Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

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 SEPTEMBER 2024

COMMISSION FILE NUMBER: 1-07628

HONDA GIKEN KOGYO KABUSHIKI KAISHA

(Name of registrant)

HONDA MOTOR 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 Purchase of the Company’s Own Shares through ToSTNeT-3

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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/ Sumihiro Takahashi

Sumihiro Takahashi

General Manager

Finance Division

Honda Motor Co., Ltd.

Date: September 17, 2024

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[Translation]

September 17, 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 Purchase of the Company’s Own Shares through ToSTNeT-3

The Board of Directors of Honda Motor Co., Ltd. (the “Company”), at its meeting held on May 10, 2024, resolved that the Company will purchase its own shares pursuant to Article 459, Paragraph 1 of the Company Law and Article 36 of the Company’s Articles of Incorporation. The Company determined the specific method of the acquisition for a part of it as follows.

Particulars

 

1.	Method of acquisition

The Company will delegate the purchase of own shares through the Tokyo Stock Exchange Trading Network Off-Auction Own Share Repurchase Trading System (ToSTNeT-3) on the Tokyo Stock Exchange at 8:45 a.m. on September 18, 2024, at a price of 1,457 yen per share, which is the closing price (including the last special quote) of the Company shares on September 17, 2024. The purchase will not be conducted by any other trading system or at any other trading time.

The purchase order will be valid only for the time designated for the transactions.

 

2.	Details of acquisition

 

(1)

Class of shares to be acquired:

Shares of common stock

 

(2)

Total number of shares to be acquired:

Up to 38,000,000 shares

 

(3)

Announcement of acquisition results:

The results of the acquisition will be announced after the completion of the transaction at 8:45 a.m. on September 18, 2024.

 

Note 1:

The total number of shares to be acquired will not be changed. Depending on market conditions and other factors, a part or all of the transaction may not be performed.

 

Note 2:

The purchase will be made based on selling orders corresponding to the number of shares to be acquired.

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Reference:

 

1.	Details of the resolution at the meeting of the Board of Directors held on May 10, 2024

 

(1)

Class of shares to be acquired:

Shares of common stock

 

(2)

Total number of shares to be acquired:

Up to 180,000,000 shares (3.7 % of the total number of issued shares (excluding treasury stock))

 

(3)

Total amount of shares to be acquired:

Up to 300 billion yen

 

(4)

Period of acquisition:

Starting on May 13, 2024 and ending on March 31, 2025

 

(5)

Method of acquisition:

Market purchases on the Tokyo Stock Exchange

 

1.

Purchases through the Tokyo Stock Exchange Trading Network Off-Auction Own Share Repurchase Trading System (ToSTNeT-3)

 

2.

Market purchases based on a discretionary trading contract regarding acquisition of own shares

 

2.	Total number of shares repurchased based on the resolution above (as of September 17, 2024)

 

		(1)   Total number of shares repurchased:		96,514,100 shares
		(2)   Total amount of shares repurchased:		147,997,214,800 yen

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