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 JUNE 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):

Contents

Exhibit 1:

Notice of Resolutions passed by the 100th Ordinary General Meeting of Shareholders.

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: June 20, 2024

This document is a translation from the Japanese original Notice of Resolutions passed by the 100th Ordinary General Meeting of Shareholders of Honda Motor Co., Ltd., prepared for the convenience of shareholders outside Japan. In case of any discrepancy between the translated document and the Japanese original, the latter shall prevail.

June 19, 2024

To Our Shareholders,

Notice of Resolutions passed by

the 100th Ordinary General Meeting of Shareholders

This is to notify you that the matters below were reported and resolved at the 100th Ordinary General Meeting of Shareholders of Honda Motor Co., Ltd. (hereinafter referred to as “the Company”) held today.

Yours sincerely,

Toshihiro Mibe

Director,

President and

Representative Executive Officer

Honda Motor Co., Ltd.

1-1, Minami-Aoyama 2-chome,

Minato-ku

Tokyo

Particulars

Matters reported:

1.	The Business Report, Consolidated Financial Statements and Unconsolidated Financial Statements for the 100th Fiscal Year (from April 1, 2023 to March 31, 2024)

2.	The Results of the Audit of the Consolidated Financial Statements for the 100th Fiscal Year (from April 1, 2023 to March 31, 2024) by the Independent Auditors and the Audit and Supervisory Committee.

Matter resolved:

ITEM: Election of Twelve (12) Directors

The proposal was approved in its original form, and nine (9) Directors were re-elected: Toshihiro Mibe, Shinji Aoyama, Noriya Kaihara, Asako Suzuki, Kunihiko Sakai, Fumiya Kokubu, Yoichiro Ogawa, Kazuhiro Higashi, and Ryoko Nagata. Three (3) Directors were newly elected: Eiji Fujimura, Jiro Morisawa, and Mika Agatsuma. They have all assumed their posts.

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