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6-K

Honda Motor Co Ltd (HMC)

6-K 2024-01-22 For: 2024-01-22
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Added on April 11, 2026
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No.1-7628

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

FOR THE MONTH OF JANUARY 2024

COMMISSION FILE NUMBER: 1-07628

HONDA GIKEN KOGYO KABUSHIKI KAISHA

(Name of registrant)

HONDAMOTOR CO., LTD.

(Translation of registrant’s name into English)

1-1, Minami-Aoyama 2-chome,Minato-ku, Tokyo 107-8556, Japan

(Address of principal executive offices)

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  ☒    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):  ☐

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Contents

Exhibit 1:

Notice Concerning Changes in Representative Executive Officers, Directors and Officers.

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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.

HONDA GIKEN KOGYO KABUSHIKI KAISHA
( HONDA MOTOR CO., LTD. )
/s/ Masaharu Hirose
Masaharu Hirose
General Manager
Finance Division
Honda Motor Co., Ltd.

Date: January 22, 2024

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[Translation]

January 22, 2024

To: Shareholders of Honda Motor Co., Ltd.
From: Honda Motor Co., Ltd.
1-1, Minami-Aoyama 2-chome,
Minato-ku, Tokyo, 107-8556
Toshihiro Mibe
Director, President and Representative Executive Officer

Notice Concerning Changes in Representative Executive Officers,

Directors and Officers

Honda Motor Co., Ltd. (the “Company”) hereby announces that its Nominating Committee today made an internal decision on the following personnel changes in its Directors to become effective as of the date of the Ordinary General Meeting of Shareholders of the Company scheduled to be held in June 2024, and that its Board of Directors today decided on personnel changes in its Representative Executive Officers, Executive Officers and Operating Officers to become effective as of April 1, 2024.

The personnel changes in Directors to become effective as of the date of the Ordinary General Meeting of Shareholders scheduled to be held in June 2024 shall be formally determined at that Ordinary General Meeting of Shareholders, and the personnel changes in Executive Officers to become effective as of such date shall be formally determined at a meeting of the Board of Directors scheduled to be held on that same day.

Particulars

1.Planned Personnel Changes in Representative Executive Officers

<As of April 1, 2024>

Persons to be Representative Executive Officers

Name Current Title New Title
Noriya Kaihara Director,<br> <br>Senior Managing Executive<br>Officer Director,<br> <br>Executive Vice President and<br>Representative Executive Officer

Reason for personnel change:

To further accelerate our transformation into a company that can achieve new growth and new value creation under the new management structure.

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2. Planned Personnel Changes in Directors

<As of the date of the Ordinary General Meeting of Shareholders to be held in June 2024>

Candidate for Director to be newly appointed

Name Current Title New Title
Eiji Fujimura Executive Officer Director,<br> <br>Managing Executive<br>Officer
Jiro Morisawa Operating Executive Director
Mika Agatsuma Managing Partner of IBM Japan, Ltd. Director

Eiji Fujimura is scheduled to be promoted from Executive Officer to Managing Executive Officer as of April 1, 2024.

Mika Agatsuma is candidate for Outside Director as defined under the provisions of the Enforcement Regulations of the Companies Act of Japan.

Director to retire

Name Current Title
Seiji Kuraishi Chairman and Director
Masafumi Suzuki Director

3. Planned Personnel Changes in Executive Officers

<As of April 1, 2024>

Executive Officers to be promoted

Name Current Title New Title
Noriya Kaihara Senior Managing Executive Officer Executive Vice President and Representative Executive Officer
Eiji Fujimura Executive Officer Managing Executive Officer

Executive Officers to be newly appointed

Name Current Title New Title
Ayumu Matsuo Operating Executive Executive Officer
Minoru Kato Operating Executive Executive Officer
Yutaka Tamagawa Operating Executive Executive Officer
Kazuhiro Takizawa Operating Executive Executive Officer
Katsuto Hayashi Operating Executive Executive Officer
Takashi Onuma Operating Executive Executive Officer

Executive Officers to retire

Name Current Title
Mitsugu Matsukawa Managing Executive Officer
Noriaki Abe Managing Executive Officer
Taro Kobayashi Managing Executive Officer

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<For Reference>

Compositions of Directors and Officers as of April 1, 2024 and as of the date of the Ordinary General Meeting of Shareholders to be held in June 2024

Name As of April 1, 2024 As of the date of the Ordinary<br><br><br>General Meeting of Shareholders
Toshihiro Mibe Director,<br> <br>President and Representative<br>Executive Officer Director,<br> <br>President and Representative<br>Executive Officer
Shinji Aoyama Director,<br> <br>Executive Vice President and<br>Representative Executive Officer Director,<br> <br>Executive Vice President and<br>Representative Executive Officer
Noriya Kaihara Director,<br> <br>Senior Managing Executive Officer*^1^ Director,<br> <br>Executive Vice President and<br>Representative Executive Officer
Eiji Fujimura Managing Executive Officer*^1^ Director,<br> <br>Managing Executive Officer*^2^
Seiji Kuraishi Director
Asako Suzuki Director Director
Masafumi Suzuki Director
Jiro Morisawa Operating Executive Director*^2^
Kunihiko Sakai Director*^3^ Director*^3^
Fumiya Kokubu Director*^3^ Director*^3^
Yoichiro Ogawa Director*^3^ Director*^3^
Kazuhiro Higashi Director*^3^ Director*^3^
Ryoko Nagata Director*^3^ Director*^3^
Mika Agatsuma Director*^2,3^
Katsushi Inoue Senior Managing Executive Officer Senior Managing Executive Officer
Keiji Otsu Managing Executive Officer Managing Executive Officer
Masayuki Igarashi Managing Executive Officer Managing Executive Officer
Kensuke Oe Managing Executive Officer Managing Executive Officer
Manabu Ozawa Managing Executive Officer Managing Executive Officer
Hironao Ito Managing Executive Officer Managing Executive Officer
Ayumu Matsuo Operating Executive*^2^ Executive Officer
Minoru Kato Operating Executive*^2^ Executive Officer
Yutaka Tamagawa Operating Executive*^2^ Executive Officer
Kazuhiro Takizawa Operating Executive*^2^ Executive Officer
Katsuto Hayashi Operating Executive*^2^ Executive Officer
Takashi Onuma Operating Executive*^2^ Executive Officer
*^1^ ^To be promoted^
--- ---
*^2^ ^To be newly appointed^
--- ---
*^3^ ^Outside Directors^
--- ---

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Resume of Representative Executive Officer to be newly appointed

As of January 22, 2024

Noriya KAIHARA

Date of Birth:    August 4, 1961 (62 years old)

Professional Experience:

April 1984 Joined Honda Motor Co., Ltd.
April 2013 Operating Officer, Honda Motor Co., Ltd.
April 2013 Chief Quality Officer, Honda Motor Co., Ltd.
June 2013 Operating Officer and Director, Honda Motor Co., Ltd.
April 2014 Chief Officer for Customer Service Operations, Honda Motor Co., Ltd.<br><br><br>Head of Service Supervisory Unit for Automobile Operations, Honda Motor Co., Ltd.
April 2016 Chief Officer for Customer First Operations, Honda Motor Co., Ltd.
June 2017 Operating Officer, Honda Motor Co., Ltd. (resigned from position as Director)
April 2018 Managing Officer, Honda Motor Co., Ltd.<br> <br>Chief<br>Officer for Purchasing Operations, Honda Motor Co., Ltd.
April 2020 Head of the Business Supervisory Unit, Automobile Operations, Honda Motor Co., Inc.
April 2021 Chief Officer for Customer First Operations, Honda Motor Co., Ltd.<br><br><br>Risk Management Officer, Honda Motor Co., Ltd.
June 2021 Managing Executive Officer, Honda Motor Co., Ltd.
October 2021 Managing Officer, Honda Motor Co., Ltd.<br><br><br>Chief Officer for Regional Operations (North America) , Honda Motor Co., Ltd.<br><br><br>President, Chief Executive Officer and Director, American Honda Motor Co., Inc.
April 2023 Senior Managing Executive Officer, Honda Motor Co., Ltd.
June 2023 Director, Senior Managing Executive Officer, Honda Motor Co., Ltd.

Number of shares held : 90,600 shares

* Current responsibilities in boldface

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