							1,054,717				1,117,292				62,575
Payables and deposits:
Payables to customers							1,310,825				1,377,222				66,397
Payables to other than customers							2,823,100				2,766,112				(56,988	)
Deposits received at banks							2,356,202				3,105,581				749,379
Total payables and deposits							6,490,127				7,248,915				758,788
Collateralized financing:
Securities sold under agreements to repurchase							16,870,303				16,287,758				(582,545	)
Securities loaned							2,133,066				1,964,682				(168,384	)
Other secured borrowings							393,206				393,420				214
Total collateralized financing							19,396,575				18,645,860				(750,715	)
Trading liabilities							10,890,610				11,378,828				488,218
Other liabilities							1,414,546				1,456,598				42,052
Long-term borrowings							12,452,115				13,373,678				921,563
Total liabilities							51,698,690				53,221,171				1,522,481
Equity
NHI shareholders’ equity:
Common stock
Authorized		-		6,000,000,000 shares
Issued		-		3,163,562,601 shares as of March 31, 2024 and
				3,163,562,601 shares as of March 31, 2025
Outstanding		-		2,970,755,160 shares as of March 31, 2024 and
				2,956,210,965 shares as of March 31, 2025			594,493				594,493				—
Additional paid-in capital							708,785				704,877				(3,908	)
Retained earnings							1,705,725				1,867,379				161,654
Accumulated other comprehensive income (loss)							459,984				447,808				(12,176	)
Total NHI shareholders’ equity before treasury stock							3,468,987				3,614,557				145,570
Common stock held in treasury, at cost -
192,807,441 shares as of March 31, 2024 and
207,351,636 shares as of March 31, 2025							(118,798	)			(143,678	)			(24,880	)
Total NHI shareholders’ equity							3,350,189				3,470,879				120,690
Noncontrolling interests							98,324				110,120				11,796
Total equity							3,448,513				3,580,999				132,486
Total liabilities and equity							55,147,203				56,802,170				1,654,967

 

– 7 –

(2) Consolidated Statements of Income

 

		Millions of yen								% Change
		For the year ended								(B-A)/(A)
		March 31, 2024(A)				March 31, 2025(B)
Revenue:
Commissions			364,095				407,011				11.8
Fees from investment banking			173,265				212,234				22.5
Asset management and portfolio service fees			310,154				378,196				21.9
Net gain on trading			491,611				580,099				18.0
Gain on private equity and debt investments			11,877				7,634				(35.7	)
Interest and dividends			2,620,856				2,927,861				11.7
Gain on investments in equity securities			9,612				444				(95.4	)
Other			175,824				223,264				27.0
Total revenue			4,157,294				4,736,743				13.9
Interest expense			2,595,294				2,844,258				9.6
Net revenue			1,562,000				1,892,485				21.2
Non-interest expenses:
Compensation and benefits			673,523				732,390				8.7
Commissions and floor brokerage			137,328				177,452				29.2
Information processing and communications			217,126				227,018				4.6
Occupancy and related depreciation			68,698				70,166				2.1
Business development expenses			24,236				27,055				11.6
Other			167,239				186,440				11.5
Total non-interest expenses			1,288,150				1,420,521				10.3
Income before income taxes			273,850				471,964				72.3
Income tax expense			96,630				124,709				29.1
Net income			177,220				347,255				95.9
Less: Net income attributable to noncontrolling interests			11,357				6,519				(42.6	)
Net income attributable to NHI shareholders			165,863				340,736				105.4
Per share of common stock:
		Yen								% Change
Basic-
Net income attributable to NHI shareholders per share			54.97				115.30				109.8
Diluted-
Net income attributable to NHI shareholders per share			52.69				111.03				110.7

 

– 8 –

(3) Consolidated Statements of Comprehensive Income

 

		Millions of yen								% Change
		For the year ended								(B-A)/(A)
		March 31, 2024(A)				March 31, 2025(B)
Net income			177,220				347,255				95.9
Other comprehensive income (loss):
Cumulative translation adjustments:
Cumulative translation adjustments			204,507				(35,768	)			—
Deferred income taxes			(1,161	)			(1,569	)			—
Total			203,346				(37,337	)			—
Defined benefit pension plans:
Pension liability adjustments			18,475				17,734				(4.0	)
Deferred income taxes			(5,813	)			(5,327	)			—
Total			12,662				12,407				(2.0	)
Non-trading debt securities:
Net unrealized loss on non-trading debt securities			—				(1,675	)			—
Deferred income taxes			—				528				—
Total			—				(1,147	)			—
Own credit adjustments:
Own credit adjustments			(91,001	)			20,636				—
Deferred income taxes			18,565				(7,978	)			—
Total			(72,436	)			12,658				—
Total other comprehensive income (loss)			143,572				(13,419	)			—
Comprehensive income			320,792				333,836				4.1
Less: Comprehensive income attributable to noncontrolling interests			13,399				5,276				(60.6	)
Comprehensive income attributable to NHI shareholders			307,393				328,560				6.9

 

– 9 –

(4) Consolidated Statements of Changes in Equity

 

		Millions of yen
		For the year ended
		March 31, 2024				March 31, 2025
Common stock
Balance at beginning of year			594,493				594,493
Balance at end of year			594,493				594,493
Additional paid-in capital
Balance at beginning of year			707,189				708,785
Stock-based compensation awards			1,609				(3,929	)
Changes in ownership interests in subsidiaries			—				36
Changes in an affiliated company’s interests			(13	)			(15	)
Balance at end of year			708,785				704,877
Retained earnings
Balance at beginning of year			1,647,005				1,705,725
Net income attributable to NHI shareholders			165,863				340,736
Cash dividends			(68,674	)			(168,477	)
Loss on disposal of treasury stock			(2,364	)			(10,605	)
Cancellation of treasury stock			(36,105	)			—
Balance at end of year			1,705,725				1,867,379
Accumulated other comprehensive income (loss)
Cumulative translation adjustments
Balance at beginning of year			242,767				444,071
Net change during the year			201,304				(36,094	)
Balance at end of year			444,071				407,977
Defined benefit pension plans
Balance at beginning of year			(32,174	)			(19,512	)
Pension liability adjustments			12,662				12,407
Balance at end of year			(19,512	)			(7,105	)
Non-trading debt securities
Balance at beginning of year			—				—
Net unrealized loss on non-trading debt securities			—				(1,147	)
Balance at end of year			—				(1,147	)
Own credit adjustments
Balance at beginning of year			107,861				35,425
Own credit adjustments			(72,436	)			12,658
Balance at end of year			35,425				48,083
Balance at end of year			459,984				447,808
Common stock held in treasury
Balance at beginning of year			(118,574	)			(118,798	)
Repurchases of common stock			(61,199	)			(58,835	)
Sales of common stock			0				0
Common stock issued to employees			24,870				33,955
Cancellation of treasury stock			36,105				—
Balance at end of year			(118,798	)			(143,678	)
Total NHI shareholders’ equity
Balance at end of year			3,350,189				3,470,879
Noncontrolling interests
Balance at beginning of year			75,575				98,324
Net change during the year			22,749				11,796
Balance at end of year			98,324				110,120
Total equity
Balance at end of year			3,448,513				3,580,999

 

– 10 –

(5) Consolidated Statements of Cash Flows

 

		Millions of yen
		For the year ended
		March 31, 2024				March 31, 2025
Cash flows from operating activities:
Net income			177,220				347,255
Adjustments to reconcile net income to Net cash provided by (used in) operating activities:
Depreciation and amortization			61,340				61,653
Provision for credit losses			13,910				(1,060	)
Gain on investments in equity securities			(9,612	)			(444	)
Gain on investments in subsidiaries and affiliates			(968	)			(205	)
Loss on disposal of office buildings, land, equipment and facilities			2,670				2,344
Changes in operating assets and liabilities:
Deposits with stock exchanges and other segregated cash			16,465				(144,542	)
Trading assets and private equity and debt investments			(386,474	)			(3,026,277	)
Trading liabilities			(411,843	)			574,231
Securities purchased under agreements to resell, net of securities sold under agreements to repurchase			290,843				1,108,828
Securities borrowed, net of securities loaned			(324,095	)			526,233
Margin loans and receivables			(276,058	)			(179,668	)
Payables			709,839				(16,725	)
Bonus accrual			26,480				26,496
Other, net			242,923				43,270
Net cash provided by (used in) operating activities			132,640				(678,611	)
Cash flows from investing activities:
Payments for placements of time deposits			(650,562	)			(679,945	)
Proceeds from redemption or maturity of time deposits			567,599				572,947
Payments for purchases of office buildings, land, equipment and facilities			(145,784	)			(189,971	)
Proceeds from sales of office buildings, land, equipment and facilities			111,954				131,078
Payments for purchases of equity investments			(14,716	)			(10,712	)
Proceeds from sales of equity investments			40,497				8,112
Net cash outflows from loans receivable at banks			(112,224	)			(129,829	)
Payments for purchases or origination of other non-trading loans			(4,286,507	)			(5,939,225	)
Proceeds from sales or repayments of other non-trading loans			3,606,974				5,530,064
Payments for purchases of available-for-sale debt securities			—				(113,702	)
Proceeds from sales of available-for-sale debt securities			—				4,982
Payments for purchases of other non-trading debt securities			(112,438	)			(179,032	)
Proceeds from sales or maturity of other non-trading debt securities			135,690				131,200
Acquisitions, net of cash acquired			(457	)			—
Divestures, net of cash disposed of			—				8,141
Payments for purchases of investments in affiliated companies			(29,778	)			(19,007	)
Proceeds from sales of investments in affiliated companies			900				10,098
Other, net			914				16,154
Net cash used in investing activities			(887,938	)			(848,647	)
Cash flows from financing activities:
Proceeds from issuances of long-term borrowings			3,064,698				4,334,376
Payments for repurchases or maturity of long-term borrowings			(2,101,758	)			(3,313,452	)
Proceeds from issuances of short-term borrowings			1,964,955				1,850,155
Payments for repurchases or maturity of short-term borrowings			(1,866,998	)			(1,876,894	)
Net cash inflows (outflows) from interbank money market borrowings			(88,288	)			130,455
Net cash inflows (outflows) from other secured borrowings			57,311				(23,560	)
Net cash inflows from deposits received at banks			107,532				785,385
Payments for withholding taxes on stock-based compensation			(12,669	)			(20,583	)
Proceeds from sales of common stock			953				1,412
Payments for repurchases of common stock			(61,029	)			(59,006	)
Payments for cash dividends			(60,164	)			(112,541	)
Contributions from noncontrolling interests			69,231				64,549
Distributions to noncontrolling interests			(60,924	)			(80,599	)
Net cash provided by financing activities			1,012,850				1,679,697
Effect of exchange rate changes on cash, cash equivalents, restricted cash and restricted cash equivalents			220,618				(26,020	)
Net increase in cash, cash equivalents, restricted cash and restricted cash equivalents			478,170				126,419
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of the year			3,820,852				4,299,022
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of the year			4,299,022				4,425,441

 

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(6) Note with respect to the Assumption as a Going Concern

Not applicable.

(7) Changes in Accounting Policies

Fair value measurement of equity securities subject to contractual sale restrictions

The Financial Accounting Standards Board issued Accounting Standards Updates (“ASU”) 2022-03 “Fair Value Measurement: Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions” in June 2022 which clarifies that a contractual restriction on the sale of an equity security is an entity-specific characteristic and therefore should not be considered in the fair value measurement of the equity security. The ASU also requires specific disclosures for equity securities subject to contractual sale restrictions. Nomura has applied this new accounting policy prospectively from April 1, 2024.

Voluntary change in accounting policy

Effective from April 1, 2024, Nomura has changed its accounting policy in respect of how accounting guidance provided by Financial Accounting Standards Board Accounting Standards Codification 940 “Financial Services — Brokers and Dealers” (“ASC 940”) is applied to the Company and its consolidated subsidiaries. Prior to April 1, 2024, Nomura applied ASC 940 on a consolidated basis to all entities included within these consolidated financial statements. Effective from April 1, 2024, the Company and its consolidated subsidiaries that are not registered as a broker-dealer (“non-BD entities”) no longer apply ASC 940.

This accounting policy change is primarily due to a planned expansion of Nomura’s banking and investment management business and is therefore intended to allow certain non-BD entities to prospectively classify purchases of new non-trading debt securities as either held to maturity (“HTM”) or available for sale (“AFS”) as defined in ASC 320 “Investments — Debt Securities”. Non-trading debt securities classified as HTM are securities that a non-BD entity has both the ability and the intent to hold until maturity and are carried at amortized cost, while non-trading debt securities classified as AFS are carried at fair value with changes in fair value reported in the consolidated statements of comprehensive income, net of applicable income taxes within Other comprehensive income (loss) and in the consolidated balance sheets, net of applicable income taxes within Accumulated other comprehensive income (loss), a component of NHI shareholders’ equity.

As retrospective application of this accounting policy change is impracticable since it would require use of hindsight regarding historical accounting matters such as the initial classification of non-trading debt securities, Nomura has applied this new accounting policy prospectively from April 1, 2024.

As part of this accounting policy change, existing loans held for trading purposes and non-trading debt securities held by non-BD entities previously carried at fair value with changes in fair value recognized through earnings on a recurring basis (i.e FV-NI) through consolidated application of ASC 940 have been elected for the fair value option permitted by ASC 825 “Financial Instruments” on April 1, 2024 and therefore continue to be carried at fair value on a recurring basis from such date. A similar election has been made for subsequent new originations or purchases of loans held for trading purposes and for purchases of certain non-trading debt securities by non-BD entities on or after April 1, 2024. Such loans continue to be reported in the consolidated balance sheets within Trading assets with changes in fair value reported in the consolidated statements of income within Revenue — Net gain on trading. Similarly, non-trading debt securities elected for the fair value option continue to be reported in the consolidated balance sheets within Non-trading debt securities with changes in fair value reported in the consolidated statements of income within Revenue – Other.

Following this accounting policy change, fair value changes of non-trading debt securities purchased on or after April 1, 2024 and classified as HTM or AFS by non-BD entities are not recognized through earnings, unless an impairment loss is recognized.

 

– 12 –

(8) Notes to the Consolidated Financial Statements

Segment Information – Operating Segment

The following table shows business segment information and reconciliation items to the consolidated statements of income.

 

		Millions of yen								% Change
		For the year ended								(B-A)/(A)
		March 31, 2024 (A)				March 31, 2025 (B)
Net revenue
Business segment information:
Wealth Management			402,361				451,487				12.2
Investment Management			154,143				192,473				24.9
Wholesale			866,147				1,057,938				22.1
Subtotal			1,422,651				1,701,898				19.6
Other			149,690				192,136				28.4
Net revenue			1,572,341				1,894,034				20.5
Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes			(10,341	)			(1,549	)			—
Net revenue			1,562,000				1,892,485				21.2
Non-interest expenses
Business segment information:
Wealth Management			279,682				280,736				0.4
Investment Management			93,945				102,882				9.5
Wholesale			812,236				891,656				9.8
Subtotal			1,185,863				1,275,274				7.5
Other			102,287				145,247				42.0
Non-interest expenses			1,288,150				1,420,521				10.3
Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes			—				—				—
Non-interest expenses			1,288,150				1,420,521				10.3
Income (loss) before income taxes
Business segment information:
Wealth Management			122,679				170,751				39.2
Investment Management			60,198				89,591				48.8
Wholesale			53,911				166,282				208.4
Subtotal			236,788				426,624				80.2
Other*			47,403				46,889				(1.1	)
Income (loss) before income taxes			284,191				473,513				66.6
Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes			(10,341	)			(1,549	)			—
Income (loss) before income taxes			273,850				471,964				72.3

*	Major components

Transactions between operating segments are recorded within segment results on commercial terms and conditions, and are eliminated in “Other”.

The following table presents the major components of income (loss) before income taxes in “Other”.

 

		Millions of yen								% Change
		For the year ended								(B-A)/(A)
		March 31, 2024 (A)				March 31, 2025 (B)
Net gain (loss) related to economic hedging transactions			2,021				(5,809	)			—
Realized gain (loss) on investments in equity securities held for operating purposes			21,027				1,475				(93.0	)
Equity in earnings of affiliates			46,420				51,221				10.3
Corporate items			(11,997	)			(5,884	)			—
Other			(10,068	)			5,886				—
Total			47,403				46,889				(1.1	)

Note) The Retail Division has been renamed the “Wealth Management Division,” effective April 1, 2024.

 

– 13 –

Per share data

Shareholders’ equity per share is calculated based on the following number of shares.

 

Number of shares outstanding as of March 31, 2025			2,956,210,965

Net income attributable to NHI shareholders per share is calculated based on the following number of shares.

 

Average number of shares outstanding for the year ended March 31, 2025			2,955,204,882

Significant Subsequent Events

Acquisition of Asset Management Companies within the Macquarie Group

On April 22, 2025, Nomura entered into a share purchase agreement to acquire all equity interests in Macquarie Management Holdings, Inc., Macquarie Investment Management Holdings (Luxembourg) S.à.r.l., and Macquarie Investment Management Holdings (Austria) GmbH. The transfer of these interests is expected to be completed by the end of December 2025, subject to certain regulatory approvals, at which point these companies will become consolidated subsidiaries of Nomura.

This transaction will be accounted for as a business combination in accordance with ASC 805 “Business Combinations,” including the determination of goodwill. The acquisition consideration is expected to be approximately 1.8 billion U.S. dollar (approximately 257 billion yen based on an exchange rate of 1 U.S. dollar = 142.80 yen) in cash, and it is subject to certain adjustments based on measures such as assets under management, working capital and indebtedness of the acquired business as at the closing date. Nomura is currently conducting an analysis of the accounting treatment related to this business combination.

Once the acquisition is completed, Nomura plans to include the acquired business into the Investment Management reporting segment.

Nomura Subsidiary to Transfer Fixed Assets

On April 10, 2025, Nomura has sold its own land and buildings located in Takanawa 2-chome, Minato-ku, Tokyo, for effective utilization of its assets. As a result, a gain on sale of approximately 56 billion yen will be recorded in the consolidated financial statements for the first quarter of the fiscal year ending March 2026.

 

– 14 –

Share buyback Program

On April 25, 2025, the Board of Directors of the Company approved a resolution to set up a share buyback program, pursuant to the company’s articles of incorporation set out in accordance with Article 459-1 of the Companies Act of Japan.

 

(1)

Reasons

To use the acquired treasury stock to raise capital efficiency and ensure a flexible capital management policy, and to deliver as stock-based compensation.

 

(2)

Contents of Buyback

 

1)

Type of stock to be purchased

Common Stock

 

2)

Total number of stocks to be purchased

Upper limit of 100,000,000 shares (3.2% of outstanding shares)

 

3)

Total amount of stocks

Maximum of 60,000 million yen

 

4)

Term

May 15, 2025 to December 30, 2025

(Excluding the ten business days following the announcement of quarterly operating results)

 

5)

Method

Purchase on the stock exchange via a trust bank

(The details of the trust agreement, including the timing to start the buyback, will be decided separately by a Representative Executive Officer or the CFO.)

Setting up a new Division

Nomura has set up a new Banking Division on April 1, 2025.

 

– 15 –

(9) Other Financial Information

Consolidated Statements of Income – Quarterly Comparatives

 

		Millions of yen																																% Change
		For the three months ended																																(B-A)/(A)
		June 30, 2023				September 30, 2023				December 31, 2023				March 31, 2024				June 30, 2024				September 30, 2024				December 31, 2024(A)				March 31, 2025(B)
Revenue:
Commissions			82,770				88,922				85,718				106,685				102,750				101,363				102,630				100,268				(2.3	)
Fees from investment banking			31,146				38,604				55,229				48,286				41,251				53,335				64,375				53,273				(17.2	)
Asset management and portfolio service fees			71,807				76,666				77,496				84,185				90,333				93,848				97,209				96,806				(0.4	)
Net gain on trading			115,563				116,613				125,069				134,366				131,994				147,711				142,013				158,381				11.5
Gain on private equity and debt investments			6,887				1,123				1,882				1,985				3,153				1,598				1,641				1,242				(24.3	)
Interest and dividends			549,651				658,458				686,300				726,447				788,550				762,958				745,459				630,894				(15.4	)
Gain (loss) on investments in equity securities			4,777				2,792				(3,350	)			5,393				1,442				(2,554	)			1,610				(54	)			—
Other			30,752				29,522				52,143				63,407				58,412				83,307				43,001				38,544				(10.4	)
Total revenue			893,353				1,012,700				1,080,487				1,170,754				1,217,885				1,241,566				1,197,938				1,079,354				(9.9	)
Interest expense			544,440				644,940				680,262				725,652				763,443				758,239				695,957				626,619				(10.0	)
Net revenue			348,913				367,760				400,225				445,102				454,442				483,327				501,981				452,735				(9.8	)
Non-interest expenses:
Compensation and benefits			158,673				167,138				170,629				177,083				184,510				184,671				190,888				172,321				(9.7	)
Commissions and floor brokerage			31,365				34,336				34,315				37,312				43,629				45,325				43,645				44,853				2.8
Information processing and communications			52,836				53,616				54,342				56,332				55,769				56,741				54,431				60,077				10.4
Occupancy and related depreciation			16,601				17,477				16,806				17,814				17,635				16,810				17,885				17,836				(0.3	)
Business development expenses			6,144				5,396				6,157				6,539				6,572				5,981				6,807				7,695				13.0
Other			36,984				33,062				39,265				57,928				43,396				40,789				50,046				52,209				4.3
Total non-interest expenses			302,603				311,025				321,514				353,008				351,511				350,317				363,702				354,991				(2.4	)
Income before income taxes			46,310				56,735				78,711				92,094				102,931				133,010				138,279				97,744				(29.3	)
Income tax expense			20,428				21,150				26,573				28,479				31,498				35,304				34,137				23,770				(30.4	)
Net income			25,882				35,585				52,138				63,615				71,433				97,706				104,142				73,974				(29.0	)
Less: Net income (loss) attributable to noncontrolling interests			2,551				353				1,588				6,865				2,495				(681	)			2,701				2,004				(25.8	)
Net income attributable to NHI shareholders			23,331				35,232				50,550				56,750				68,938				98,387				101,441				71,970				(29.1	)
		Yen																																% Change
Per share of common stock:
Basic-
Net income attributable to NHI shareholders per share			7.71				11.61				16.77				18.92				23.33				33.30				34.32				24.35				(29.1	)
Diluted-
Net income attributable to NHI shareholders per share			7.40				11.21				16.10				18.02				22.36				32.26				33.08				23.39				(29.3	)

 

– 16 –