Nokia Corp 6-K, filed Feb 11, 2022
Nokia Corp (NOK)
About this 6-K
Nokia Corp filed this 6-K on February 11, 2022.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a -16 or 15d -16 of
the Securities Exchange Act of 1934
Report on Form 6-K dated February 11, 2022
(Commission File No. 1-13202)
Nokia Corporation
Karakaari 7A
FI-02610 Espoo
Finland
(Name and address of registrant’s principal executive office)
| Indicate<br> 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: x | Form 40-F: ¨ |
| Indicate<br> by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): | |
| Yes: ¨ | No: x |
| Indicate<br> by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): | |
| Yes: ¨ | No: x |
| Indicate<br> by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information<br> to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. | |
| Yes: ¨ | No: x |
Enclosures:
| · | Stock<br> Exchange Release: Nokia launches first phase of share buyback program |
|---|---|
| Stock exchange release | 1 (2) |
| --- | --- |
| 11 February 2022 |
Nokia Corporation
Stock Exchange Release
11 February 2022 at 16:00 EET
Nokia launches first phase of sharebuyback program
Espoo, Finland – In line with the announcement on 3 February 2022, the Board of Directors of Nokia Corporation ("Nokia" or the "Company") has today decided to launch the first phase of the share buyback program.
The main terms of the first phase of the share buyback program:
| · | The<br> aggregate purchase price of all Nokia shares to be acquired shall not exceed EUR 300 million. |
|---|---|
| · | The<br> repurchases will start at the earliest on 14 February 2022 and end by 22 December 2022. |
| --- | --- |
| · | The<br> purpose of the repurchases is to optimize Nokia's capital structure through the reduction<br> of capital. The repurchased shares will be cancelled accordingly. The repurchases will be<br> funded using funds in the reserve for invested unrestricted equity and the repurchases will<br> reduce total unrestricted equity. |
| --- | --- |
| · | The<br> repurchases are based on the authorization granted by Nokia's Annual General Meeting on 8<br> April 2021. The maximum number of shares that can be repurchased under the first phase<br> of the program is 275,000,000 shares corresponding to approximately 5 % of the total number<br> of shares in Nokia. |
| --- | --- |
| · | The<br> shares will be acquired through public trading on the regulated market of Nasdaq Helsinki<br> and select multilateral trading facilities. No repurchases will be made in the United States.<br> Nokia has appointed a third-party broker as the lead-manager for the first phase of the buyback<br> program. The lead-manager will make trading decisions independently of and without influence<br> from Nokia. The repurchases will be carried out in accordance with the so-called safe harbour<br> rules referred to in Article 5 of the EU Market Abuse Regulation (EU N:o 596/2014). |
| --- | --- |
| · | The<br> price payable per share shall be determined in public trading on the relevant trading venue<br> at the time of the repurchase, in compliance with the price and volume limits applicable<br> under the safe harbour rules. |
| --- | --- |
Nokia may terminate the program prior to its scheduled end date and will in such case issue a stock exchange release to this effect.
www.nokia.com
| Stock exchange release | 2 (2) |
|---|---|
| 11 February 2022 |
NOKIA CORPORATION
Board of Directors
About Nokia
At Nokia, we create technology that helps the world act together.
As a trusted partner for critical networks, we are committed to innovation and technology leadership across mobile, fixed and cloud networks. We create value with intellectual property and long-term research, led by the award-winning Nokia Bell Labs.
Adhering to the highest standards of integrity and security, we help build the capabilities needed for a more productive, sustainable and inclusive world.
Inquiries:
Nokia
Investor Relations
Phone: +358 40 803 4080
Email: investor.relations@nokia.com
David Mulholland, Head of Investor Relations
www.nokia.com
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant, Nokia Corporation, has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: February 11, 2022 | Nokia Corporation | |
|---|---|---|
| By: | /s/<br> Esa Niinimäki | |
| Name: | Esa Niinimäki | |
| Title: | Deputy Chief Legal Officer, Corporate |