UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 20-F
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REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR
(g) OF THE SECURITIES EXCHANGE ACT OF 1934
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OR
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended March 31,
2021
OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period
from to
OR
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SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Date of event requiring this shell company
report
Commission file number 1-7628
HONDA GIKEN KOGYO KABUSHIKI KAISHA
(Exact name of Registrant as specified in its
charter)
HONDA MOTOR CO., LTD.
(Translation of Registrant’s name into
English)
JAPAN
(Jurisdiction of incorporation or
organization)
No. 1-1, Minami-Aoyama
2-chome, Minato-ku, Tokyo 107-8556, Japan
(Address of principal executive offices)
Rikako Suzuki
prj_h_ir2@hm.honda.co.jp, +81-3-5412-1134, No. 1-1, Minami-Aoyama
2-chome, Minato-ku, Tokyo 107-8556, Japan
(Name, E-mail and/or Facsimile number,
Telephone and Address of Company Contact Person)
Securities registered pursuant to
Section 12(b) of the Act.
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which
registered
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Common Stock* |
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HMC |
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New York Stock Exchange |
American Depositary
Shares** |
Securities registered or to be registered
pursuant to Section 12(g) of the Act.
None
(Title of class)
Securities for which there is a reporting
obligation pursuant to Section 15(d) of the Act.
None
(Title of class)
Indicate the number of outstanding shares of each of the issuer’s
classes of capital or common stock as of the close of the period
covered by the annual report.
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Title of each class
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Outstanding as of March 31, 2021***
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Common Stock |
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1,726,655,268**** |
Indicate by check mark if the registrant is a well-known seasoned
issuer, as defined in Rule 405 of the Securities
Act, Yes ☒ No ☐
If this report is an annual or transition report, indicate by check
mark if the registrant is not required to file reports pursuant to
Section 13 or 15(d) of the Securities Exchange Act of
1934. Yes ☐ No ☒
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing
requirements for the past 90
days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted
electronically every Interactive Data File required to be submitted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during
the preceding 12 months (or for such shorter period that the
registrant was required to submit such
file). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging
growth company. See definition of “large accelerated filer”,
“accelerated filer” and “emerging growth company” in Rule
12b-2 of the Exchange
Act.
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Large accelerated
filer ☒ |
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Accelerated filer ☐ |
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Non-accelerated
filer ☐ |
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Emerging growth
company ☐ |
If an emerging growth company that prepares its financial
statements in accordance with U.S. GAAP, indicate by check mark if
the registrant has elected not to use the extended transition
period for complying with any new or revised financial accounting
standards† provided pursuant to Section 13(a) of the Exchange
Act. ☐
† The term “new or revised financial accounting standard” refers to
any update issued by the Financial Accounting Standards Board to
its Accounting Standards Codification after April 5, 2012.
Indicate by check mark whether the registrant has filed a report on
and attestation to its management’s assessment of the effectiveness
of its internal control over financial reporting under
Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b))
by the registered public accounting firm that prepared or issued
its audit report. ☒
Indicate by check mark which basis of accounting the registrant has
used to prepare the financial statements included in this
filing:
U.S. GAAP ☐ International
Financial Reporting Standards as issued by the International
Accounting Standards
Board ☒ Other ☐
If “Other” has been checked in response to the previous question,
indicate by check mark which financial statement item the
registrant has elected to
follow. Item 17 ☐ Item 18 ☐
If this is an annual report, indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act). Yes ☐ No ☒
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Not for trading purposes, but only in connection with
the registration of American Depositary Shares, each representing
one share of Common Stock.
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** |
American Depositary Receipts evidence American
Depositary Shares, each American Depositary Share representing one
share of Common Stock.
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*** |
Unless otherwise indicated in this Form 20-F, “outstanding shares” excludes the
number of shares held by the BIP Trust (as defined under Item 6.B.
“Compensation-The Board
Incentive Plan”).
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**** |
Shares of Common Stock include 70,044,953 shares
represented by American Depositary Shares.
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