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6-K

Honda Motor Co Ltd (HMC)

6-K 2023-05-11 For: 2023-05-11
View Original
Added on April 11, 2026
Table of Contents

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 MAY 2023

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:

Honda Motor Co., Ltd. announced its consolidated financial results for the fiscal year ended March 31, 2023.

Exhibit 2:

Notice Concerning Acquisition of the Company’s Own Shares (Acquisition of the Company’s own shares pursuant to the Articles of Incorporation of the Company in accordance with Article 459, Paragraph 1 of the Company Law)

Exhibit 3:

Announcement Regarding the Signing of a Joint Venture Agreement with GS Yuasa for collaboration in Lithium-ion Battery

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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: May 11, 2023

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May 11, 2023

HONDA MOTOR CO., LTD. REPORTS

CONSOLIDATED FINANCIALRESULTS

FOR THE FISCAL YEAR ENDED MARCH 31, 2023

Tokyo, May 11, 2023 — Honda Motor Co., Ltd. today announced its consolidated financial results for the fiscal year ended March 31, 2023.

Fiscal Year Results

Honda’s consolidated sales revenue for the fiscal year ended March 31, 2023 increased by 16.2%, to JPY 16,907.7 billion from the fiscal year ended March 31, 2022, due mainly to increased sales revenue in Motorcycle business as well as positive foreign currency translation effects. Operating profit decreased by 3.7%, to JPY 839.3 billion from the previous fiscal year, due mainly to decreased profit attributable to sales impacts and increased expenses including product warranty expenses, which was partially offset by positive foreign currency effects. Profit before income taxes decreased by 12.3%, to JPY 938.1 billion from the previous fiscal year. Profit for the year attributable to owners of the parent decreased by 1.7%, to JPY 695.2 billion from the previous fiscal year.

Earnings per share attributable to owners of the parent for the year amounted to JPY 409.87, a decrease of JPY 1.22 from the previous fiscal year. One Honda American Depository Share represents one common share.

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Consolidated Statements of Financial Position for the Fiscal Year Ended March 31, 2023

Total assets increased by JPY 696.9 billion, to JPY 24,670.0 billion from March 31, 2022 due mainly to positive foreign currency translation effects, which was partially offset by decreased equipment on operating leases. Total liabilities decreased by JPY 76.6 billion, to JPY 13,123.9 billion from March 31, 2022 due mainly to decreased financing liabilities, which was partially offset by positive foreign currency translation effects. Total equity increased by JPY 773.5 billion, to JPY 11,546.1 billion from March 31, 2022 due mainly to increased retained earnings attributable to profit for the year as well as positive foreign currency translation effects.

Consolidated Statements of Cash Flows for the Fiscal Year Ended March 31,2023

Consolidated cash and cash equivalents on March 31, 2023 increased by JPY 128.0 billion from March 31, 2022, to JPY 3,803.0 billion. The reasons for the increases or decreases for each cash flow activity, when compared with the previous fiscal year, are as follows:

Net cash provided by operating activities amounted to JPY 2,129.0 billion of cash inflows. Cash inflows from operating activities increased by JPY 449.4 billion compared with the previous fiscal year, due mainly to increased cash received from customers, which was partially offset by increased payments for parts and raw materials.

Net cash used in investing activities amounted to JPY 678.0 billion of cash outflows. Cash outflows from investing activities increased by JPY 302.0 billion compared with the previous fiscal year, due mainly to increased payments for additions to property, plant and equipment.

Net cash used in financing activities amounted to JPY 1,468.3 billion of cash outflows. Cash outflows from financing activities increased by JPY 852.6 billion compared with the previous fiscal year, due mainly to increased repayments of financing liabilities as well as purchases of treasury stock.

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Forecasts for the Fiscal Year Ending March 31, 2024

In regard to the forecasts of the financial results for the fiscal year ending March 31, 2024, Honda projects consolidated results to be as shown below:

Fiscal year ending March 31, 2024

Yen (billions) Changes from FY 2023
Sales revenue 18,200.0 + 7.6 %
Operating profit 1,000.0 + 19.1 %
Profit before income taxes 1,185.0 + 26.3 %
Profit for the year 865.0 + 13.6 %
Profit for the year attributable to owners of the parent 800.0 + 15.1 %
Yen
Earnings per share attributable to owners of the parent
Basic and diluted 489.41

Note: The forecasts are based on the assumption that the average exchange rates for the Japanese yen to the U.S. dollar will be JPY 125 for the full year ending March 31, 2024.

The reasons for the increases or decreases in the forecasts of the operating profit, and profit before income taxes for the fiscal year ending March 31, 2024 from the previous year are as follows.

Yen (billions)
Sales impacts + 440.6
Price and cost impacts + 265.0
Expenses - 217.0
R&D expenses - 60.0
Currency effect - 268.0
Operating profit compared with fiscal year ended March 31, 2023 + 160.6
Profit of equity method + 67.5
Other + 18.6
Profit before income taxes compared with fiscal year ended March 31, 2023 + 246.8

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Dividend per Share of Common Stock

Yen
FY 2022 results FY 2023 results FY 2024 forecasts
Interim dividend 55.00 60.00 75.00
Year-end dividend 65.00 60.00 75.00
Total annual dividend 120.00 120.00 150.00

This announcement contains “forward-looking statements” as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based on management’s assumptions and beliefs taking into account information currently available to it. Therefore, please be advised that the actual results of the Company could differ materially from those described in these forward-looking statements as a result of numerous factors, including general economic conditions in the principal markets of the Company, its consolidated subsidiaries and its affiliates accounted for by the equity-method, and fluctuation of foreign exchange rates, as well as other factors detailed from time to time. The various factors for increases and decreases in profit have been classified in accordance with a method that Honda considers reasonable.

Basic Rationale for Selection of Accounting Standards

The Company adopted IFRS for the Company’s consolidated financial statements from the year ended March 31, 2015 which have been included in the annual securities report (to be submitted to the Financial Services Agency of Japan) and Form 20-F (to be submitted to the U.S. Securities and Exchange Commission), aiming at improving comparability of financial information across international capital markets as well as standardization of financial information and enhancing efficiency of financial reporting of the Company and its consolidated subsidiaries.

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[1] Consolidated Statements of Financial Position

March 31, 2022 and 2023

Yen (millions)
Mar. 31, 2022 Mar. 31, 2023
Assets
Current assets:
Cash and cash equivalents 3,674,931 **** 3,803,014 ****
Trade receivables 896,768 **** 1,060,271 ****
Receivables from financial services 1,694,113 **** 1,899,493 ****
Other financial assets 217,743 **** 263,892 ****
Inventories 1,918,548 **** 2,167,184 ****
Other current assets 439,322 **** 384,494 ****
Total current assets 8,841,425 **** 9,578,348 ****
Non-current assets:
Investments accounted for using the equity method 967,404 **** 915,946 ****
Receivables from financial services 3,740,383 **** 3,995,259 ****
Other financial assets 819,654 **** 855,070 ****
Equipment on operating leases 5,159,129 **** 4,726,292 ****
Property, plant and equipment 3,079,407 **** 3,168,109 ****
Intangible assets 849,507 **** 870,900 ****
Deferred tax assets 91,592 **** 105,792 ****
Other non-current assets 424,652 **** 454,351 ****
Total non-current assets 15,131,728 **** 15,091,719 ****
Total assets 23,973,153 **** 24,670,067 ****
Liabilities and Equity
Current liabilities:
Trade payables 1,236,233 **** 1,426,333 ****
Financing liabilities 3,118,304 **** 3,291,195 ****
Accrued expenses 375,601 **** 419,570 ****
Other financial liabilities 236,900 **** 324,110 ****
Income taxes payable 96,116 **** 86,252 ****
Provisions 268,388 **** 316,665 ****
Other current liabilities 672,857 **** 741,963 ****
Total current liabilities 6,004,399 **** 6,606,088 ****
Non-current liabilities:
Financing liabilities 4,984,252 **** 4,373,973 ****
Other financial liabilities 282,083 **** 288,736 ****
Retirement benefit liabilities 282,054 **** 255,852 ****
Provisions 253,625 **** 257,576 ****
Deferred tax liabilities 990,754 **** 892,078 ****
Other non-current liabilities 403,440 **** 449,622 ****
Total non-current liabilities 7,196,208 **** 6,517,837 ****
Total liabilities 13,200,607 **** 13,123,925 ****
Equity:
Common stock 86,067 **** 86,067 ****
Capital surplus 185,495 **** 185,589 ****
Treasury stock (328,309 ) **** (484,931 )
Retained earnings 9,539,133 **** 10,023,979 ****
Other components of equity 990,438 **** 1,417,397 ****
Equity attributable to owners of the parent 10,472,824 **** 11,228,101 ****
Non-controlling interests 299,722 **** 318,041 ****
Total equity 10,772,546 **** 11,546,142 ****
Total liabilities and equity 23,973,153 **** 24,670,067 ****

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[2] Consolidated Statements of Income and Consolidated Statements of Comprehensive Income

Consolidated Statements of Income

For the years ended March 31, 2022 and 2023

Yen (millions)
Year endedMar. 31, 2022 Year endedMar. 31, 2023
Sales revenue 14,552,696 **** 16,907,725 ****
Operating costs and expenses:
Cost of sales (11,567,923 ) **** (13,576,133 )
Selling, general and administrative (1,326,485 ) **** (1,611,279 )
Research and development (787,056 ) **** (880,915 )
Total operating costs and expenses (13,681,464 ) **** (16,068,327 )
Operating profit 871,232 **** 839,398 ****
Share of profit of investments accounted for using the equity method 202,512 **** 117,445 ****
Finance income and finance costs:
Interest income 25,627 **** 73,071 ****
Interest expense (16,867 ) **** (36,112 )
Other, net (12,314 ) **** (55,608 )
Total finance income and finance costs (3,554 ) **** (18,649 )
Profit before income taxes 1,070,190 **** 938,194 ****
Income tax expense (309,489 ) **** (177,034 )
Profit for the year 760,701 **** 761,160 ****
Profit for the year attributable to:
Owners of the parent 707,067 **** 695,267 ****
Non-controlling interests 53,634 **** 65,893 ****
Yen
Earnings per share attributable to owners of the parent
Basic and diluted 411.09 **** 409.87 ****

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Consolidated Statements of Comprehensive Income

For the years ended March 31, 2022 and 2023

Yen (millions)
Year endedMar. 31, 2022 Year endedMar. 31, 2023
Profit for the year 760,701 **** 761,160 ****
Other comprehensive income, net of tax:
Items that will not be reclassified to profit or loss
Remeasurements of defined benefit plans 117,042 **** 3,350 ****
Net changes in revaluation of financial assets measured at fair value through other comprehensive<br>income 58,635 **** (18,465 )
Share of other comprehensive income of investments accounted for using the equity method 1,786 **** 292 ****
Items that may be reclassified subsequently to profit or loss
Net changes in revaluation of financial assets measured at fair value through other comprehensive<br>income (682 ) **** (474 )
Exchange differences on translating foreign operations 680,724 **** 422,960 ****
Share of other comprehensive income of investments accounted for using the equity method 77,447 **** 30,429 ****
Total other comprehensive income, net of tax 934,952 **** 438,092 ****
Comprehensive income for the year 1,695,653 **** 1,199,252 ****
Comprehensive income for the year attributable to:
Owners of the parent 1,619,997 **** 1,125,280 ****
Non-controlling interests 75,656 **** 73,972 ****

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[3] Consolidated Statements of Changes in Equity

For the years ended March 31, 2022 and 2023

Yen (millions)
Equity attributable to owners of the parent Non-controllinginterests Totalequity
Commonstock Capitalsurplus Treasurystock Retainedearnings Othercomponentsof equity Total
Balance as of April 1, 2021 86,067 172,049 (273,786 ) 8,901,266 196,710 9,082,306 290,533 9,372,839
Comprehensive income for the year
Profit for the year 707,067 707,067 53,634 760,701
Other comprehensive income, net of tax 912,930 912,930 22,022 934,952
Total comprehensive income for the year 707,067 912,930 1,619,997 75,656 1,695,653
Reclassification to retained earnings 119,202 (119,202 )
Transactions with owners and other
Dividends paid (188,402 ) (188,402 ) (45,131 ) (233,533 )
Purchases of treasury stock (62,758 ) (62,758 ) (62,758 )
Disposal of treasury stock 578 578 578
Share-based payment transactions (233 ) (233 ) (233 )
Equity transactions and others 13,679 7,657 21,336 (21,336 )
Total transactions with owners and other 13,446 (54,523 ) (188,402 ) (229,479 ) (66,467 ) (295,946 )
Balance as of March 31, 2022 86,067 185,495 (328,309 ) 9,539,133 990,438 10,472,824 299,722 10,772,546
Comprehensive income for the year
Profit for the year 695,267 695,267 65,893 761,160
Other comprehensive income, net of tax 430,013 430,013 8,079 438,092
Total comprehensive income for the year 695,267 430,013 1,125,280 73,972 1,199,252
Reclassification to retained earnings 3,054 (3,054 )
Transactions with owners and other
Dividends paid (213,475 ) (213,475 ) (51,601 ) (265,076 )
Purchases of treasury stock (157,001 ) (157,001 ) (157,001 )
Disposal of treasury stock 379 379 379
Share-based payment transactions 94 94 94
Equity transactions and others (4,052 ) (4,052 )
Total transactions with owners and other 94 (156,622 ) (213,475 ) (370,003 ) (55,653 ) (425,656 )
Balance as of March 31, 2023 86,067 185,589 (484,931 ) 10,023,979 1,417,397 11,228,101 318,041 11,546,142

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[4] Consolidated Statements of Cash Flows

For the years ended March 31, 2022 and 2023

Yen (millions)
Year endedMar. 31, 2022 Year endedMar. 31, 2023
Cash flows from operating activities:
Profit before income taxes 1,070,190 **** 938,194 ****
Depreciation, amortization and impairment losses excluding equipment on operating<br>leases 611,063 **** 721,630 ****
Share of profit of investments accounted for using the equity method (202,512 ) **** (117,445 )
Finance income and finance costs, net (56,352 ) **** (71,661 )
Interest income and interest costs from financial services, net (155,872 ) **** (146,461 )
Changes in assets and liabilities
Trade receivables (24,037 ) **** (155,924 )
Inventories (208,895 ) **** (171,467 )
Trade payables 50,122 **** 105,272 ****
Accrued expenses (68,811 ) **** 42,122 ****
Provisions and retirement benefit liabilities (156,079 ) **** 32,251 ****
Receivables from financial services 509,741 **** (41,480 )
Equipment on operating leases 171,600 **** 768,070 ****
Other assets and liabilities 28,981 **** 218,369 ****
Other, net (19,782 ) **** (1,222 )
Dividends received 193,555 **** 244,902 ****
Interest received 237,724 **** 324,234 ****
Interest paid (97,884 ) **** (159,020 )
Income taxes paid, net of refunds (203,130 ) **** (401,342 )
Net cash provided by operating activities 1,679,622 **** 2,129,022 ****
Cash flows from investing activities:
Payments for additions to property, plant and equipment (268,143 ) **** (475,048 )
Payments for additions to and internally developed intangible assets (181,083 ) **** (157,440 )
Proceeds from sales of property, plant and equipment and intangible assets 27,108 **** 16,206 ****
Proceeds from sales of subsidiaries, net of cash and cash equivalents disposed **** 740 ****
Payments for acquisitions of investments accounted for using the equity method (23,826 )
Payments for acquisitions of other financial assets (488,631 ) **** (527,334 )
Proceeds from sales and redemptions of other financial assets 534,693 **** 488,642 ****
Net cash used in investing activities (376,056 ) **** (678,060 )
Cash flows from financing activities:
Proceeds from short-term financing liabilities 7,487,724 **** 9,127,333 ****
Repayments of short-term financing liabilities (7,960,144 ) **** (8,684,799 )
Proceeds from long-term financing liabilities 2,002,823 **** 971,067 ****
Repayments of long-term financing liabilities (1,761,561 ) **** (2,382,190 )
Dividends paid to owners of the parent (188,402 ) **** (213,475 )
Dividends paid to non-controlling interests (53,813 ) **** (51,376 )
Purchases and sales of treasury stock, net (62,180 ) **** (156,622 )
Repayments of lease liabilities (80,165 ) **** (78,297 )
Net cash used in financing activities (615,718 ) **** (1,468,359 )
Effect of exchange rate changes on cash and cash equivalents 229,063 **** 145,480 ****
Net change in cash and cash equivalents 916,911 **** 128,083 ****
Cash and cash equivalents at beginning of year 2,758,020 **** 3,674,931 ****
Cash and cash equivalents at end of year 3,674,931 **** 3,803,014 ****

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[5] Assumptions for Going Concern

None

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[6] Notes to Consolidated Financial Statements

[A] Segment Information

Based on Honda’s organizational structure and characteristics of products and services, Honda discloses segment information in four categories: Reportable segments of Motorcycle business, Automobile business and Financial services business, and other segments that are not reportable. The other segments are combined and disclosed in Power product and other businesses. Segment information is based on the components of Honda for which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The accounting policies used for segment information are consistent with the accounting policies used in the Company’s consolidated financial statements.

Principal products and services, and functions of each segment are as follows:

Segment Principal products and services Functions
Motorcycle Business Motorcycles, all-terrain vehicles (ATVs),<br>side-by-sides (SxS) and relevant parts Research and development<br> <br>Manufacturing<br><br><br>Sales and related services
Automobile Business Automobiles and relevant parts Research and development<br> <br>Manufacturing<br><br><br>Sales and related services
Financial Services Business Financial services Retail loan and lease related to Honda products<br><br><br>Others
Power Product and Other Businesses* Power products and relevant parts, and others Research and development<br> <br>Manufacturing<br><br>Sales and related services<br> <br>Others

Explanatory note:

* Life creation business has been renamed Power product business as a result of organizational changes effective<br>April 1, 2022.

Segment information based on products and services

As of and for the year ended March 31, 2022

Yen (millions)
MotorcycleBusiness AutomobileBusiness FinancialServicesBusiness Power Product<br>and OtherBusinesses SegmentTotal ReconcilingItems Consolidated
Sales revenue:
External customers 2,185,253 9,147,498 2,820,667 399,278 14,552,696 14,552,696
Intersegment 213,095 2,656 22,480 238,231 (238,231 )
Total 2,185,253 9,360,593 2,823,323 421,758 14,790,927 (238,231 ) 14,552,696
Segment profit (loss) 311,492 236,207 333,032 (9,499 ) 871,232 871,232
Segment assets 1,448,926 9,563,553 11,318,756 475,124 22,806,359 1,166,794 23,973,153
Depreciation and amortization 65,423 510,755 883,712 17,018 1,476,908 1,476,908
Capital expenditures 49,203 410,169 2,028,700 15,748 2,503,820 2,503,820

As of and for the year ended March 31, 2023

Yen (millions)
MotorcycleBusiness AutomobileBusiness FinancialServicesBusiness Power Productand OtherBusinesses SegmentTotal ReconcilingItems Consolidated
Sales revenue:
External customers **** 2,908,983 **** 10,593,519 **** 2,954,098 **** 451,125 **** 16,907,725 **** **** **** 16,907,725
Intersegment **** **** 188,198 **** 2,046 **** 25,307 **** 215,551 **** (215,551 ) ****
Total **** 2,908,983 **** 10,781,717 **** 2,956,144 **** 476,432 **** 17,123,276 **** (215,551 ) **** 16,907,725
Segment profit (loss) **** 488,709 **** 42,000 **** 285,857 **** 22,832 **** 839,398 **** **** **** 839,398
Segment assets **** 1,580,521 **** 10,069,036 **** 11,197,017 **** 480,166 **** 23,326,740 **** 1,343,327 **** **** 24,670,067
Depreciation and amortization **** 65,746 **** 600,617 **** 908,942 **** 21,571 **** 1,596,876 **** **** **** 1,596,876
Capital expenditures **** 59,101 **** 613,351 **** 1,546,683 **** 14,386 **** 2,233,521 **** **** **** 2,233,521

Explanatory notes:

1. Intersegment sales revenues are generally made at values that approximate<br>arm’s-length prices.
2. Reconciling items include elimination of intersegment transactions and balances as well as unallocated corporate<br>assets. Unallocated corporate assets, included in reconciling items as of March 31, 2022 and 2023 amounted to JPY 1,319,995 million and JPY 1,462,656 million, respectively, which consist primarily of the Company’s cash and cash<br>equivalents and financial assets measured at fair value through other comprehensive income.
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In addition to the disclosure required by IFRS, Honda provides the following supplemental information for the financial statements users:

Supplemental geographical information based on the location of the Company and its subsidiaries

As of and for the year ended March 31, 2022

Yen (millions)
Japan NorthAmerica Europe Asia OtherRegions Total ReconcilingItems Consolidated
Sales revenue:
External customers 2,354,532 7,618,932 602,695 3,393,323 583,214 14,552,696 14,552,696
Inter-geographic areas 2,004,754 471,255 98,516 662,124 9,925 3,246,574 (3,246,574 )
Total 4,359,286 8,090,187 701,211 4,055,447 593,139 17,799,270 (3,246,574 ) 14,552,696
Operating profit (loss) 6,411 501,073 26,681 339,129 22,899 896,193 (24,961 ) 871,232
Assets 5,318,033 12,983,779 597,473 3,803,877 619,998 23,323,160 649,993 23,973,153
Non-current assets other than financial instruments,<br>deferred tax assets and net defined benefit assets 3,036,832 5,334,121 49,129 706,562 169,447 9,296,091 9,296,091

As of and for the year ended March 31, 2023

Yen (millions)
Japan NorthAmerica Europe Asia OtherRegions Total ReconcilingItems Consolidated
Sales revenue:
External customers **** 2,409,584 **** 8,939,259 **** 675,728 **** **** 4,068,234 **** 814,920 **** 16,907,725 **** **** **** 16,907,725
Inter-geographic areas **** 2,138,418 **** 476,993 **** 27,990 **** **** 789,603 **** 4,695 **** 3,437,699 **** (3,437,699 ) ****
Total **** 4,548,002 **** 9,416,252 **** 703,718 **** **** 4,857,837 **** 819,615 **** 20,345,424 **** (3,437,699 ) **** 16,907,725
Operating profit (loss) **** 30,671 **** 312,584 **** (2,556 ) **** 408,728 **** 58,935 **** 808,362 **** 31,036 **** **** 839,398
Assets **** 5,306,084 **** 13,467,383 **** 648,614 **** **** 3,771,171 **** 690,904 **** 23,884,156 **** 785,911 **** **** 24,670,067
Non-current assets other than financial instruments,<br>deferred tax assets and net defined benefit assets **** 2,937,148 **** 5,192,731 **** 47,869 **** **** 685,311 **** 175,893 **** 9,038,952 **** **** **** 9,038,952

Explanatory notes:

1. Major countries in each geographic area:
North America United States, Canada, Mexico
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Europe United Kingdom, Germany, Belgium, Italy, France
Asia Thailand, China, India, Vietnam, Malaysia
Other Regions Brazil, Australia
2. Sales revenues between geographic areas are generally made at values that approximate arm’s-length prices.
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3. Reconciling items include elimination of inter-geographic transactions and balances as well as unallocated<br>corporate assets. Unallocated corporate assets, included in reconciling items as of March 31, 2022 and 2023 amounted to JPY 1,319,995 million and JPY 1,462,656 million, respectively, which consist primarily of the Company’s cash<br>and cash equivalents and financial assets measured at fair value through other comprehensive income.
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[B] Information about per common share

Equity per share attributable to owners of the parent as of March 31, 2022 and 2023 are calculated based on the following information.

2022 2023
Equity attributable to owners of the parent (millions of yen) 10,472,824 **** 11,228,101
The number of shares outstanding at the end of the year (excluding treasury stock)<br>(shares) 1,710,600,356 **** 1,664,340,589
Equity per share attributable to owners of the parent (yen) 6,122.31 **** 6,746.28

Earnings per share attributable to owners of the parent for the years ended March 31, 2022 and 2023 are calculated based on the following information. There were no significant potentially dilutive common shares outstanding for the years ended March 31, 2022 and 2023.

2022 2023
Profit for the year attributable to owners of the parent (millions of yen) 707,067 **** 695,267
Weighted average number of common shares outstanding, basic (shares) 1,719,961,835 **** 1,696,307,115
Basic earnings per share attributable to owners of the parent (yen) 411.09 **** 409.87

[C] Significant Subsequent Event

Acquisition of the Company’s Own Shares

The Board of Directors of the Company, at its meeting held on May 11, 2023, resolved that the Company will acquire its own shares pursuant to Article 459, Paragraph 1 of the Company Law and Article 36 of the Company’s Articles of Incorporation.

1. Reason for acquisition of own shares

The Company will acquire its own shares for the purpose, among others, of improving efficiency of its capital structure and implementing a flexible capital strategy.

2. Details of the acquisition
(1) Class of shares to be acquired:
--- ---

Shares of common stock

(2) Total number of shares to be acquired:

Up to 64,000,000 shares (3.8 % of total number of issued shares (excluding treasury stock))

(3) Total amount of shares to be acquired:

Up to 200,000 million yen

(4) Period of acquisition:

Starting on May 12, 2023 and ending on March 31, 2024

(5) Method of acquisition:

Market purchases on the Tokyo Stock Exchange

1. Purchases through the Tokyo Stock Exchange Trading Network Off-Auction<br>Own Share Repurchase Trading System (ToSTNeT-3)
2. Market purchases based on a discretionary trading contract regarding acquisition of own shares<br>
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[D] Other

Loss related to airbag inflators

Honda has been conducting market-based measures in relation to airbag inflators. Honda recognizes a provision for specific warranty costs when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. There is a possibility that Honda will need to recognize additional provisions when new evidence related to the product recalls arise, however, it is not possible for Honda to reasonably estimate the amount and timing of potential future losses as of the date of this report.

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[Translation]

May 11, 2023

To: Shareholders of Honda Motor Co., Ltd.
From: Honda Motor Co., Ltd.
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1-1, Minami-Aoyama 2-chome,

Minato-ku, Tokyo, 107-8556

Toshihiro Mibe

Director, President and Representative Executive Officer

Notice Concerning Acquisition of the Company’s Own Shares

(Acquisition of the Company’s own shares pursuant to the Articles of Incorporation of the Company

in accordance with Article 459, Paragraph 1 of the Company Law)

The Board of Directors of Honda Motor Co., Ltd. (the “Company”), at its meeting held on May 11, 2023, resolved that the Company will acquire its own shares pursuant to Article 459, Paragraph 1 of the Company Law and Article 36 of the Company’s Articles of Incorporation.

Particulars

1. Reason for acquisition of own shares

The Company will acquire its own shares for the purpose, among others, of improving efficiency of its capital structure and implementing a flexible capital strategy.

2. Details of the acquisition
(1) Class of shares to be acquired:
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Shares of common stock

(2) Total number of shares to be acquired:

Up to 64,000,000 shares (3.8 % of total number of issued shares (excluding treasury stock))

(3) Total amount of shares to be acquired:

Up to 200 billion yen

(4) Period of acquisition:

Starting on May 12, 2023 and ending on March 31, 2024

(5) Method of acquisition:

Market purchases on the Tokyo Stock Exchange

1. Purchases through the Tokyo Stock Exchange Trading Network Off-Auction<br>Own Share Repurchase Trading System (ToSTNeT-3)
2. Market purchases based on a discretionary trading contract regarding acquisition of own shares<br>
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Reference: The Company’s treasury stock held as of March 31, 2023
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Total number of issued shares (excluding treasury stock): 1,664,340,589 shares
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Total number of treasury stock: 147,087,841 shares
Table of Contents

[Translation]

May 11, 2023

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

Announcement Regarding the Signing of a Joint Venture Agreement with

GS Yuasa for collaboration in Lithium-ion Battery

Honda Motor Co., Ltd. (“Honda”) today announced that it has signed a joint venture agreement with GS Yuasa International Ltd. (“GS Yuasa”) to establish a new company that will research and develop lithium-ion batteries and strive to establish a highly-efficient production system for its batteries. For details, please see the attached press release.

This transaction is not anticipated to have a material impact on Honda’s consolidated financial results for the fiscal year ending March 31, 2024.

  • End -
Table of Contents

News Release

May 11, 2023

Honda Motor Co., Ltd.

GS Yuasa International Ltd.

Honda and GS Yuasa Sign Joint Venture Agreement To Establish New Company,

Honda  •  GS Yuasa EV Battery R&D Co., Ltd.

TOKYO, Japan, May 11, 2023 – Honda Motor Co., Ltd. (Honda) and GS Yuasa International Ltd. (GS Yuasa) today announced that they have signed a joint venture agreement toward the establishment of a new company. As announced on January 23, 2023 with a joint press release titled, “Honda and GS Yuasa Reach Basic Agreement Toward Collaboration for a High-capacity, High-output Lithium-ion Battery,” the two companies have been discussing specifics for collaboration on high-capacity, high-output lithium-ion batteries, mainly for EVs.

To address the rapidly growing demand for batteries, the new joint venture company, which will be named Honda  •  GS Yuasa EV Battery R&D Co., Ltd., will research and develop lithium-ion batteries and battery production methods that will be highly competitive at a global level. Moreover, the new company will strive to establish a supply chain for key raw materials and a highly-efficient production system for its batteries.

The new company is scheduled to be established and begin operation before the end of 2023. The establishment of the new company and the start of its operation are subject to the approvals of the relevant authorities.

Comments by Koichi Yamamoto, Representative Director and President (to be) ofHonda  •  GS Yuasa EV Battery R&D Co., Ltd.

“We are very pleased that Honda and GS Yuasa have reached a joint venture agreement, which will become a new milestone in our pursuit of the realization of carbon neutrality, which is a goal shared by the two companies. The new company will fully leverage the strengths of the two companies and establish a strong presence in the rapidly expanding battery market.”

About the new company (plan)
Company name: Honda  •  GS Yuasa EV Battery R&D Co., Ltd.
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Head office location: 1, Inobanba-cho, Nishinosho, Kisshoin, Minami-ku, Kyoto, Japan
Capital: Amount of capital at establishment: 2 billion yen
Amount of capital reserve at establishment: 2 billion yen
Capital contribution ratio: 50% Honda Motor Co., Ltd.
50% GS Yuasa International Ltd.
Directors: Koichi Yamamoto, Representative Director and President (from Honda)
Masaaki Hosokawa, Representative Director and Vice President (from GS Yuasa)