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

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 NOVEMBER 2023

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): ☐

Contents

Exhibit 1:

Honda Motor Co., Ltd. filed its consolidated interim financial statements for the fiscal second quarter ended September 30, 2023 with Financial Services Agency in Japan.

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: November 17, 2023

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Condensed Consolidated Interim Financial Statements

September 30, 2023

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Consolidated Financial Results

Overview of Operating Performance

Honda’s consolidated sales revenue for the six months ended September 30, 2023 increased by 18.9%, to ¥9,609.3 billion from the same period last year, due mainly to increased sales revenue in Automobile business as well as positive foreign currency translation effects. Operating profit increased by 53.6%, to ¥696.5 billion from the same period last year, due mainly to an increase in profit attributable to sales impacts as well as profit attributable to price and cost impacts, which was partially offset by increased expenses including product warranty expenses. Profit before income taxes increased by 70.5%, to ¥879.2 billion from the same period last year. Profit for the period attributable to owners of the parent increased by 82.1%, to ¥616.3 billion from the same period last year.

Business Segments

Motorcycle Business

For the six months ended September 30, 2022 and 2023


	Units (thousands)
	Honda Group Unit Sales*										Consolidated Unit Sales*
	Six months ended Sep. 30, 2022		Six months ended Sep. 30, 2023		Change			%			Six months ended Sep. 30, 2022		Six months ended Sep. 30, 2023		Change			%
Motorcycle Business		9,202		9,266		64			0.7			6,343		6,006		(337	)		(5.3	)
Japan		114		122		8			7.0			114		122		8			7.0
North America		220		255		35			15.9			220		255		35			15.9
Europe		144		229		85			59.0			144		229		85			59.0
Asia		7,900		7,874		(26	)		(0.3	)		5,041		4,614		(427	)		(8.5	)
Other Regions		824		786		(38	)		(4.6	)		824		786		(38	)		(4.6	)

Honda Group Unit Sales is the total unit sales of completed motorcycle, ATV and side-by-side products of Honda, its consolidated subsidiaries and its affiliates and joint ventures accounted for using the equity method. Consolidated Unit Sales is the total unit sales of completed products corresponding to consolidated sales revenue to external customers, which consists of unit sales of completed products of Honda and its consolidated subsidiaries.

Sales revenue from external customers increased by 11.3%, to ¥1,572.5 billion from the same period last year, due mainly to positive foreign currency translation effects. Operating profit increased by 12.7%, to ¥253.3 billion from the same period last year, due mainly to increased profit attributable to price and cost impacts, which was partially offset by increased expenses including product warranty expenses.

Automobile Business

For the six months ended September 30, 2022 and 2023


	Units (thousands)
	Honda Group Unit Sales*										Consolidated Unit Sales*
	Six months ended Sep. 30, 2022		Six months ended Sep. 30, 2023		Change			%			Six months ended Sep. 30, 2022		Six months ended Sep. 30, 2023		Change			%
Automobile Business		1,785		1,934		149			8.3			1,093		1,332		239			21.9
Japan		241		259		18			7.5			212		231		19			9.0
North America		542		778		236			43.5			542		778		236			43.5
Europe		45		43		(2	)		(4.4	)		45		43		(2	)		(4.4	)
Asia		898		789		(109	)		(12.1	)		235		215		(20	)		(8.5	)
Other Regions		59		65		6			10.2			59		65		6			10.2

Honda Group Unit Sales is the total unit sales of completed products of Honda, its consolidated subsidiaries and its affiliates and joint ventures accounted for using the equity method. Consolidated Unit Sales is the total unit sales of completed products corresponding to consolidated sales revenue to external customers, which consists of unit sales of completed products of Honda and its consolidated subsidiaries. Certain sales of automobiles that are financed with residual value type auto loans and others by our Japanese finance subsidiaries and provided through our consolidated subsidiaries are accounted for as operating leases in conformity with IFRS and are not included in consolidated sales revenue to the external customers in our Automobile business. Accordingly, they are not included in Consolidated Unit Sales, but are included in Honda Group Unit Sales of our Automobile business.

Sales revenue from external customers increased by 27.3%, to ¥6,262.2 billion from the same period last year, due mainly to increased consolidated unit sales. Operating profit increased by 374.1%, to ¥301.3 billion from the same period last year, due mainly to an increase in profit attributable to sales impacts as well as profit attributable to price and cost impacts, which was partially offset by increased expenses including product warranty expenses.

Financial Services Business

Sales revenue from external customers increased by 3.2%, to ¥1,576.6 billion from the same period last year, due mainly to positive foreign currency translation effects, which was partially offset by decreased operating lease revenues. Operating profit decreased by 10.5%, to ¥137.0 billion from the same period last year, due mainly to increased expenses, which was partially offset by positive foreign currency effects.

Power Products and Other Businesses

For the six months ended September 30, 2022 and 2023


	Units (thousands)
	Honda Group Unit Sales / Consolidated Unit Sales*
	Six months ended Sep. 30, 2022		Six months ended Sep. 30, 2023		Change			%
Power Products Business		2,935		1,826		(1,109	)		(37.8	)
Japan		184		132		(52	)		(28.3	)
North America		1,306		594		(712	)		(54.5	)
Europe		554		356		(198	)		(35.7	)
Asia		691		602		(89	)		(12.9	)
Other Regions		200		142		(58	)		(29.0	)

Honda Group Unit Sales is the total unit sales of completed power products of Honda, its consolidated subsidiaries and its affiliates and joint ventures accounted for using the equity method. Consolidated Unit Sales is the total unit sales of completed power products corresponding to consolidated sales revenue to external customers, which consists of unit sales of completed power products of Honda and its consolidated subsidiaries. In Power products business, there is no discrepancy between Honda Group Unit Sales and Consolidated Unit Sales since no affiliate and joint venture accounted for using the equity method were involved in the sale of Honda power products.

Sales revenue from external customers decreased by 11.8%, to ¥197.9 billion from the same period last year, due mainly to decreased consolidated unit sales in Power products business. Operating profit decreased by 60.1%, to ¥4.8 billion from the same period last year, due mainly to decreased profit attributable to sales impacts in Power products business. In addition, operating loss of aircraft and aircraft engines included in Power products and other businesses was ¥14.5 billion, an increase of ¥2.5 billion from the same period last year.

Cash Flows

Consolidated cash and cash equivalents on September 30, 2023 increased by ¥637.4 billion from March 31, 2023, to ¥4,440.5 billion. The reasons for the increases or decreases for each cash flow activity, when compared with the same period last year, are as follows:

Net cash provided by operating activities amounted to ¥379.9 billion of cash inflows. Cash inflows from operating activities decreased by ¥961.3 billion from the same period last year, due mainly to an increase in payments for parts and raw materials as well as in receivables from financial services, which was partially offset by increased cash received from customers.

Net cash used in investing activities amounted to ¥289.1 billion of cash outflows. Cash outflows from investing activities decreased by ¥139.5 billion from the same period last year, due mainly to decreased payments for additions to property, plant and equipment.

Net cash provided by financing activities amounted to ¥243.0 billion of cash inflows. Cash inflows from financing activities increased by ¥1,195.8 billion from the same period last year, due mainly to increased proceeds from financing liabilities.

Objective indicators for judging the achievement of management goals

Please note that the forward-looking statements contained herein are judgments made by Honda as of September 30, 2023 and may differ materially from actual results because of uncertainties that may arise in the future, including those discussed in Honda’s Annual Report on Form 20-F for the fiscal year ended March 31, 2023, filed with the U.S. Securities and Exchange Commission on June 23, 2023, under “Item 3. Key Information—D. Risk Factors.”

In the six months ended September 30, 2023, Honda has formulated the Company’s integrated report, the “Honda Report 2023,” and has newly established a target for return on invested capital (ROIC)^*1 of 10% or higher for the fiscal year ending March 31, 2031. Complementing the previously disclosed return on sales (ROS) target for the fiscal year ending March 31, 2026, we intend to boost cash generation capabilities by fortifying our business structure. Our objective is to uphold an optimal equilibrium between strategic resource allocation for transformation and shareholder returns, with the aim of achieving sustainable growth and enhanced capital efficiency.

*1	(Profit for the year attributable to owners of the parent + Interest expense (excluding Financial services business)) / Invested capital^*2.

*2	Equity attributable to owners of the parent + Interest-bearing liabilities (excluding Financial services business). Invested capital is calculated using the average of the beginning and end of the period.

Research and Development

The changes in research and development activities by Honda and its subsidiaries for the six months ended September 30, 2023 are as follows:

The Company has created the Electrification Business Development Operations based on the Business Development Operations, which was established in April, 2022 to strengthen electrification business, to further strengthen and accelerate Honda’s electrification business. This operation consolidates the business strategy and electric vehicle (EV) product development functions of Automobile business and electrification-related strategy and development functions of Motorcycle business and Power products business, and Honda will strive to further accelerate its electrification business and create new value by leveraging its broad and expanding range of mobility products and services.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Condensed Consolidated Statements of Financial Position

March 31, 2023 and September 30, 2023


			Yen (millions)
Assets	Note		March 31, 2023			September 30, 2023
			unaudited			unaudited
Current assets:
Cash and cash equivalents			¥	3,803,014		¥	4,440,513
Trade receivables				1,060,271			1,080,383
Receivables from financial services				1,899,493			2,245,322
Other financial assets				263,892			176,801
Inventories				2,167,184			2,355,959
Other current assets				384,494			399,154

Total current assets				9,578,348			10,698,132

Non-current assets:
Investments accounted for using the equity method				915,946			1,065,636
Receivables from financial services				3,995,259			5,075,054
Other financial assets				855,070			964,151
Equipment on operating leases		5		4,726,292			5,069,161
Property, plant and equipment		6		3,168,109			3,229,919
Intangible assets				870,900			922,122
Deferred tax assets				105,792			125,688
Other non-current assets				454,351			526,740

Total non-current assets				15,091,719			16,978,471

Total assets			¥	24,670,067		¥	27,676,603


			Yen (millions)
Liabilities and Equity	Note		March 31, 2023			September 30, 2023
			unaudited			unaudited
Current liabilities:
Trade payables			¥	1,426,333		¥	1,433,191
Financing liabilities				3,291,195			3,755,650
Accrued expenses				419,570			450,583
Other financial liabilities				324,110			411,764
Income taxes payable				86,252			107,982
Provisions		7		362,701			440,982
Other current liabilities				741,963			790,698

Total current liabilities				6,652,124			7,390,850

Non-current liabilities:
Financing liabilities				4,373,973			5,254,792
Other financial liabilities				288,736			308,222
Retirement benefit liabilities				255,852			284,354
Provisions		7		270,169			298,826
Deferred tax liabilities				877,300			947,149
Other non-current liabilities				449,622			514,437

Total non-current liabilities				6,515,652			7,607,780

Total liabilities				13,167,776			14,998,630

Equity:
Common stock				86,067			86,067
Capital surplus				185,589			185,458
Treasury stock				(484,931	)		(629,546	)
Retained earnings				9,980,128			10,496,889
Other components of equity				1,417,397			2,225,307

Equity attributable to owners of the parent				11,184,250			12,364,175
Non-controlling interests				318,041			313,798

Total equity				11,502,291			12,677,973

Total liabilities and equity			¥	24,670,067		¥	27,676,603

See accompanying notes to condensed consolidated interim financial statements.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Condensed Consolidated Statements of Income

For the six months ended September 30, 2022 and 2023


		Yen (millions)
	Note	September 30, 2022			September 30, 2023
		unaudited			unaudited
Sales revenue	8	¥	8,085,304		¥	9,609,392

Operating costs and expenses:
Cost of sales			(6,505,911	)		(7,521,751	)
Selling, general and administrative			(744,778	)		(986,874	)
Research and development			(381,163	)		(404,194	)

Total operating costs and expenses			(7,631,852	)		(8,912,819	)

Operating profit			453,452			696,573

Share of profit of investments accounted for using the equity method			82,946			66,724

Finance income and finance costs:
Interest income			25,025			77,845
Interest expense			(15,650	)		(19,895	)
Other, net			(29,942	)		58,038

Total finance income and finance costs			(20,567	)		115,988

Profit before income taxes			515,831			879,285

Income tax expense			(147,092	)		(225,360	)

Profit for the period		¥	368,739		¥	653,925

Profit for the period attributable to:
Owners of the parent			338,514			616,301
Non-controlling interests			30,225			37,624

		Yen
		September 30, 2022			September 30, 2023
Earnings per share attributable to owners of the parent
Basic and diluted	11	¥	66.03		¥	124.63

See accompanying notes to condensed consolidated interim financial statements.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Condensed Consolidated Statements of Comprehensive Income

For the six months ended September 30, 2022 and 2023


		Yen (millions)
	Note	September 30, 2022			September 30, 2023
		unaudited			unaudited
Profit for the period		¥	368,739		¥	653,925

Other comprehensive income, net of tax:
Items that will not be reclassified to profit or loss
Remeasurements of defined benefit plans			(11	)		4
Net changes in revaluation of financial assets measured at fair value through other comprehensive income			(27,735	)		753
Share of other comprehensive income of investments accounted for using the equity method			(1,109	)		5,280
Items that may be reclassified subsequently to profit or loss
Net changes in revaluation of financial assets measured at fair value through other comprehensive income			(893	)		(429	)
Exchange differences on translating foreign operations			917,707			768,426
Share of other comprehensive income of investments accounted for using the equity method			69,148			51,933

Total other comprehensive income, net of tax			957,107			825,967

Comprehensive income for the period		¥	1,325,846		¥	1,479,892

Comprehensive income for the period attributable to:
Owners of the parent			1,276,881			1,424,586
Non-controlling interests			48,965			55,306

See accompanying notes to condensed consolidated interim financial statements.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Condensed Consolidated Statements of Income

For the three months ended September 30, 2022 and 2023


		Yen (millions)
	Note	September 30, 2022			September 30, 2023
		unaudited			unaudited
Sales revenue	8	¥	4,255,754		¥	4,984,396

Operating costs and expenses:
Cost of sales			(3,441,741	)		(3,893,860	)
Selling, general and administrative			(383,205	)		(582,171	)
Research and development			(199,572	)		(206,239	)

Total operating costs and expenses			(4,024,518	)		(4,682,270	)

Operating profit			231,236			302,126

Share of profit of investments accounted for using the equity method			60,337			23,871

Finance income and finance costs:
Interest income			15,893			44,990
Interest expense			(8,223	)		(10,853	)
Other, net			(20,816	)		4,227

Total finance income and finance costs			(13,146	)		38,364

Profit before income taxes			278,427			364,361

Income tax expense			(73,268	)		(93,381	)

Profit for the period		¥	205,159		¥	270,980

Profit for the period attributable to:
Owners of the parent			189,295			253,232
Non-controlling interests			15,864			17,748

		Yen
		September 30, 2022			September 30, 2023
Earnings per share attributable to owners of the parent
Basic and diluted	11	¥	36.95		¥	51.49

See accompanying notes to condensed consolidated interim financial statements.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Condensed Consolidated Statements of Comprehensive Income

For the three months ended September 30, 2022 and 2023


		Yen (millions)
	Note	September 30, 2022			September 30, 2023
		unaudited			unaudited
Profit for the period		¥	205,159		¥	270,980

Other comprehensive income, net of tax:
Items that will not be reclassified to profit or loss
Remeasurements of defined benefit plans			(8	)		(2	)
Net changes in revaluation of financial assets measured at fair value through other comprehensive income			(40,167	)		(14,956	)
Share of other comprehensive income of investments accounted for using the equity method			(665	)		2,455
Items that may be reclassified subsequently to profit or loss
Net changes in revaluation of financial assets measured at fair value through other comprehensive income			(557	)		(274	)
Exchange differences on translating foreign operations			268,761			187,182
Share of other comprehensive income of investments accounted for using the equity method			22,592			28,084

Total other comprehensive income, net of tax			249,956			202,489

Comprehensive income for the period		¥	455,115		¥	473,469

Comprehensive income for the period attributable to:
Owners of the parent			435,831			452,049
Non-controlling interests			19,284			21,420

See accompanying notes to condensed consolidated interim financial statements.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Condensed Consolidated Statements of Changes in Equity

For the six months ended September 30, 2022 and 2023


			Yen (millions)
			Equity attributable to owners of the parent
	Note		Common stock		Capital surplus			Treasury stock			Retained earnings			Other components of equity		Total			Non-controlling interests			Total equity
Balance as of April 1, 2022 (unaudited)			¥	86,067	¥	185,495		¥	(328,309	)	¥	9,539,133		¥	990,438	¥	10,472,824		¥	299,722		¥	10,772,546

Comprehensive income for the period
Profit for the period												338,514					338,514			30,225			368,739
Other comprehensive income, net of tax															938,367		938,367			18,740			957,107

Total comprehensive income for the period												338,514			938,367		1,276,881			48,965			1,325,846
Reclassification to retained earnings												(45	)		45		—						—
Transactions with owners and other
Dividends paid		12										(111,256	)				(111,256	)		(47,493	)		(158,749	)
Purchases of treasury stock									(29,004	)							(29,004	)					(29,004	)
Disposal of treasury stock									263								263						263
Share-based payment transactions						(42	)										(42	)					(42	)

Total transactions with owners and other						(42	)		(28,741	)		(111,256	)				(140,039	)		(47,493	)		(187,532	)

Balance as of September 30, 2022 (unaudited)			¥	86,067	¥	185,453		¥	(357,050	)	¥	9,766,346		¥	1,928,850	¥	11,609,666		¥	301,194		¥	11,910,860


			Yen (millions)
			Equity attributable to owners of the parent
	Note		Common stock		Capital surplus			Treasury stock			Retained earnings			Other components of equity			Total			Non-controlling interests			Total equity
Balance as of April 1, 2023 (unaudited)			¥	86,067	¥	185,589		¥	(484,931	)	¥	9,980,128		¥	1,417,397		¥	11,184,250		¥	318,041		¥	11,502,291

Comprehensive income for the period
Profit for the period												616,301						616,301			37,624			653,925
Other comprehensive income, net of tax															808,285			808,285			17,682			825,967

Total comprehensive income for the period												616,301			808,285			1,424,586			55,306			1,479,892
Reclassification to retained earnings												375			(375	)		—						—
Transactions with owners and other
Dividends paid		12										(99,915	)					(99,915	)		(59,549	)		(159,464	)
Purchases of treasury stock									(145,009	)								(145,009	)					(145,009	)
Disposal of treasury stock									394									394						394
Share-based payment transactions						(131	)											(131	)					(131	)

Total transactions with owners and other						(131	)		(144,615	)		(99,915	)					(244,661	)		(59,549	)		(304,210	)

Balance as of September 30, 2023 (unaudited)			¥	86,067	¥	185,458		¥	(629,546	)	¥	10,496,889		¥	2,225,307		¥	12,364,175		¥	313,798		¥	12,677,973

See accompanying notes to condensed consolidated interim financial statements.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

For the six months ended September 30, 2022 and 2023


		Yen (millions)
	Note	September 30, 2022			September 30, 2023
		unaudited			unaudited
Cash flows from operating activities:
Profit before income taxes		¥	515,831		¥	879,285
Depreciation, amortization and impairment losses excluding equipment on operating leases			357,304			373,775
Share of profit of investments accounted for using the equity method			(82,946	)		(66,724	)
Finance income and finance costs, net			(69,589	)		(92,349	)
Interest income and interest costs from financial services, net			(75,593	)		(75,284	)
Changes in assets and liabilities
Trade receivables			32,586			24,114
Inventories			(129,729	)		(905	)
Trade payables			(49,839	)		(69,898	)
Accrued expenses			(62,296	)		(16,454	)
Provisions and retirement benefit liabilities			(8,720	)		65,507
Receivables from financial services			302,319			(728,165	)
Equipment on operating leases			493,778			95,596
Other assets and liabilities			165,071			6,255
Other, net			1,465			(44,023	)
Dividends received			131,572			126,630
Interest received			143,741			255,998
Interest paid			(68,304	)		(110,717	)
Income taxes paid, net of refunds			(255,317	)		(242,689	)

Net cash provided by operating activities			1,341,334			379,952

Cash flows from investing activities:
Payments for additions to property, plant and equipment			(249,421	)		(141,404	)
Payments for additions to and internally developed intangible assets			(76,441	)		(97,504	)
Proceeds from sales of property, plant and equipment and intangible assets			13,623			4,239
Proceeds from sales of subsidiaries, net of cash and cash equivalents disposed of			—			(2,940	)
Payments for acquisitions of investments accounted for using the equity method			(10,340	)		(38,734	)
Payments for acquisitions of other financial assets			(322,025	)		(118,990	)
Proceeds from sales and redemptions of other financial assets			215,952			106,207

Net cash used in investing activities			(428,652	)		(289,126	)

Cash flows from financing activities:
Proceeds from short-term financing liabilities			4,219,027			6,065,976
Repayments of short-term financing liabilities			(4,152,744	)		(5,805,967	)
Proceeds from long-term financing liabilities			362,289			1,498,319
Repayments of long-term financing liabilities			(1,165,699	)		(1,185,750	)
Dividends paid to owners of the parent			(111,256	)		(99,915	)
Dividends paid to non-controlling interests			(36,752	)		(45,228	)
Purchases and sales of treasury stock, net			(28,741	)		(144,615	)
Repayments of lease liabilities			(38,890	)		(39,773	)

Net cash provided by (used in) financing activities			(952,766	)		243,047

Effect of exchange rate changes on cash and cash equivalents			300,501			303,626

Net change in cash and cash equivalents			260,417			637,499

Cash and cash equivalents at beginning of year			3,674,931			3,803,014

Cash and cash equivalents at end of period		¥	3,935,348		¥	4,440,513

See accompanying notes to condensed consolidated interim financial statements.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial Statements

(1) Reporting Entity

Honda Motor Co., Ltd. (the “Company”) is a public company domiciled in Japan. The Company and its subsidiaries (collectively “Honda”) develop, manufacture and distribute motorcycles, automobiles, power products and others throughout the world, and also provide financial services to customers and dealers for the sale of those products. Principal manufacturing facilities are located in Japan, the United States of America, Canada, Mexico, China, India, Indonesia, Malaysia, Thailand, Vietnam and Brazil.

(2) Basis of Preparation

(a) Compliance with Interim Financial Reporting Standards

The condensed consolidated interim financial statements of the Company have been prepared in accordance with IAS 34 “Interim Financial Reporting”. The condensed consolidated interim financial statements should be read in conjunction with the Company’s consolidated financial statements for the fiscal year ended March 31, 2023, since the condensed consolidated interim financial statements do not include all the information required in the annual consolidated financial statements, which have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board.

(b) Functional Currency and Presentation Currency

The condensed consolidated interim financial statements are presented in Japanese yen, which is the functional currency of the Company. All financial information presented in Japanese yen has been rounded to the nearest million Japanese yen, except when otherwise indicated.

(c) Use of Estimates and Judgments

The preparation of condensed consolidated interim financial statements requires management to make judgments, estimates and assumptions that affect the application of accounting policies, the reported amount of assets, liabilities, revenues and expenses, and the disclosure of contingent assets and liabilities. Actual results could differ from these estimates. These estimates and underlying assumptions are reviewed on a continuous basis. Changes in these accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.

The condensed consolidated interim financial statements are prepared based on the same judgments and estimations as those applied and described in the Company’s consolidated financial statements for the fiscal year ended March 31, 2023.

(3) Summary of Material Accounting Policies

The condensed consolidated interim financial statements are prepared based on the same accounting policies as those applied and described in the Company’s consolidated financial statements for the fiscal year ended March 31, 2023.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial Statements

(4) 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 products 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 condensed consolidated interim 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), side-by-sides (SxS) and relevant parts	Research and development Manufacturing Sales and related services

Automobile Business	Automobiles and relevant parts	Research and development Manufacturing Sales and related services

Financial Services Business	Financial services	Retail loan and lease related to Honda products Others

Power Products and Other Businesses	Power products and relevant parts, and others	Research and development Manufacturing Sales and related services Others

Segment Information

Segment information as of and for the six months ended September 30, 2022 and 2023 is as follows:

As of and for the six months ended September 30, 2022


	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Products and Other Businesses		Segment Total		Reconciling Items			Consolidated

Sales revenue:
External customers	¥	1,412,682	¥	4,920,192	¥	1,527,915	¥	224,515	¥	8,085,304	¥	—		¥	8,085,304
Intersegment		—		83,742		1,181		11,575		96,498		(96,498	)		—

Total		1,412,682		5,003,934		1,529,096		236,090		8,181,802		(96,498	)		8,085,304

Segment profit (loss)	¥	224,775	¥	63,568	¥	153,049	¥	12,060	¥	453,452	¥	—		¥	453,452

Segment assets	¥	1,614,071	¥	10,241,643	¥	12,041,882	¥	469,044	¥	24,366,640	¥	1,461,253		¥	25,827,893
Depreciation and amortization		33,600		282,801		465,827		9,615		791,843		—			791,843
Capital expenditures		20,451		304,206		712,321		5,779		1,042,757		—			1,042,757

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial Statements

As of and for the six months ended September 30, 2023


	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Products and Other Businesses		Segment Total		Reconciling Items			Consolidated
Sales revenue:
External customers	¥	1,572,558	¥	6,262,289	¥	1,576,608	¥	197,937	¥	9,609,392	¥	—		¥	9,609,392
Intersegment		—		84,816		1,256		16,387		102,459		(102,459	)		—

Total		1,572,558		6,347,105		1,577,864		214,324		9,711,851		(102,459	)		9,609,392

Segment profit (loss)	¥	253,384	¥	301,380	¥	137,002	¥	4,807	¥	696,573	¥	—		¥	696,573

Segment assets	¥	1,803,540	¥	10,962,398	¥	12,977,324	¥	511,240	¥	26,254,502	¥	1,422,101		¥	27,676,603
Depreciation and amortization		34,486		328,359		415,578		8,592		787,015		—			787,015
Capital expenditures		26,781		233,741		1,115,856		6,036		1,382,414		—			1,382,414

Segment information for the three months ended September 30, 2022 and 2023 is as follows:

For the three months ended September 30, 2022


	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Products and Other Businesses		Segment Total		Reconciling Items			Consolidated
Sales revenue:
External customers	¥	736,632	¥	2,628,707	¥	778,531	¥	111,884	¥	4,255,754	¥	—		¥	4,255,754
Intersegment		—		47,056		502		5,169		52,727		(52,727	)		—

Total		736,632		2,675,763		779,033		117,053		4,308,481		(52,727	)		4,255,754

Segment profit (loss)	¥	126,946	¥	25,306	¥	74,248	¥	4,736	¥	231,236	¥	—		¥	231,236

For the three months ended September 30, 2023


	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Products and Other Businesses		Segment Total		Reconciling Items			Consolidated
Sales revenue:
External customers	¥	815,603	¥	3,269,950	¥	803,579	¥	95,264	¥	4,984,396	¥	—		¥	4,984,396
Intersegment		—		45,807		627		9,865		56,299		(56,299	)		—

Total		815,603		3,315,757		804,206		105,129		5,040,695		(56,299	)		4,984,396

Segment profit (loss)	¥	109,864	¥	124,398	¥	67,474	¥	390	¥	302,126	¥	—		¥	302,126

Explanatory notes:

Segment profit (loss) of each segment is measured in a consistent manner with consolidated operating profit, which is profit before income taxes before share of profit of investments accounted for using the equity method and finance income and finance costs. Expenses not directly associated with specific segments are allocated based on the most reasonable measures applicable.

Segment assets of each segment are defined as total assets including investments accounted for using the equity method, derivatives, and deferred tax assets. Segment assets are based on those directly associated with each segment and those not directly associated with specific segments are allocated based on the most reasonable measures applicable except for the corporate assets described below.

3.	Intersegment sales revenues are generally made at values that approximate arm’s-length prices.

Reconciling items include elimination of intersegment transactions and balances as well as unallocated corporate assets. Unallocated corporate assets, included in reconciling items as of September 30, 2022 and 2023 amounted to ¥1,569,670 million and ¥1,605,913 million, respectively, which consist primarily of the Company’s cash and cash equivalents and financial assets measured at fair value through other comprehensive income.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial Statements

(5) Equipment on Operating Leases

The additions to equipment on operating leases for the six months ended September 30, 2022 and 2023 are¥711,061 million and ¥1,114,646 million, respectively.

The sales or disposals of equipment on operating leases for the six months ended September 30, 2022 and 2023 are ¥740,391 million and ¥791,879 million, respectively.

(6) Property, Plant and Equipment

The additions to property, plant and equipment for the six months ended September 30, 2022 and 2023 are ¥274,667 million and ¥171,606 million, respectively.

The sales or disposals of property, plant and equipment for the six months ended September 30, 2022 and 2023 are ¥14,828 million and ¥17,325 million, respectively.

(7) Provisions

The components of and changes in provisions for the six months ended September 30, 2023 are as follows:


	Yen (millions)
	Product warranties*			Other			Total
Balance as of April 1, 2023	¥	535,099		¥	97,771		¥	632,870

Provision	¥	210,438		¥	9,958		¥	220,396
Write-offs		(114,160	)		(11,679	)		(125,839	)
Reversal		(35,331	)		(4,665	)		(39,996	)
Exchange differences on translating foreign operations		41,800			10,577			52,377

Balance as of September 30, 2023	¥	637,846		¥	101,962		¥	739,808

Current liabilities and non-current liabilities of provisions as of March 31, 2023 and September 30, 2023 are as follows:


	Yen (millions)
	As of March 31, 2023		As of September 30, 2023
Current liabilities	¥	362,701	¥	440,982
Non-current liabilities		270,169		298,826

Total	¥	632,870	¥	739,808

Explanatory note:

Honda recognizes provisions for product warranties to cover future product warranty expenses. Honda recognizes costs for general warranties on products Honda sells and for specific warranty programs, including product recalls. Honda recognizes general estimated warranty costs at the time products are sold to customers. Honda also recognizes specific estimated warranty program 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. These provisions are estimated based on historical warranty claim experience with consideration given to the expected level of future warranty costs, including current sales trends, the expected number of units to be affected and the estimated average repair cost per unit for warranty claims. Provisions for product warranties are utilized for expenditures based on the demand from customers and dealers.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial Statements

(8) Sales Revenue

As stated in Note 4, Honda discloses segment information in four categories.

The sales revenue disaggregated by geographical markets based on the location of the customer and the reconciliation of the disaggregated revenue with each segment for the six months ended September 30, 2022 and 2023 are as follows:

For the six months ended September 30, 2022


	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Products and Other Businesses		Total
Revenue arising from Contracts with Customers
Japan	¥	50,609	¥	622,096	¥	68,645	¥	43,229	¥	784,579
North America		143,651		2,684,546		724,347		95,677		3,648,221
Europe		93,701		166,712		—		43,151		303,564
Asia		870,930		1,264,033		9		28,675		2,163,647
Other Regions		253,604		178,516		—		13,659		445,779

Total	¥	1,412,495	¥	4,915,903	¥	793,001	¥	224,391	¥	7,345,790

Revenue arising from the other sources*		187		4,289		734,914		124		739,514

Total	¥	1,412,682	¥	4,920,192	¥	1,527,915	¥	224,515	¥	8,085,304

For the six months ended September 30, 2023


	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Products and Other Businesses		Total
Revenue arising from Contracts with Customers
Japan	¥	60,329	¥	682,875	¥	72,390	¥	46,395	¥	861,989
North America		172,045		3,968,522		744,269		74,534		4,959,370
Europe		179,962		219,229		—		40,232		439,423
Asia		866,823		1,144,738		3		25,558		2,037,122
Other Regions		293,308		235,719		—		11,179		540,206

Total	¥	1,572,467	¥	6,251,083	¥	816,662	¥	197,898	¥	8,838,110

Revenue arising from the other sources*		91		11,206		759,946		39		771,282

Total	¥	1,572,558	¥	6,262,289	¥	1,576,608	¥	197,937	¥	9,609,392

Explanatory note:

*	Revenue arising from the other sources primarily includes lease revenues recognized under IFRS 16 and interest recognized under IFRS 9.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial Statements

The sales revenue disaggregated by geographical markets based on the location of the customer and the reconciliation of the disaggregated revenue with each segment for the three months ended September 30, 2022 and 2023 are as follows:

For the three months ended September 30, 2022


	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Products and Other Businesses		Total
Revenue arising from Contracts with Customers
Japan	¥	25,606	¥	334,860	¥	36,554	¥	25,428	¥	422,448
North America		67,820		1,413,592		369,427		45,528		1,896,367
Europe		41,832		81,815		—		19,684		143,331
Asia		475,819		706,629		3		14,398		1,196,849
Other Regions		125,373		89,623		—		6,762		221,758

Total	¥	736,450	¥	2,626,519	¥	405,984	¥	111,800	¥	3,880,753

Revenue arising from the other sources*		182		2,188		372,547		84		375,001

Total	¥	736,632	¥	2,628,707	¥	778,531	¥	111,884	¥	4,255,754

For the three months ended September 30, 2023

	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Products and Other Businesses		Total
Revenue arising from Contracts with Customers
Japan	¥	31,406	¥	379,210	¥	36,596	¥	27,331	¥	474,543
North America		93,795		2,005,993		374,337		33,616		2,507,741
Europe		89,050		120,029		—		15,224		224,303
Asia		452,745		627,870		1		13,192		1,093,808
Other Regions		148,516		131,341		—		5,883		285,740

Total	¥	815,512	¥	3,264,443	¥	410,934	¥	95,246	¥	4,586,135

Revenue arising from the other sources*		91		5,507		392,645		18		398,261

Total	¥	815,603	¥	3,269,950	¥	803,579	¥	95,264	¥	4,984,396

Explanatory note:

*	Revenue arising from the other sources primarily includes lease revenues recognized under IFRS 16 and interest recognized under IFRS 9.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial Statements

(9) Fair Value

(a) Definition of Fair Value Hierarchy

Honda uses a three-level hierarchy when measuring fair value. The following is a description of the three hierarchy levels:


Level 1		Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access as of the measurement date

Level 2		Inputs other than quoted prices included within Level 1 that are observable for the assets or liabilities, either directly or indirectly

Level 3		Unobservable inputs for the assets or liabilities

The level in the fair value hierarchy within which a fair value measurement in its entirety falls is based on the lowest input that is significant to the fair value measurement in its entirety. Honda recognizes the transfers between the levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.

(b) Method of Fair Value Measurement

The fair values of assets and liabilities are determined based on relevant market information and through the use of an appropriate valuation method.

The measurement methods and assumptions used in the measurement of assets and liabilities are as follows:

(Cash and cash equivalents, trade receivables and trade payables)

The fair values approximate their carrying amounts due to their short-term maturities.

(Receivables from financial services)

The fair value of receivables from financial services is measured primarily by discounting future cash flows using the current interest rates applicable for these receivables of similar remaining maturities. Fair value measurement for receivables from financial services is classified as Level 3.

(Debt securities)

Debt securities consist mainly of mutual funds, corporate bonds, local bonds and auction rate securities.

The fair value of mutual funds with an active market is measured by using quoted market prices. Fair value measurement for mutual funds with an active market is classified as Level 1.

The fair values of corporate bonds and local bonds are measured based on proprietary pricing models provided by specialists and/or market makers and the models obtain a wide array of market observable inputs such as credit ratings and discount rates. Fair value measurements for corporate bonds and local bonds are classified as Level 2.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial Statements

The subsidiary’s auction rate securities are A to AAA rated and are insured by qualified guarantee agencies, and reinsured by the Secretary of Education and the United States government, and guaranteed at approximately 95% by the United States government. To measure fair value of auction rate securities, Honda uses a third-party-developed valuation model which obtains a wide array of market observable inputs, as well as unobservable inputs including probability of passing or failing auction at each auction. Fair value measurement for auction rate securities is classified as Level 3.

(Equity securities)

The fair value of equity securities with an active market is measured by using quoted market prices. Fair value measurement for equity securities with an active market is classified as Level 1.

The fair value of equity securities with no active market is measured mainly by using a discounted cash flow method, a comparable company valuation method and other appropriate valuation methods. Fair value measurement for equity securities with no active market is classified as Level 3. In addition, in the case that cost represents the best estimate of fair value, fair value for the equity securities with no active market is measured at cost.

Cash flow forecasts and discount rate for the discounted cash flow model and price book-value ratio (PBR) of a comparable company for the comparable company valuation method are used as significant unobservable inputs in the fair value measurement of equity securities classified as Level 3. The fair value increases (decreases) as Cash flow forecasts increase (decrease), discount rate declines (rises) and PBR of a comparable company rises (declines). Such fair value measurements are conducted in accordance with the group accounting policy approved by the appropriate person of authority and based upon valuation methods determined by personnel in accounting divisions of Honda.

(Derivatives)

Derivatives consist mainly of foreign currency forward exchange contracts, foreign currency option contracts, currency swap agreements and interest rate swap agreements.

The fair values of foreign currency forward exchange contracts and foreign currency option contracts are measured by using market observable inputs such as spot exchange rates, discount rates and implied volatility. The fair values of currency swap agreements and interest rate swap agreements are measured by discounting future cash flows using market observable inputs such as interest rates and foreign exchange rates. Fair value measurements for these derivatives are classified as Level 2.

The credit risk of the counterparties is considered in the valuation of derivatives.

(Financing liabilities)

The fair value of financing liabilities is measured by discounting future cash flows using interest rates currently available for liabilities of similar terms and remaining maturities. Fair value measurement of financing liabilities is mainly classified as Level 2.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial Statements

(c) Assets and Liabilities Measured at Fair Value on a recurring basis

Assets and liabilities measured at fair value on a recurring basis as of March 31, 2023 and September 30, 2023 consist of the following:


	Yen (millions)
As of March 31, 2023	Level 1		Level 2		Level 3		Total
Other financial assets:
Financial assets measured at fair value through profit or loss:
Derivatives
Foreign exchange instruments	¥	—	¥	29,026	¥	—	¥	29,026
Interest rate instruments		—		151,242		—		151,242
Other		—		—		5,700		5,700

Total		—		180,268		5,700		185,968

Debt securities		43,264		53,634		5,074		101,972
Financial assets measured at fair value through other comprehensive income:
Debt securities		—		26,555		—		26,555
Equity securities		325,318		—		149,820		475,138

Total	¥	368,582	¥	260,457	¥	160,594	¥	789,633

Other financial liabilities:
Financial liabilities measured at fair value through profit or loss:
Derivatives
Foreign exchange instruments	¥	—	¥	95,412	¥	—	¥	95,412
Interest rate instruments		—		141,786		—		141,786
Other		—		5,770		—		5,770

Total		—		242,968		—		242,968

Total	¥	—	¥	242,968	¥	—	¥	242,968

There were no transfers between Level 1 and Level 2 for the year ended March 31, 2023.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial Statements


	Yen (millions)
As of September 30, 2023	Level 1		Level 2		Level 3		Total
Other financial assets:
Financial assets measured at fair value through profit or loss:
Derivatives
Foreign exchange instruments	¥	—	¥	62,986	¥	—	¥	62,986
Interest rate instruments		—		173,037		—		173,037
Other		—		—		5,857		5,857

Total		—		236,023		5,857		241,880

Debt securities		47,866		67,451		4,487		119,804
Financial assets measured at fair value through other comprehensive income:
Debt securities		—		29,698		—		29,698
Equity securities		330,015		—		169,291		499,306

Total	¥	377,881	¥	333,172	¥	179,635	¥	890,688

Other financial liabilities:
Financial liabilities measured at fair value through profit or loss:
Derivatives
Foreign exchange instruments	¥	—	¥	135,139	¥	—	¥	135,139
Interest rate instruments		—		177,214		—		177,214
Other		—		3,054		—		3,054

Total		—		315,407		—		315,407

Total	¥	—	¥	315,407	¥	—	¥	315,407

There were no transfers between Level 1 and Level 2 for the six months ended September 30, 2023.

There were no significant effects of the measurements on profit or loss or other comprehensive income in Level 3 assets and liabilities measured at fair value on a recurring basis for the six months ended September 30, 2023.

(d) Financial Assets and Financial Liabilities measured at amortized cost

The carrying amounts and fair values of financial assets and financial liabilities measured at amortized cost as of March 31, 2023 and September 30, 2023 are as follows:


	Yen (millions)
	As of March 31, 2023				As of September 30, 2023
	Carrying amount		Fair value		Carrying amount		Fair value
Receivables from financial services	¥	5,894,752	¥	5,696,283	¥	7,320,376	¥	7,036,524
Debt securities		85,235		85,235		64,367		64,367
Financing liabilities		7,665,168		7,440,205		9,010,442		8,732,209

The table does not include financial assets and financial liabilities measured at amortized cost whose fair values approximate their carrying amounts.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial Statements

(10) Contingent Liabilities

Claims and Lawsuits

Honda is subject to potential liability under various lawsuits and claims. Honda recognizes a provision for loss contingencies 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. Honda reviews these pending lawsuits and claims periodically and adjusts the amounts recognized for these contingent liabilities, if necessary, by considering the nature of lawsuits and claims, the progress of the case and the opinions of legal counsel.

With respect to product liability, personal injury claims or lawsuits, Honda believes that any judgment that may be recovered by any plaintiff for general and special damages and court costs will be adequately covered by Honda’s insurance and provision. Punitive damages are claimed in certain of these lawsuits.

After consultation with legal counsel, and taking into account all known factors pertaining to existing lawsuits and claims, Honda believes that the ultimate outcome of such lawsuits and pending claims should not result in liability to Honda that would be likely to have an adverse material effect on its consolidated financial position or results of operations.

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 arises, 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.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial Statements

(11) Earnings Per Share

Earnings per share attributable to owners of the parent for the six months ended September 30, 2022 and 2023 are calculated based on the following information. There were no significant dilutive potential common shares outstanding for the six months ended September 30, 2022 and 2023.


	2022		2023
Profit for the period attributable to owners of the parent (millions of yen)	¥	338,514	¥	616,301
Weighted average number of common shares outstanding, basic (shares)		5,126,872,044		4,944,995,695
Basic earnings per share attributable to owners of the parent (yen)	¥	66.03	¥	124.63

Earnings per share attributable to owners of the parent for the three months ended September 30, 2022 and 2023 are calculated based on the following information. There were no significant dilutive potential common shares outstanding for the three months ended September 30, 2022 and 2023.


	2022		2023
Profit for the period attributable to owners of the parent (millions of yen)	¥	189,295	¥	253,232
Weighted average number of common shares outstanding, basic (shares)		5,123,175,561		4,918,543,577
Basic earnings per share attributable to owners of the parent (yen)	¥	36.95	¥	51.49

Explanatory note:

As of the effective date of October 1, 2023, the Company implemented a three-for-one stock split of its common stock to shareholders as of the record date of September 30, 2023. Basic and diluted earnings per share attributable to owners of the parent are calculated based on the assumption that the stock split had been implemented at the beginning of the year ended March 31, 2023.

(12) Dividend

(a) Dividend payout

For the six months ended September 30, 2022


Resolution		The Board of Directors Meeting on May 13, 2022
Type of shares		Common shares
Total amount of dividends (millions of yen)		111,256
Dividend per share (yen)		65.00
Record date		March 31, 2022
Effective date		June 6, 2022

For the six months ended September 30, 2023


Resolution		The Board of Directors Meeting on May 11, 2023
Type of shares		Common shares
Total amount of dividends (millions of yen)		99,915
Dividend per share (yen)		60.00
Record date		March 31, 2023
Effective date		June 6, 2023

(b) Dividends payable of which record date was in the six months ended September 30, 2023, effective after the period


Resolution		The Board of Directors Meeting on November 9, 2023
Type of shares		Common shares
Resource for dividend		Retained earnings
Total amount of dividends (millions of yen)		141,949
Dividend per share (yen)		87.00
Record date		September 30, 2023
Effective date		December 5, 2023

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial Statements

(13) Subsequent Event

The Board of Directors of the Company, at its meeting held on August 9, 2023, resolved that the Company will implement a stock split, and accordingly, change in ratio of American Depositary Receipts (ADRs) to underlying shares and modify acquisition of own shares program. Based on the resolution, the Company implemented a stock split and accordingly, change in ratio of American Depositary Receipts (ADRs) on October 1, 2023.

(a) Stock split

1) Purpose of the stock split

The purpose is to expand the investor base by reducing the Company’s stock price per investment unit.

2) Method of the stock split

Each share of common stock owned by shareholders listed or recorded in the closing register of shareholders on the record date of September 30, 2023 (Due to non-working day of the shareholder registry administrator on the same day, the substantial record date was September 29, 2023) was split into 3 shares per share.

3) Number of shares increased by the stock split


1. Total number of issued shares before the stock split:		1,811,428,430 shares
2. Number of shares increased by the stock split:		3,622,856,860 shares
3. Total number of issued shares following the stock split:		5,434,285,290 shares
4. Total number of authorized shares following the stock split:		7,086,000,000 shares

4) Schedule of the stock split


Public notice of record date:		September 15, 2023
Record date:		September 30, 2023
Effective date:		October 1, 2023

5) Others

•

There is no change in the amount of stated capital as a result of this stock split.

•

As the stock split took effect on October 1, 2023, the interim dividend for the fiscal year ending March 31, 2024 which has a dividend record date of September 30, 2023 will be paid based on the shares before the stock split.

(b) Change in ratio of American Depositary Receipts (ADRs) to underlying shares

1) Purpose of the ratio change

The purpose is to continuously offer the current investment environment for ADR holders by maintaining present level of ADRs trading price.

2) Outline of the change of ratio


Ratio before change:		1 ADR = 1 Share
Ratio after change:		1 ADR = 3 Shares
Effective date of the new ratio:		October 1, 2023 (EST)
First trading date with new ratio:		October 2, 2023 (EST)

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial Statements

(c) Modification to acquisition of own shares program

1) Reason for the modification

In the details of acquisition of the Company’s own shares resolved at the meeting of the Board of Directors held on May 11, 2023, “total number of shares to be acquired” shall be modified in connection with the stock split.

2) Details of the modification


Current Program:		Total number of shares to be acquired: Up to 64,000,000 shares
Amended Program:		Total number of shares to be acquired: Up to 192,000,000 shares

(Reference)

Details of the resolution concerning acquisition of the Company’s own shares at the meeting of the Board of Directors held on May 11, 2023

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 the 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

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

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

(d) Impact on earnings per share

For impact on earnings per share, see note “(11) Earnings Per Share.”

(14) Approval of Release of Condensed Consolidated Interim Financial Statements

The release of the condensed consolidated interim financial statements was approved by Toshihiro Mibe, Director, President and Representative Executive Officer and Eiji Fujimura, Executive Officer and Chief Financial Officer on November 10, 2023.

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