Skip to main content

6-K

Nomura Holdings Inc (NMR)

6-K 2025-02-12 For: 2025-02-12
View Original
Added on April 09, 2026
Table of Contents

FORM6-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 February 2025

NOMURA HOLDINGS, INC.

(Translation of registrant’s name into English)

13-1, Nihonbashi 1-chome

Chuo-ku, Tokyo 103-8645

Japan

(Address ofprincipal 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. Financial Summary – Nine months ended December 31, 2024.

The registrant hereby incorporates Exhibit 1 (except the English translation of Independent Auditor’s Interim Review Report) 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.

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: February 12, 2025 By: /s/ Yoshifumi Kishida
Yoshifumi Kishida
Senior Managing Director
Table of Contents

February 12, 2025

Company name: Nomura Holdings, Inc.
Representative: Kentaro Okuda
President and Group CEO
Stock exchange listings: Tokyo stock exchange, Nagoya stock exchange
(Code number: 8604)
For Inquiries: Junko Tago
Managing Director, Head of Investor Relations
Tel: (Country Code 81) 3-5255-1000

Financial Summary–Nine months ended December 31, 2024

(Completion of the interim review by certified public accountants or an audit firm)

We are pleased to announce that the interim review of the quarterly consolidated financial statements for the nine months ended December 31, 2024, conducted by certified public accountants or an audit firm under US GAAP, which were disclosed on February 5, 2025, has been completed. Furthermore, there have been no changes to the quarterly consolidated financial statements announced on February 5, 2025.

Table of Contents

Financial Summary for the Nine Months Ended December 31,2024 (U.S. GAAP)

Date: February 12, 2025
Company name (code number): Nomura Holdings, Inc. (8604)
Stock exchange listings: (In Japan) Tokyo, Nagoya<br> <br>(Overseas) New York,<br>Singapore
Representative: Kentaro Okuda<br> <br>President and Group CEO, Nomura<br>Holdings, Inc.
For inquiries: Junko Tago<br> <br>Managing Director, Head of Investor<br>Relations, Nomura Holdings, Inc.<br> <br>Tel: (Country Code 81) 3-5255-1000<br><br><br>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 nine months ended December 31
2023 2024
% Change fromDecember 31, 2022 % Change from<br>December 31, 2023
Total revenue 2,986,540 74.0 % 3,657,389 22.5 %
Net revenue 1,116,898 10.5 % 1,439,750 28.9 %
Income before income taxes 181,756 43.4 % 374,220 105.9 %
Net income attributable to Nomura Holdings, Inc. (“NHI”) shareholders 109,113 27.8 % 268,766 146.3 %
Comprehensive income 166,527 (32.3 %) 343,791 106.4 %
Basic-Net income attributable to NHI shareholders per<br>share (Yen) 36.08 90.95
Diluted-Net income attributable to NHI shareholders per<br>share (Yen) 34.69 87.66
Return on shareholders’ equity - annualized 4.5 % 10.4 %

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 At December 31
2024 2024
Total assets 55,147,203 60,529,845
Total equity 3,448,513 3,675,106
Total NHI shareholders’ equity 3,350,189 3,569,930
Total NHI shareholders’ equity as a percentage of total assets 6.1 % 5.9 %
Total NHI shareholders’ equity per share (Yen) 1,127.72 1,207.81
Table of Contents

2. Cash Dividends

(Yen amounts)
For the year ended March 31
2024 2025 2025 (Plan)
Dividends per share
Dividends record dates
At June 30
At September 30 8.00 23.00
At December 31
At March 31 15.00 Unconfirmed
For the year 23.00 Unconfirmed

Note: Breakdown of dividend for the year ending March 31, 2025 (Plan): Ordinary dividend —, Commemorative dividend 10.00 yen.

The ordinary dividends for the fourth quarter of the year ending March 31, 2025, are not presented for the reasons stated in “3. Earnings forecasts for the year ending March 31, 2025.”

For details, please refer to “Nomura to Issue 100th Anniversary Commemorative Dividend” announced on February 5, 2025.

3. Earnings Forecasts for the year ending March 31, 2025

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 forecasts.

Notes

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

(2) Adoption of the simplified and particular accounting treatments: None

(3) 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.10 “2. Quarterly Consolidated Financial Statements (4) Changes in Accounting Policies” for further details.

(4) Number of shares issued (common stock)

At March 31 At December 31
2024 2024
Number of shares outstanding (including treasury stock) 3,163,562,601 3,163,562,601
Number of treasury stock 192,807,441 207,850,845
For the nine months endedDecember 31
2023 2024
Average number of shares outstanding (year-to-date) 3,023,923,222 2,954,969,973

*Review of the Japanese-language originals of the attached consolidated quarterly financial statements by certified public accountants or an audit firm: Yes (voluntary)

Table of Contents

Table of Contents for the Accompanying Materials

1. Qualitative Information of the Quarterly ConsolidatedResults P. 2
(1) Consolidated Operating Results P. 2
(2) Consolidated Financial Position P. 4
(3) Consolidated Earnings Forecasts P. 4
2. Quarterly 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) Changes in Accounting Policies P.10
(5) Segment Information – Operating Segment P.11
(6) Significant Changes in Equity P.12
(7) Note with respect to the Assumption as a Going<br>Concern P.13
(8) Note with respect to Consolidated Statements of Cash<br>Flows P.13
(9) Significant Subsequent Events P.13
3. Supplementary Information P.14
(1) Consolidated Statements of Income – Quarterly<br>Comparatives P.14
(2) Business Segment Information – Quarterly<br>Comparatives P.15
(3) Other P.16
Independent Auditor’s Interim Review Report P.17

– 1 –

Table of Contents
1. Qualitative Information of the Quarterly Consolidated Results
(1) Consolidated Operating Results
--- ---

U.S. GAAP

Billions of yen % Change
For the nine months ended (B-A)/(A)
December 31,<br>2023 (A) December 31,<br>2024 (B)
Net revenue 1,116.9 1,439.8 28.9
Non-interest expenses 935.1 1,065.5 13.9
Income (loss) before income taxes 181.8 374.2 105.9
Income tax expense 68.2 100.9 48.1
Net income (loss) 113.6 273.3 140.6
Less: Net income (loss) attributable to noncontrolling interests 4.5 4.5 0.5
Net income (loss) attributable to NHI shareholders 109.1 268.8 146.3
Return on shareholders’ equity - annualized 4.5 % 10.4 %

Note: 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 (collectively, “Nomura”) reported net revenue of 1,439.8 billion yen for the nine months ended December 31, 2024, an increase of 28.9% from the same period in the prior year. Non-interest expenses increased by 13.9% from the same period in the prior year to 1,065.5 billion yen. Income before income taxes was 374.2 billion yen and net income attributable to NHI shareholders was 268.8 billion yen for the nine months ended December 31, 2024.

Segment Information

Billions of yen % Change
For the nine months ended (B-A)/(A)
December 31,<br>2023 (A) December 31,<br>2024 (B)
Net revenue 1,131.5 1,441.1 27.4
Non-interest expenses 935.1 1,065.5 13.9
Income (loss) before income taxes 196.3 375.6 91.3

In the above segment information totals, which exclude a part of unrealized gain (loss) on investments in equity securities held for operating purposes, net revenue for the nine months ended December 31, 2024 was 1,441.1 billion yen, an increase of 27.4% from the same period in the prior year. Non-interest expenses increased by 13.9% from the same period in the prior year to 1,065.5 billion yen. Income before income taxes increased by 91.3% to 375.6 billion yen for the nine months ended December 31, 2024. Please refer to page 11 for further details of the differences between U.S. GAAP and business segment amounts.

– 2 –

Table of Contents

<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 nine months ended (B-A)/(A)
December 31,<br>2023 (A) December 31,<br>2024 (B)
Net revenue 293.6 346.9 18.2
Non-interest expenses 209.7 213.2 1.7
Income (loss) before income taxes 83.9 133.7 59.3

Net revenue increased by 18.2% from the same period in the prior year to 346.9 billion yen. Non-interest expenses increased by 1.7% to 213.2 billion yen. As a result, income before income taxes increased by 59.3% to 133.7 billion yen.

Operating Results of Investment Management

Billions of yen % Change
For the nine months ended (B-A)/(A)
December 31,<br>2023 (A) December 31,<br>2024 (B)
Net revenue 110.6 149.5 35.2
Non-interest expenses 68.1 75.4 10.7
Income (loss) before income taxes 42.4 74.1 74.5

Net revenue increased by 35.2% from the same period in the prior year to 149.5 billion yen. Non-interest expenses increased by 10.7% to 75.4 billion yen. As a result, income before income taxes increased by 74.5% to 74.1 billion yen. Assets under management were 93.5 trillion yen as of December 31, 2024.

Operating Results of Wholesale

Billions of yen % Change
For the nine months ended (B-A)/(A)
December 31,<br>2023 (A) December 31,<br>2024 (B)
Net revenue 611.9 798.8 30.5
Non-interest expenses 578.6 670.0 15.8
Income (loss) before income taxes 33.3 128.8 286.3

Net revenue increased by 30.5% from the same period in the prior year to 798.8 billion yen. Non-interest expenses increased by 15.8% to 670.0 billion yen. As a result, income before income taxes increased by 286.3% to 128.8 billion yen.

– 3 –

Table of Contents

Other Operating Results

Billions of yen % Change
For the nine months ended (B-A)/(A)
December 31,<br>2023 (A) December 31,<br>2024 (B)
Net revenue 115.3 146.0 26.6
Non-interest expenses 78.7 106.9 35.8
Income (loss) before income taxes 36.6 39.0 6.6

Net revenue was 146.0 billion yen. Income before income taxes was 39.0 billion yen.

(2) Consolidated Financial Position

Total assets as of December 31, 2024 were 60,529.8 billion yen, an increase of 5,382.6 billion yen compared to March 31, 2024, mainly due to the increase in Trading assets. Total liabilities as of December 31, 2024 were 56,854.7 billion yen, an increase of 5,156.0 billion yen compared to March 31, 2024, mainly due to the increase in Trading liabilities. Total equity as of December 31, 2024 was 3,675.1 billion yen, an increase of 226.6 billion yen compared to March 31, 2024.

(3) Consolidated Earnings Forecasts

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 dividend forecasts.

– 4 –

Table of Contents
2. Quarterly Consolidated Financial Statements

Nomura’s quarterly consolidated financial statements, which comprise the consolidated balance sheet, consolidated statement of income, consolidated statement of comprehensive income and notes, have been prepared in accordance with Article 5, Paragraph 4 of the Tokyo Stock Exchange Inc. and Nagoya Stock Exchange Inc.’s Standards for the Preparation of Quarterly Financial Statements (the Standards) and accounting principles generally accepted in the United States, applying the provisions for reduced disclosures as set forth in Article 5, Paragraph 5 of the Standards.

The quarterly consolidated financial statements herein have 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 (4) Changes in Accounting Policies.

– 5 –

Table of Contents

(1) Consolidated Balance Sheets

December 31,<br>2024 Increase/<br>(Decrease)
ASSETS
Cash and cash deposits:
Cash and cash equivalents 4,239,359 4,593,764 354,405
Time deposits 545,842 598,380 52,538
Deposits with stock exchanges and other segregated cash 369,770 382,370 12,600
Total cash and cash deposits 5,154,971 5,574,514 419,543
Loans and receivables:
Loans receivable 5,469,195 6,166,550 697,355
Receivables from customers 453,937 452,997 (940 )
Receivables from other than customers 928,632 1,110,411 181,779
Allowance for credit losses (18,047 ) (17,358 ) 689
Total loans and receivables 6,833,717 7,712,600 878,883
Collateralized agreements:
Securities purchased under agreements to resell 15,621,132 16,274,358 653,226
Securities borrowed 5,373,663 4,514,749 (858,914 )
Total collateralized agreements 20,994,795 20,789,107 (205,688 )
Trading assets and private equity and debt investments:
Trading assets* 19,539,742 23,629,649 4,089,907
Private equity and debt investments* 117,066 150,319 33,253
Total trading assets and private equity and debt investments 19,656,808 23,779,968 4,123,160
Other assets:
Office buildings, land, equipment and facilities<br>(net of accumulated depreciation and amortization of<br> 529,605 million as of March 31, 2024 and<br> 562,015 million as of December 31, 2024) 448,785 469,488 20,703
Non-trading debt securities* 335,401 513,308 177,907
Investments in equity securities* 105,088 100,325 (4,763 )
Investments in and advances to affiliated companies* 462,017 489,838 27,821
Other 1,155,621 1,100,697 (54,924 )
Total other assets 2,506,912 2,673,656 166,744
Total assets 55,147,203 60,529,845 5,382,642

All values are in Japanese Yen.

^*^ Including securities pledged as collateral

– 6 –

Table of Contents
Millions of yen
March 31,<br>2024 December 31,<br>2024 Increase/<br>(Decrease)
LIABILITIES AND EQUITY
Short-term borrowings 1,054,717 992,255 (62,462 )
Payables and deposits:
Payables to customers 1,310,825 1,439,125 128,300
Payables to other than customers 2,823,100 3,226,450 403,350
Deposits received at banks 2,356,202 3,145,182 788,980
Total payables and deposits 6,490,127 7,810,757 1,320,630
Collateralized financing:
Securities sold under agreements to repurchase 16,870,303 16,805,751 (64,552 )
Securities loaned 2,133,066 1,685,801 (447,265 )
Other secured borrowings 393,206 436,677 43,471
Total collateralized financing 19,396,575 18,928,229 (468,346 )
Trading liabilities 10,890,610 13,641,814 2,751,204
Other liabilities 1,414,546 1,501,691 87,145
Long-term borrowings 12,452,115 13,979,993 1,527,878
Total liabilities 51,698,690 56,854,739 5,156,049
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 December 31, 2024
Outstanding - 2,970,755,160 shares as of March 31, 2024 and
2,955,711,756 shares as of December 31, 2024 594,493 594,493
Additional paid-in capital 708,785 694,693 (14,092 )
Retained earnings 1,705,725 1,895,951 190,226
Accumulated other comprehensive income (loss) 459,984 528,816 68,832
Total NHI shareholders’ equity before treasury stock 3,468,987 3,713,953 244,966
Common stock held in treasury, at cost -
192,807,441 shares as<br>of March 31, 2024 and
207,850,845 shares as<br>of December 31, 2024 (118,798 ) (144,023 ) (25,225 )
Total NHI shareholders’ equity 3,350,189 3,569,930 219,741
Noncontrolling interests 98,324 105,176 6,852
Total equity 3,448,513 3,675,106 226,593
Total liabilities and equity 55,147,203 60,529,845 5,382,642

– 7 –

Table of Contents

(2) Consolidated Statements of Income

Millions of yen % Change
For the nine months ended (B-A)/(A)
December 31,<br>2023(A) December 31,<br>2024(B)
Revenue:
Commissions 257,410 306,743 19.2
Fees from investment banking 124,979 158,961 27.2
Asset management and portfolio service fees 225,969 281,390 24.5
Net gain on trading 357,245 421,718 18.0
Gain on private equity and debt investments 9,892 6,392 (35.4 )
Interest and dividends 1,894,409 2,296,967 21.2
Gain on investments in equity securities 4,219 498 (88.2 )
Other 112,417 184,720 64.3
Total revenue 2,986,540 3,657,389 22.5
Interest expense 1,869,642 2,217,639 18.6
Net revenue 1,116,898 1,439,750 28.9
Non-interest expenses:
Compensation and benefits 496,440 560,069 12.8
Commissions and floor brokerage 100,016 132,599 32.6
Information processing and communications 160,794 166,941 3.8
Occupancy and related depreciation 50,884 52,330 2.8
Business development expenses 17,697 19,360 9.4
Other 109,311 134,231 22.8
Total non-interest expenses 935,142 1,065,530 13.9
Income before income taxes 181,756 374,220 105.9
Income tax expense 68,151 100,939 48.1
Net income 113,605 273,281 140.6
Less: Net income attributable to noncontrolling interests 4,492 4,515 0.5
Net income attributable to NHI shareholders 109,113 268,766 146.3
Per share of common stock:
Yen % Change
Basic-
Net income attributable to NHI shareholders per share 36.08 90.95 152.1
Diluted-
Net income attributable to NHI shareholders per share 34.69 87.66 152.7

– 8 –

Table of Contents

(3) Consolidated Statements of Comprehensive Income

Millions of yen % Change
For the nine months ended (B-A)/(A)
December 31,<br>2023(A) December 31,<br>2024(B)
Net income 113,605 273,281 140.6
Other comprehensive income (loss):
Cumulative translation adjustments:
Cumulative translation adjustments 99,369 64,223 (35.4 )
Deferred income taxes (1,030 ) 860
Total 98,339 65,083 (33.8 )
Defined benefit pension plans:
Pension liability adjustment 1,227 771 (37.2 )
Deferred income taxes (337 ) (209 )
Total 890 562 (36.9 )
Non-trading debt securities:
Net unrealized loss on non-trading debt<br>securities (575 )
Deferred income taxes 178
Total (397 )
Own credit adjustments:
Own credit adjustments (57,880 ) 8,894
Deferred income taxes 11,573 (3,632 )
Total (46,307 ) 5,262
Total other comprehensive income 52,922 70,510 33.2
Comprehensive income 166,527 343,791 106.4
Less: Comprehensive income attributable to noncontrolling interests 5,361 6,193 15.5
Comprehensive income attributable to NHI shareholders 161,166 337,598 109.5

– 9 –

Table of Contents

(4) 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 accountingpolicy

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. For the year ended March 31, 2024 and in prior financial years, Nomura applied ASC 940 on a consolidated basis to all entities included within the consolidated financial statements of Nomura. Effective from April 1, 2024, the Company and 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 for trading purposes and non-trading debt securities held by non-BD entities have been elected for the fair value option on April 1, 2024 and therefore continue to be measured at fair value through earnings. A similar election has been made for subsequent originations or purchases of loans held for trading purposes and a part of non-trading debt securities through to December 31, 2024. Such loans continue to be reported in Trading assets in the consolidated balance sheets with changes in fair value reported in Revenue– Net gain on trading in the consolidated statements of income. Similarly, non-trading debt securities held by non-BD entities elected for the fair value option continue to be reported in Non-trading debt securities in the consolidated balance sheets which changed in fair value reported in Revenue – Other in the consolidated statements of income.

Following the accounting policy change, fair value changes of non-trading debt securities acquired 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.

– 10 –

Table of Contents

(5) 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 nine months ended (B-A)/(A)
December 31,<br>2023 (A) December 31,<br>2024 (B)
Net revenue
Business segment information:
Wealth Management 293,607 346,949 18.2
Investment Management 110,582 149,468 35.2
Wholesale 611,933 798,750 30.5
Subtotal 1,016,122 1,295,167 27.5
Other 115,328 145,958 26.6
Net revenue 1,131,450 1,441,125 27.4
Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes (14,552 ) (1,375 )
Net revenue 1,116,898 1,439,750 28.9
Non-interest expenses
Business segment information:
Wealth Management 209,688 213,228 1.7
Investment Management 68,144 75,416 10.7
Wholesale 578,598 669,974 15.8
Subtotal 856,430 958,618 11.9
Other 78,712 106,912 35.8
Non-interest expenses 935,142 1,065,530 13.9
Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes
Non-interest expenses 935,142 1,065,530 13.9
Income (loss) before income taxes
Business segment information:
Wealth Management 83,919 133,721 59.3
Investment Management 42,438 74,052 74.5
Wholesale 33,335 128,776 286.3
Subtotal 159,692 336,549 110.7
Other* 36,616 39,046 6.6
Income (loss) before income taxes 196,308 375,595 91.3
Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes (14,552 ) (1,375 )
Income (loss) before income taxes 181,756 374,220 105.9
* 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 nine months ended (B-A)/(A)
December 31,<br>2023 (A) December 31,<br>2024 (B)
Net gain (loss) related to economic hedging transactions 2,064 (8,041 )
Realized gain (loss) on investments in equity securities held for operating purposes 19,979 1,141 (94.3 )
Equity in earnings of affiliates 31,561 41,551 31.7
Corporate items (3,137 ) (767 )
Other (13,851 ) 5,162
Total 36,616 39,046 6.6

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

– 11 –

Table of Contents

(6) Significant Changes in Equity

Not applicable. For further details of the changes, please refer below.

Millions of yen
For the nine months ended<br>December 31, 2024
Common stock
Balance at beginning of year 594,493
Balance at end of period 594,493
Additional paid-in capital
Balance at beginning of year 708,785
Stock-based compensation awards (14,112 )
Changes in ownership interests in subsidiaries 35
Changes in an affiliated company’s interests (15 )
Balance at end of period 694,693
Retained earnings
Balance at beginning of year 1,705,725
Net income attributable to NHI shareholders 268,766
Cash dividends (67,966 )
Loss on disposal of treasury stock (10,574 )
Balance at end of period 1,895,951
Accumulated other comprehensive income (loss)
Cumulative translation adjustments
Balance at beginning of year 444,071
Net change during the period 63,405
Balance at end of period 507,476
Defined benefit pension plans
Balance at beginning of year (19,512 )
Pension liability adjustment 562
Balance at end of period (18,950 )
Non-trading debt securities
Balance at beginning of year
Net unrealized loss on non-trading debt<br>securities (397 )
Balance at end of period (397 )
Own credit adjustments
Balance at beginning of year 35,425
Own credit adjustments 5,262
Balance at end of period 40,687
Balance at end of period 528,816
Common stock held in treasury
Balance at beginning of year (118,798 )
Repurchases of common stock (58,830 )
Sale of common stock 0
Common stock issued to employees 33,605
Balance at end of period (144,023 )
Total NHI shareholders’ equity
Balance at end of period 3,569,930
Noncontrolling interests
Balance at beginning of year 98,324
Net change during the period 6,852
Balance at end of period 105,176
Total equity
Balance at end of period 3,675,106

– 12 –

Table of Contents

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

Not applicable.

(8) Note with respect to Consolidated Statements of Cash Flows

The following table shows depreciation and amortization for the nine months ended December 31, 2023 and 2024.

Millions of yen
For the nine months ended
December 31,2023 December 31,2024
Depreciation and amortization 45,410 46,498

(9) Significant Subsequent Events

Nomura Properties, Inc., a wholly owned subsidiary of Nomura Holdings, Inc., entered into a real estate sales contract after the end of this third quarter, to sell land and buildings located in Takanawa 2-chome, Minato-ku, Tokyo, which it owns. As a result, income before income taxes of approximately 56 billion yen is expected to be booked in NHI’s consolidated financial statements for the period that includes the delivery date of the property (the fourth quarter of the fiscal year ending March 31, 2025 or the first quarter of the fiscal year ending March 31, 2026).

– 13 –

Table of Contents

3. Supplementary Information

(1) Consolidated Statements of Income – Quarterly Comparatives

Millions of yen % Change Millions of yen
For the three months ended For the year ended<br>March 31,<br>2024
June 30,<br>2023 September 30,<br>2023 December 31,<br>2023 March 31,<br>2024 June 30,<br>2024 September 30,<br>2024(A) December 31,<br>2024(B) (B-A)/(A)
Revenue:
Commissions 82,770 88,922 85,718 106,685 102,750 101,363 102,630 1.2 364,095
Fees from investment banking 31,146 38,604 55,229 48,286 41,251 53,335 64,375 20.7 173,265
Asset management and portfolio service fees 71,807 76,666 77,496 84,185 90,333 93,848 97,209 3.6 310,154
Net gain on trading 115,563 116,613 125,069 134,366 131,994 147,711 142,013 (3.9 ) 491,611
Gain on private equity and debt investments 6,887 1,123 1,882 1,985 3,153 1,598 1,641 2.7 11,877
Interest and dividends 549,651 658,458 686,300 726,447 788,550 762,958 745,459 (2.3 ) 2,620,856
Gain (loss) on investments in equity securities 4,777 2,792 (3,350 ) 5,393 1,442 (2,554 ) 1,610 9,612
Other 30,752 29,522 52,143 63,407 58,412 83,307 43,001 (48.4 ) 175,824
Total revenue 893,353 1,012,700 1,080,487 1,170,754 1,217,885 1,241,566 1,197,938 (3.5 ) 4,157,294
Interest expense 544,440 644,940 680,262 725,652 763,443 758,239 695,957 (8.2 ) 2,595,294
Net revenue 348,913 367,760 400,225 445,102 454,442 483,327 501,981 3.9 1,562,000
Non-interest expenses:
Compensation and benefits 158,673 167,138 170,629 177,083 184,510 184,671 190,888 3.4 673,523
Commissions and floor brokerage 31,365 34,336 34,315 37,312 43,629 45,325 43,645 (3.7 ) 137,328
Information processing and communications 52,836 53,616 54,342 56,332 55,769 56,741 54,431 (4.1 ) 217,126
Occupancy and related depreciation 16,601 17,477 16,806 17,814 17,635 16,810 17,885 6.4 68,698
Business development expenses 6,144 5,396 6,157 6,539 6,572 5,981 6,807 13.8 24,236
Other 36,984 33,062 39,265 57,928 43,396 40,789 50,046 22.7 167,239
Total non-interest expenses 302,603 311,025 321,514 353,008 351,511 350,317 363,702 3.8 1,288,150
Income before income taxes 46,310 56,735 78,711 92,094 102,931 133,010 138,279 4.0 273,850
Income tax expense 20,428 21,150 26,573 28,479 31,498 35,304 34,137 (3.3 ) 96,630
Net income 25,882 35,585 52,138 63,615 71,433 97,706 104,142 6.6 177,220
Less: Net income (loss) attributable to noncontrolling interests 2,551 353 1,588 6,865 2,495 (681 ) 2,701 11,357
Net income attributable to NHI shareholders 23,331 35,232 50,550 56,750 68,938 98,387 101,441 3.1 165,863
Yen % Change Yen
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 3.1 54.97
Diluted-
Net income attributable to NHI shareholders per share 7.40 11.21 16.10 18.02 22.36 32.26 33.08 2.5 52.69

– 14 –

Table of Contents

(2) Business Segment Information – Quarterly Comparatives

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

Millions of yen % Change Millions of yen
For the three months ended **** For the year ended
June 30,<br>2023 September 30,<br>2023 December 31,<br>2023 March 31,<br>2024 June 30,<br>2024 September 30,<br>2024(A) December 31,<br>2024(B) (B-A)/(A) March 31,<br>2024
Net revenue
Business segment information:
Wealth Management 92,050 98,932 102,625 108,754 113,963 116,704 116,282 (0.4 ) 402,361
Investment Management 26,525 45,111 38,946 43,561 47,670 56,087 45,711 (18.5 ) 154,143
Wholesale 190,850 204,087 216,996 254,214 244,846 263,381 290,523 10.3 866,147
Subtotal 309,425 348,130 358,567 406,529 406,479 436,172 452,516 3.7 1,422,651
Other 43,755 16,953 54,620 34,362 46,724 50,387 48,847 (3.1 ) 149,690
Net revenue 353,180 365,083 413,187 440,891 453,203 486,559 501,363 3.0 1,572,341
Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes (4,267 ) 2,677 (12,962 ) 4,211 1,239 (3,232 ) 618 (10,341 )
Net revenue 348,913 367,760 400,225 445,102 454,442 483,327 501,981 3.9 1,562,000
Non-interest expenses
Business segment information:
Wealth Management 69,103 69,887 70,698 69,994 71,705 71,415 70,108 (1.8 ) 279,682
Investment Management 22,898 21,896 23,350 25,801 24,491 24,152 26,773 10.9 93,945
Wholesale 188,749 195,823 194,026 233,638 223,725 218,087 228,162 4.6 812,236
Subtotal 280,750 287,606 288,074 329,433 319,921 313,654 325,043 3.6 1,185,863
Other 21,853 23,419 33,440 23,575 31,590 36,663 38,659 5.4 102,287
Non-interest expenses 302,603 311,025 321,514 353,008 351,511 350,317 363,702 3.8 1,288,150
Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes
Non-interest expenses 302,603 311,025 321,514 353,008 351,511 350,317 363,702 3.8 1,288,150
Income (loss) before income taxes
Business segment information:
Wealth Management 22,947 29,045 31,927 38,760 42,258 45,289 46,174 2.0 122,679
Investment Management 3,627 23,215 15,596 17,760 23,179 31,935 18,938 (40.7 ) 60,198
Wholesale 2,101 8,264 22,970 20,576 21,121 45,294 62,361 37.7 53,911
Subtotal 28,675 60,524 70,493 77,096 86,558 122,518 127,473 4.0 236,788
Other* 21,902 (6,466 ) 21,180 10,787 15,134 13,724 10,188 (25.8 ) 47,403
Income (loss) before income taxes 50,577 54,058 91,673 87,883 101,692 136,242 137,661 1.0 284,191
Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes (4,267 ) 2,677 (12,962 ) 4,211 1,239 (3,232 ) 618 (10,341 )
Income (loss) before income taxes 46,310 56,735 78,711 92,094 102,931 133,010 138,279 4.0 273,850
* 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 Millions of yen
For the three months ended **** For the year ended<br>March 31,<br>2024
June 30,<br>2023 September 30,<br>2023 December 31,<br>2023 March 31,<br>2024 June 30,<br>2024 September 30,<br>2024(A) December 31,<br>2024(B) (B-A)/(A)
Net gain (loss) related to economic hedging transactions 3,394 (8,905 ) 7,575 (43 ) (2,853 ) 1,826 (7,014 ) 2,021
Realized gain (loss) on investments in equity securities held for operating purposes 8,191 26 11,762 1,048 496 645 30.0 21,027
Equity in earnings of affiliates 13,718 9,013 8,830 14,859 14,800 11,551 15,200 31.6 46,420
Corporate items 1,942 1,380 (6,459 ) (8,860 ) 5,519 (5,332 ) (954 ) (11,997 )
Other (5,343 ) (7,980 ) (528 ) 3,783 (2,332 ) 5,183 2,311 (55.4 ) (10,068 )
Total 21,902 (6,466 ) 21,180 10,787 15,134 13,724 10,188 (25.8 ) 47,403

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

– 15 –

Table of Contents
(3) Other

Quarterly financial information for Nomura Securities Co., Ltd. can be found at the following URL.

https://www.nomuraholdings.com/company/group/nsc/pdf/2025_3q.pdf

– 16 –

Table of Contents

[Translation]

Independent Auditor’s Interim Review Report

February 12, 2025

The Board of Directors

Nomura Holdings, Inc.

Ernst & Young ShinNihon LLC
Tokyo office, Japan
Toyohiro Fukata
Certified Public Accountant
Designated and Engagement Partner
Shinichi Hayashi
Certified Public Accountant
Designated and Engagement Partner
Mitsuhiro Nagao
Certified Public Accountant
Designated and Engagement Partner
Toshiro Kuwata
Certified Public Accountant
Designated and Engagement Partner

Auditor’s Conclusion

We have reviewed the accompanying quarterly consolidated financial statements of Nomura Holdings, Inc. and its subsidiaries (the Group), which comprise the consolidated balance sheets, consolidated statements of income, consolidated statements of comprehensive income for the nine-month period ended December 31, 2024, and notes to the quarterly consolidated financial statements.

Based on our review, nothing has come to our attention that causes us to believe that the accompanying quarterly consolidated financial statements are not prepared, in all material respects, in accordance with Article 5, Paragraph 4 of the Tokyo Stock Exchange, Inc’s and the Nagoya Stock Exchange, Inc’s Standards for the Preparation of Quarterly Financial Statements (the Standards), applying the provisions for reduced disclosures as set forth in Article 5, Paragraph 5 of the Standards, as disclosed in the quarterly consolidated financial statements.

Basis for Auditor’s Conclusion

We conducted our review in accordance with review standards for interim financial statements generally accepted in Japan. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Review of the Quarterly Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our review of the quarterly consolidated financial statements in Japan, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the evidence we have obtained provides a basis for our conclusion.

Responsibilities of Management and the Audit Committee for the Quarterly Consolidated Financial Statements

Management is responsible for the preparation of the quarterly consolidated financial statements in accordance with Article 5, Paragraph 4 of the Standards, applying the provisions for reduced disclosures as set forth in Article 5, Paragraph 5 of the Standards and for the internal controls as management determines are necessary to enable the preparation of quarterly consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the quarterly consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, including the disclosures related to matters of going concern, as required by Article 5, Paragraph 4 of the Standards, applying the provisions for reduced disclosures as set forth in Article 5, Paragraph 5 of the Standards.

The Audit Committee is responsible for overseeing the Group’s financial reporting process.

Auditor’s Responsibilities for the Review of the Quarterly Consolidated Financial Statements

Our responsibility is to independently express a conclusion on the quarterly consolidated financial statements in the interim review report based on our review. As part of a review in accordance with review standards for interim financial statements generally accepted in Japan, we exercise professional judgment and maintain professional skepticism throughout the review. We also:

Make inquiries, primarily of management and persons responsible for financial and accounting matters and apply<br>analytical and other interim review procedures. A review is substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in Japan.

– 17 –

Table of Contents
Conclude based on the evidence obtained whether anything has come to our attention that causes us to believe that<br>the quarterly consolidated financial statements are not prepared in accordance with Article 5, Paragraph 4 of the Standards, applying the provisions for reduced disclosures as set forth in Article 5, Paragraph 5 of the Standards, should we determine<br>that a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. Additionally, if we conclude that a material uncertainty exists, we are required to draw<br>attention in our auditor’s interim review report to the related disclosures in the quarterly consolidated financial statements or, if such disclosures are inadequate, to modify our conclusion. Our conclusions are based on the evidence obtained<br>up to the date of our auditor’s interim review report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate whether anything has come to our attention that causes us to believe that the overall presentation and<br>disclosure of the quarterly consolidated financial statements are not prepared in accordance with Article 5, Paragraph 4 of the Standards, applying the provisions for reduced disclosures as set forth in Article 5, Paragraph 5 of the Standards.<br>
--- ---
Obtain evidence regarding the financial information of the Group as a basis for expressing a conclusion on the<br>quarterly consolidated financial statements. We are responsible for the direction, supervision and review of the documentation of the interim review. We remain solely responsible for our conclusion.
--- ---

We communicate with the Audit Committee regarding the planned scope and timing of the review and significant review findings.

We also provide the Audit Committee with a statement that we have complied with the ethical requirements regarding independence that are relevant to our review of the quarterly consolidated financial statements in Japan, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied to reduce threats to an acceptable level.

Interest Required to Be Disclosed by the Certified Public Accountants Act of Japan

Our firm and its designated engagement partners do not have any interest in the Group which is required to be disclosed pursuant to the provisions of the Certified Public Accountants Act of Japan.

*1. The Company maintains the original of the Independent Auditor’s Interim Review Report above.<br>
*2. XBRL data and HTML data are not included in the scope of the interim review.
--- ---

(Note)

The original Independent Auditor’s Interim Review Report related to the quarterly consolidated financial statements is in Japanese. This English translation is prepared only for readers’ convenience. Ernst & Young ShinNihon LLC have not applied any such procedures, nor have they performed an audit on the English language version of the quarterly consolidated financial statements for the above-mentioned period.

– 18 –