UNITED STATESSECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 20-F‘
È‘‘

REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934OR
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended March 31, 2020
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period fromtoOR
SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of event requiring this shell company report
Commission file number: 1-15270

Nomura Horudingusu Kabushiki Kaisha(Exact name of registrant as specified in its charter)

Nomura Holdings, Inc.
(Translation of registrant’s name into English)

9-1, Nihonbashi 1-chome
Chuo-ku, Tokyo 103-8645
Japan

Japan
(Jurisdiction of incorporation or organization)(Address of principal executive offices)

Takumi Kitamura, 81-3-5255-1000, 81-3-6746-7850(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act:
Title of Each Class

Trading Symbol(s)Name of Each Exchange On Which Registered

American Depositary Shares
Common Stock*

NMR

New York Stock Exchange* Not for trading, but only in connection with the registration of the American Depositary Shares, each representing one share of Common Stock.
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.
As of March 31, 2020, 3,038,587,493 shares of Common Stock were outstanding, including 30,223,151 shares represented by 30,223,151 American Depositary
Shares.
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. È 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 È 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 È No ‘
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation 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
files). Yes È 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. (Check one):
Large accelerated filer È
Accelerated filer ‘
Non-accelerated filer ‘
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 ExchangeAct. ‘
† 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. È
Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:
U.S. GAAP È
International Financial Reporting Standards as issued
Other ‘by the International Accounting Standards Board ‘
If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected tofollow. ‘ 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 È No
(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Actof 1934 subsequent to the distribution of securities under a plan confirmed by a court. ‘ Yes ‘ No

TABLE OF CONTENTS
PagePART I
Item 1.

Identity of Directors, Senior Management and Advisers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2Item 2.

Offer Statistics and Expected Timetable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2Item 3.

Key Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2Item 4.

Information on the Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

20

Item 4A.

Unresolved Staff Comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

43

Item 5.

Operating and Financial Review and Prospects . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

43

Item 6.

Directors, Senior Management and Employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

81

Item 7.

Major Shareholders and Related Party Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

102

Item 8.

Financial Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

103

Item 9.

The Offer and Listing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

103

Item 10.

Additional Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

104

Item 11.

Quantitative and Qualitative Disclosures about Market Risk . . . . . . . . . . . . . . . . . . . . . . . . . . . .

112

Item 12.

Description of Securities Other Than Equity Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

127

PART II
Item 13.

Defaults, Dividend Arrearages and Delinquencies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

129

Item 14.

Material Modifications to the Rights of Security Holders and Use of Proceeds . . . . . . . . . . . . . .

129

Item 15.

Controls and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

129

Item 16A. Audit Committee Financial Expert . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

129

Item 16B. Code of Ethics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

130

Item 16C. Principal Accountant Fees and Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

130

Item 16D. Exemptions from the Listing Standards for Audit Committees . . . . . . . . . . . . . . . . . . . . . . . . . . .

131

Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers . . . . . . . . . . . . . . . . . . . .

131

Item 16F. Change in Registrant’s Certifying Accountant . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

132

Item 16G. Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

132

Item 16H. Mine Safety Disclosure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

133

PART III
Item 17.

Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

134

Item 18.

Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

134

Item 19.

Exhibits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

135

Index to the Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-1

1

As used in this annual report, references to the “Company”, “Nomura”, the “Nomura Group”, “we”, “us”
and “our” are to Nomura Holdings, Inc. and, except as the context otherwise requires, its consolidated
subsidiaries. As part of certain line items in Nomura’s financial statements and information included in thisannual report, references to “NHI” are to Nomura Holdings, Inc.
As used in this annual report, “yen” or “¥” means the lawful currency of Japan, “dollar” or “$” means thelawful currency of the United States of America (“U.S.”), and “EUR” means the lawful currency of the member
states of the European Monetary Union.
As used in this annual report, “ADS” means an American Depositary Share, currently representing one
share of the Company’s common stock, and “ADR” means an American Depositary Receipt evidencing one ormore ADSs. See “Rights of ADR Holders” under Item 10.B of this annual report.
As used in this annual report, except as the context otherwise requires, the “Companies Act” means theCompanies Act of Japan and the “FSA” means the Financial Services Agency of Japan.
Amounts shown in this annual report have been rounded to the nearest indicated digit unless otherwise
specified. In tables and graphs with rounded figures, sums may not add up due to rounding.

PART I
Item 1. Identity of Directors, Senior Management and Advisers
Not applicable.
Item 2. Offer Statistics and Expected Timetable
Not applicable.
Item 3. Key Information
A. Selected Financial Data
The following table presents selected financial information as of and for the years ended March 31, 2016,2017, 2018, 2019 and 2020 which is derived from our consolidated financial statements. The consolidatedbalance sheets for the years ended March 31, 2019 and 2020, the consolidated statements of income,comprehensive income, changes in equity and cash flows for each of the years ended March 31, 2018, 2019 and2020, and notes thereto appear elsewhere in this annual report. These financial statements are prepared inaccordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”). Certain reclassifications ofpreviously reported amounts have been made to conform to the current period presentation.

2

The selected consolidated financial information set forth below should be read in conjunction with Item 5.
“Operating and Financial Review and Prospects” in this annual report and our consolidated financial statements
and notes thereto included in this annual report.
Millions of yen, except per share data and percentages
Year ended March 31
2016
2017
2018
2019
2020

Statement of income data:
Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 1,723,096 ¥ 1,715,516 ¥ 1,972,158 ¥ 1,835,118 ¥ 1,952,482
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
327,415
312,319475,189
718,348664,653
Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,395,681
1,403,197
1,496,969
1,116,770
1,287,829
Non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . .
1,230,523
1,080,402
1,168,811
1,154,471
1,039,568
Income (loss) before income taxes . . . . . . . . . . . . . .
165,158
322,795
328,158(37,701)
248,261
Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . .
22,59680,229103,866
57,01028,894
Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 142,562 ¥ 242,566 ¥ 224,292 ¥ (94,711) ¥ 219,367
Less: Net income attributable to noncontrollinginterests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
11,012
2,949
4,949
5,731
2,369
Net income (loss) attributable to Nomura Holdings,
Inc. (“NHI”) shareholders . . . . . . . . . . . . . . . . . . . ¥ 131,550 ¥ 239,617 ¥ 219,343 ¥ (100,442) ¥ 216,998
Balance sheet data (period end):
Total assets(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥40,934,217 ¥42,531,972 ¥40,343,947 ¥40,969,439 ¥43,999,815
Total NHI shareholders’ equity . . . . . . . . . . . . . . . . .
2,700,239
2,789,916
2,749,320
2,631,061
2,653,467
Total equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,743,015
2,843,791
2,799,824
2,680,793
2,731,264
Common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
594,493594,493594,493594,493594,493
Per share data:
Net income (loss) attributable to NHI
shareholders—basic . . . . . . . . . . . . . . . . . . . . . . . . ¥36.53 ¥
67.29 ¥
63.13 ¥
(29.90) ¥67.76
Net income (loss) attributable to NHI
shareholders—diluted . . . . . . . . . . . . . . . . . . . . . . .
35.52
65.65
61.88
(29.92)66.20
748.32790.70810.31
794.69873.26
Total NHI shareholders’ equity(2) . . . . . . . . . . . . . . .
13.00
20.00
20.00
6.00
20.00
Cash dividends(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
0.12 $
0.18 $
0.19 $
0.05 $
0.19
Cash dividends in USD(3) . . . . . . . . . . . . . . . . . . . . . . $Weighted average number of shares outstanding (inthousands)(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,600,701
3,560,776
3,474,593
3,359,565
3,202,370
Return on equity(5): . . . . . . . . . . . . . . . . . . . . . . . . .

4.9%

8.7%

7.9%

(3.7%)

8.2%(1) Due to Accounting Standards Update 2014-09, “Revenue from Contracts with Customers” and the changes in our
accounting policy which Nomura adopted on April 1, 2018, certain reclassifications of previously reported amounts havebeen made to conform to the current year presentation.
(2) Calculated using the number of shares outstanding at year end.
(3) Calculated using the Japanese Yen—U.S. Dollar exchange rate as of the respective fiscal year end date, the noon buying
rate in New York City for cable transfers in foreign currencies as certified for customs purposes by the Federal Reserve
Bank of New York.
(4) The number shown is used to calculate basic earnings per share.
(5) Calculated as net income (loss) attributable to NHI shareholders divided by total NHI shareholders’ equity.

B. Capitalization and Indebtedness.
Not applicable.
C. Reasons for the Offer and Use of Proceeds.
Not applicable.

3

D. Risk Factors.
Risk Factors
You should carefully consider the risks described below before making an investment decision. If any of therisks described below actually occurs, our business, financial condition, results of operations or cash flows could
be adversely affected. In that event, the trading prices of our shares could decline, and you may lose all or part ofyour investment. In addition to the risks listed below, risks not currently known to us or that we now deem
immaterial may also harm us and affect your investment.
Our business may be materially affected by financial markets, economic conditions and market
fluctuations in Japan and elsewhere around the world
Our business and revenues may be affected by any adverse changes in the Japanese and global economic
environments and financial markets. In addition, not only purely economic factors but also future wars, acts ofterrorism, economic or political sanctions, pandemics, forecasts of geopolitical risks and geopolitical events
which have actually occurred, natural disasters or other similar events could have an effect on the financial
markets and economies of each country. If any adverse events including those discussed above were to occur, amarket or economic downturn may last for a long period of time, which could adversely affect our business andcan result in us incurring substantial losses. In particular, global turmoil and economic conditions caused by thecoronavirus (”COVID-19”) pandemic could continue to negatively affect Nomura’s business, even after the
pandemic itself has subsided. It is highly uncertain and difficult to predict how critically our business continuity
and revenue will be affected if this situation continues for an extended period. Furthermore, the long-term trendsof population aging and population decline faced by Japan, are expected to continue to put downward pressure on
demand in the businesses in which we operate, including, in particular, our retail business. Even in the absence ofa prolonged market or economic downturn, changes in market volatility and other changes in the environment
may adversely affect our business, financial condition and results of operations. The following are certain risks
related to the financial markets and economic conditions for our specific businesses.
Governmental fiscal and monetary policy changes in Japan, or in any other country or region where we
conduct business may affect our business, financial condition and results of operations
We engage in our business globally through domestic and international offices. Governmental fiscal,monetary and other policy changes in Japan, or in any other country or region where we conduct business may
affect our business, financial condition and results of operations. In addition, any changes to the monetary policyof the Bank of Japan or central banks in major economies worldwide, which could potentially be followed byvolatility of interest rate or yields may negatively affect our ability to provide asset management products to ourclients as well as our and our clients’ trading and investment activities, as exemplified by decreased returns for
fixed income products in the prolonged low interest rate environment in Japan.
The COVID-19 pandemic has affected Nomura’s business, customers and employees and this may continue inthe future
In 2020, the COVID-19 pandemic and the measures taken by governments to prevent its spread had a severe
impact on our business environment, particularly in the capital markets, which are expected to see continued
instability due to the ongoing turmoil including an extreme volatility in global equity prices, interest rates andelsewhere and a widening of credit spreads, as well as the possibility that uncertainty in the economic outlook
will continue in the future.
Post-Transition Brexit may adversely affect our business on various fronts
On January 31, 2020, the United Kingdom (“U.K.”) withdrew from the European Union (“EU”) under theWithdrawal Agreement between the U.K. and the EU (“Brexit”), which provides for a transition period during4

which the rules and regulations of the EU continue to apply to the U.K. until December 31, 2020. The legal
deadline for the U.K. and the EU to agree on whether to extend the transition period is currently June 30, 2020. If
the transition period ends without the U.K. and the EU agreeing upon the terms of their relationship, such as afree trade arrangement, tariffs and other trade restrictions may come into force immediately, including on theprovision of services such as ours.
Because we conduct a substantial level of business throughout Europe where London is our regional hub,the outcome of the negotiations following Brexit may adversely affect our business on various fronts. Currently,
our regulated activities in the European region are carried out mainly through Nomura International plc (“NIP”),
our broker-dealer arm established in London. NIP currently can provide the entire European Economic Area(“EEA”) cross-border services under the relevant EU single market legislation known as “passporting rights.” If
the transition period ends without an agreement between the U.K. and the EU in respect to the continuation ofaccess for financial services, including passporting rights, NIP may lose access to the EEA and, as a result, ourrevenue and profitability from business in the European region remaining in the NIP legal entity may be
adversely affected. This situation would also similarly apply to other group entities operating in the European
region.
In order to address the consequences of Brexit, we established a broker-dealer entity, Nomura Financial
Products Europe GmbH (“NFPE”) as a licensed broker-dealer in the Federal Republic of Germany. As a German
entity, NFPE will continue to hold passporting rights even if the transition period ends with no agreement.
However, potential risks are associated with timely migration of European clients to NFPE and ability to provide
the same level of service as the NIP entity. In addition as discussed below, a number of uncertainties affecting
our business in the European region remain.
For example, agreements between the U.K. and the EU on financial services after the end of the transition
period may adversely affect our business in the European region. Moreover, if no agreement is reached, financial
stability both in the U.K. and the wider European region may be adversely affected. Any market turmoil andincreased volatility may adversely affect our business, with potentially severe liquidity and operational pressureson our financial position, particularly in the short term. Even if the U.K. and the EU agree on extending thetransition period to maintain the status quo until a final agreement for the future relationship becomes effective,
this may affect the behavior of market participants. For example, market participants may postpone or cancel
transactions or other activities that they would otherwise engage in, which may adversely affect our revenues andprofitability.
Depending on the content of any future agreement between the U.K. and the EU, the wider financial system
and regulatory and supervisory regime in the European region may also be substantially changed, which could
adversely affect our business as well. Euro-denominated financial transactions in the market, which are currently
centralized in London, in particular may be affected by any regulatory regime emerging after the transition
period, in terms of the physical location for financial market infrastructure, liquidity provision and pricing.
Operating conditions for financial institutions and financial market infrastructures may also become more
stringent for all market participants depending on the content of any such new regulatory or supervisory regime.
These potential changes in the relevant regulatory or supervisory regimes in the wider financial system may
accelerate fragmentation of the financial markets and, as a result, we may be adversely affected due to increasing
operating costs, which could impact our profitability. Such increased operating costs may result from a numberof factors, including the introduction or modification of regulatory requirements such as regulatory capital,
liquidity, governance, risk management control and overall entity structure planning.
Overall, the final form that Brexit takes poses a high level of potentially prolonged uncertainties both
politically and economically, mainly in the U.K. and the EU. There may also be certain extraterritorial effects inmarkets outside of the region. These uncertainties, together with other potential developments such as risingtrade tensions, may add further downward pressure to the world economic growth and global financial stability
5and, as a result, we may see lower liquidity in financial markets, an unexpected increase in volatility acrossvarious asset classes, higher funding costs, a trend towards increasing risk averseness in investment activities andnegative business sentiment, all of which may adversely affect our business.
Our brokerage and asset management revenues may decline
A market downturn could result in a decline in the revenues generated by our brokerage business because ofa decline in the volume and value of securities that we broker for our clients. Also, within our asset managementbusiness, in most cases, we charge fees and commissions for managing our clients’ portfolios that are based on
the market value of their portfolios. A market downturn that reduces the market value of our clients’ portfolios
may increase the amount of withdrawals or reduce the amount of new investments in these portfolios, and would
reduce the revenue we receive from our asset management business. Also, any changes in our clients’ investment
preference on their asset portfolios, including shifting investment assets to stable assets such as deposits and/or
passive funds, which bring relatively low commission rates, may reduce our revenue as well.
Our investment banking revenues may decline
Changes in financial or economic conditions would likely affect the number and size of transactions forwhich we provide securities underwriting, financial advisory and other investment banking services. Ourinvestment banking revenues, which include fees from these services, are directly related to the number and sizeof the transactions in which we participate and would therefore decrease if there are financial and market changes
unfavorable to our investment banking business and our clients.
The COVID-19 pandemic in 2020 has increased uncertainty in the business environment for investmentbanking, negatively affecting investment banking revenues. A potential reduction in M&A activities and otherinvestment banking is expected to continue to have negative impact on our revenues in the future.
Our electronic trading business revenues may decline
Electronic trading is essential for our business in order to execute trades faster with fewer resources.
Utilizing these systems allows us to provide an efficient execution platform and on-line content and tools to ourclients via exchanges or other automated trading facilities. Revenue from our electronic trading, which includes
trading commissions and bid-offer spreads is directly correlated with the number and size of the transactions inwhich we participate. Competition in electronic trading is intense and the introduction of highly discounted or
no-commission trades at competitors has and will continue to exert pressure on our electronic and traditional
trading revenue. Moreover, such revenue would decrease if there are financial market or economic changes thatwould cause our clients to trade less frequently or in a smaller amounts. Even if trade volumes increase due to theconvenience of electronic trading, this may not be sufficient to offset margin erosion in our execution business,leading to a potential decline in revenue generated from this business. We continue to invest in developing
technologies to provide an efficient trading platform; however, we may fail to maximize returns on theseinvestments due to this increased pressure on lowering margins.
We may incur significant losses from our trading and investment activities
We maintain trading and investment positions in fixed income, equity and other markets, both forproprietary purposes and for the purpose of facilitating our clients’ trades. Our positions consist of various typesof assets, including securities, derivatives transactions with equity, interest rate, currency, credit and other
underliers, as well as loans, and reverse repurchase agreements. Fluctuations in the markets where these assets
are traded can adversely affect the value of our positions, in these assets, with downturns potentially negatively
affecting long positions and upturns potentially negatively affecting short positions. Although we continue to6mitigate these position risks with a variety of hedging techniques, we may also incur losses if the value of theseassets fluctuate or if the financial system is overly stressed and the markets move in a way we have notanticipated.
Our businesses have been, and may continue to be, affected by changes in market volatility levels. Certainof our trading businesses such as those engaged in trading and arbitrage opportunities depend on market volatility
to generate revenues. Lower volatility may lead to a decrease in business opportunities which may affect theresults of operations of these businesses. On the other hand, while higher volatility can increase trading volumes
and spreads, it also increases risk as measured by Value-at-Risk (“VaR”) and may expose us to higher risks inconnection with our market-making and proprietary businesses. Higher volatility can also cause us to reduce theoutstanding positions or size of these businesses in order to avoid increasing our VaR.
Furthermore, we commit capital to take relatively large positions for underwriting or warehousing assets tofacilitate certain capital market transactions. We also structure and take positions in pilot funds for developing
financial investment products and invest seed money to set up and support financial investment products. We
may incur significant losses from these positions in the event of significant market fluctuations.
In addition, if we are the party providing collateral in a transaction, significant declines in the value of thecollateral or a requirement to provide additional collateral due to a decline in our creditworthiness (by way of alowered credit rating or otherwise) can increase our costs and reduce our profitability. On the other hand, if weare the party receiving collateral from our clients and counterparties, such declines may also affect our
profitability due to decrease in client transactions. Assuming a one-notch and two-notch downgrade of our credit
ratings on March 31, 2020, absent other changes, we estimate that the aggregate fair value of assets required to
be posted as additional collateral in connection with our derivative contracts would have been approximately¥5.5 billion and ¥64.3 billion, respectively.
Transition from LIBOR to alternative rate indices may adversely affect our business
We trade derivatives including interest rate swaps and underwrite bonds and loans which refer to Interbank
Offered Rates (“IBORs”) such as the London Interbank Offered Rate (“LIBOR”). Following the LIBOR
manipulation scandal in 2012, the Chief Executive of the U.K. Financial Conduct Authority (“FCA”), which
regulates LIBOR, announced on July 27, 2017 that FCA will no longer persuade or compel banks to submit rates
for the calculation of LIBOR after 2021, and indicated that the continuation of LIBOR cannot and will not be
guaranteed after 2021. Since then, the regulators of each country including Japan have expressed their intention
to request that financial transactions that refer to LIBOR be converted to alternative rate indices and thatmeasures be taken in preparation for the permanent cessation of LIBOR. So, almost all the transaction
agreements which refer to LIBOR are expected to be replaced or to be amended adding “fallback” clause by theend of 2021. But details of calculation methodologies of alternative rate indices are under discussion in eachcountry currently, and such transfers will involve the development of new calculation methods for alternative
rates, revisions to relevant contracts and modifications to the application of accounting principles to the relevanttransactions. These changes could require us to incur additional costs and subject us to risks associated withsystematic reform, operational application and client disclosure, or adversely impact the pricing, volatility andliquidity of financial products including derivatives, bonds and loans which refer IBORs as floating rate.
Therefore, our business, financial condition and results of operations could be impacted materially adversely and/or we could be subject to disputes, litigation or other actions with counterparties or relative participants.
We have established a firmwide LIBOR transition program to manage the transition away from these
LIBOR. However, the transactions referring to the alternative rate indices are not familiarized and fixed in themarket yet since the details of calculation methods are still under discussion, so these developments are thesubject of significant uncertainty, and we may not be successful in managing this transition without potentiallyserious disruption to our business.

7

Holding large and concentrated positions of securities and other assets may expose us to large losses
Holding large and concentrated positions of certain securities can expose us to large losses in our businesses
such as market-making, block trading, underwriting, asset securitization, acquiring newly-issued convertible debt
securities through third-party allotment or providing business solutions to meet clients’ needs. We havecommitted substantial amounts of capital to these businesses. This often requires us to take large positions in the
securities of a particular issuer or issuers in a particular industry, country or region. We generally have higher
exposure to those issuers engaged in financial services businesses, including commercial banks, broker-dealers,
clearing houses, exchanges and investment companies. There may also be cases where we hold relatively large
amounts of securities by issuers in particular countries or regions due to the business we conduct with our clientsor our counterparties. In addition, we may incur losses due to market fluctuations on asset-backed securities suchas residential mortgage-backed securities (“RMBS”) and commercial mortgage-backed securities (“CMBS”).
Extended market declines and decreases in market participants can reduce liquidity and lead to material
lossesExtended market declines can reduce the level of market activity and the liquidity of the assets traded inthose markets in which we operate. Market liquidity may also be affected by decreases in market participants that
could occur, for example, if financial institutions scale back market-related businesses due to increasing
regulation or other reasons. As a result, it may be difficult for us to sell, hedge or value such assets held. Also, inthe event that a market fails in pricing such assets, it will be difficult to estimate their value. If we cannot
properly close out or hedge our associated positions in a timely manner or in full, particularly with respect toOver-The-Counter (“OTC”) derivatives, we may incur substantial losses. Further, if the liquidity of a market
significantly decreases and the market may become unable to price financial instruments held by us, this could
lead to unanticipated losses.
While the COVID-19 pandemic in 2020 and the associated measures taken to prevent its spread led to a
rapid contraction of the global economy, our trading business was active due to an increase in client activity
driven by volatility in equity markets and interest rates and flight to risk-free assets. However in future, it isunclear how long this trend will continue.
Our hedging strategies may not prevent losses
We use a variety of financial instruments and strategies to hedge our exposure to various types of risk. If ourhedging strategies are not effective, we may incur losses. We base many of our hedging strategies on historical
trading patterns and correlations. For example, if we hold an asset, we may hedge this position by taking a
position in another asset which has, historically, moved in a direction that would offset a change in value of theformer asset. However, historical trading patterns and correlations may not continue, as seen in the case of pastfinancial crises, and these hedging strategies may not be fully effective in mitigating our risk exposure because
we are exposed to all types of risk in a variety of market environments.
Our risk management policies and procedures may not be fully effective in managing market risk
Our policies and procedures to identify, monitor and manage risks may not be fully effective. Althoughsome of our methods of managing risk are based upon observed historical market data, the future movements inthe financial markets may not be the same as was observed in the past. As a result, we may suffer large losses
through unexpected future risk exposures. Other risk management methods that we use also rely on ourevaluation of information regarding markets, clients or other matters, which is publicly available or otherwise
accessible by us. This information may not be accurate, complete, up-to-date or properly evaluated, and we may
be unable to properly assess our risks, and thereby suffer large losses. Furthermore, certain factors, such as
market volatility, may render our risk evaluation model unsuitable for a new market environment. In such event,
we may become unable to evaluate or otherwise manage our risks adequately.
8

Market risk may increase other risks that we face
In addition to the potentially adverse effects on our businesses described above, market risk could
exacerbate other risks that we face. For example, the risks inherent in financial instruments developed throughfinancial engineering and innovation may be increased by market risk.
Also, if we incur substantial trading losses caused by our exposure to market risk, our need for liquidity
could rise sharply while our access to cash may be impaired as a result of market perception of our credit risk.
Furthermore, in a market downturn, our clients and counterparties could incur substantial losses of theirown, thereby weakening their financial condition and, as a result, increasing our credit risk to them.
We may have to recognize impairment charges with regard to the amount of goodwill, tangible andintangible assets recognized on our consolidated balance sheets
We have purchased all or a part of the equity interests in, or operations from, certain other companies inorder to pursue our business expansion, and expect to continue to do so when and as we deem appropriate. We
account for certain of those and similar purchases and acquisitions as a business combination under U.S. GAAP
by allocating our acquisition costs to the assets acquired and liabilities assumed and recognizing the remaining
amount as goodwill. We also possess tangible and intangible assets other than those stated above.
We may have to recognize impairment charges, as well as other losses associated with subsequenttransactions, with regard to the amount of goodwill, tangible and intangible assets and, if recognized, suchchanges may adversely affect our financial condition and results of operations. For example, during the year
ended March 31, 2019, we recognized an impairment loss on goodwill in our Wholesale segment attributable toprevious overseas acquisitions of ¥81,372 million.
Liquidity risk could impair our ability to fund operations and jeopardize our financial condition
Liquidity, or having ready access to cash, is essential to our business. We define liquidity risk as the risk ofloss arising from difficulty in securing the necessary funding or from a significantly higher cost of funding thannormal levels due to deterioration of our creditworthiness or deterioration in market conditions. In addition tomaintaining a readily available cash position, we seek to secure ample liquidity through repurchase agreements
and securities lending transactions, long-term borrowings and the issuance of long-term debt securities,
diversification of our short-term funding sources such as commercial paper, and by holding a portfolio of highly
liquid assets. We bear the risk that we may lose liquidity under certain circumstances, including the following:
We may be unable to access unsecured or secured funding
We continuously access unsecured funding from issuance of securities in the short-term credit markets anddebt capital markets as well as bank borrowings to finance our day-to-day operations, including refinancing. We
also enter into repurchase agreements and securities lending transactions to raise secured funding for our tradingbusinesses. An inability to access unsecured or secured funding or funding at significantly higher cost thannormal levels could have a substantial negative effect on our liquidity. For example, lenders could refuse toextend the credit necessary for us to conduct our business based on their assessment of our long-term or shortterm financial prospects if:•

we incur large trading losses,•

the level of our business activity decreases due to a market downturn,•regulatory authorities take significant action against us, or•

our credit rating is downgraded.
9In addition to the above, our ability to borrow in the debt capital markets could also be adversely impacted
by factors that are not specific to us, such as reductions in banks’ lending capacity, a severe disruption of thefinancial and credit markets, negative views about the general prospects for the investment banking, brokerage or
financial services industries, or negative market perceptions of Japan’s financial soundness.
We may be unable to sell assets
If we are unable to raise funds or if our liquidity declines significantly, we will need to liquidate assets or
take other actions in order to meet our maturing liabilities. In volatile or uncertain market environments, overallmarket liquidity may decline. In a time of reduced market liquidity, we may be unable to sell some of our assets,
or we may have to sell at depressed prices, which could adversely affect our results of operations and financial
condition. Our ability to sell assets may also be adversely impacted by other market participants seeking to sellsimilar assets into the market at the same time.
Lowering of our credit ratings could impact our funding
Our funding depends significantly on our credit ratings. Rating agencies may reduce or withdraw theirratings or place us on “credit watch” with negative implications. Future downgrades could increase our funding
costs and limit our funding. This, in turn, could adversely affect our result of operations and our financial
condition. In addition, other factors which are not specific to us may impact our funding, such as negative market
perceptions of Japan’s financial soundness.
Event risk may cause losses in our trading and investment assets as well as market and liquidity risk
Event risk refers to potential losses we may suffer through unpredictable events that cause large unexpectedmarket price movements such as natural or man-made disasters, epidemics, acts of terrorism, armed conflicts orpolitical instability, as well as adverse events specifically affecting our business activities or counterparties.
These events include not only significant events such as the Great East Japan Earthquake in March 2011, theincreasing tensions on Korean Peninsula following North Korean nuclear tests in 2017, sudden and unexpecteddevelopments in global trade or security policies such as tensions between the United States and China in 2018and 2019, and the COVID-19 pandemic in 2020 but also more specifically the following types of events that
could cause losses in our trading and investment assets:•

sudden and significant reductions in credit ratings with regard to financial instruments held by our
trading and investment businesses by major rating agencies,•

sudden changes in trading, tax, accounting, regulatory requirements, laws and other related rules which
may make our trading strategy obsolete, less competitive or no longer viable, or•an unexpected failure in a corporate transaction in which we participate resulting in our not receiving
the consideration we should have received, as well as bankruptcy, deliberate acts of fraud, andadministrative penalty with respect to the issuers of our trading and investment assets.

We may be exposed to losses when third parties that are indebted to us do not perform their obligations
Our counterparties are from time to time indebted to us as a result of transactions or contracts, includingloans, commitments to lend, other contingent liabilities and derivative transactions. We may incur material losses
when our counterparties default or fail to perform on their obligations to us due to their filing for bankruptcy, adeterioration in their creditworthiness, lack of liquidity, operational failure, an economic or political event,
repudiation of the transaction or for other reasons. In particular, as the effects of the COVID-19 pandemic, orgovernmental responses thereto, are felt, we may see an increase in defaults by counterparties. Although weestablish and maintain allowances for credit losses, such allowances reflect management judgments andassumptions based on information available to them. For example, our allowances as of March 31, 2020 reflect
10certain assumptions on short- and long-term effects of the COVID-19 pandemic on the ability of ourcounterparties to perform their obligations to us. However, these judgments and assumptions may prove to beincorrect, potentially significantly so.
Credit risk may also arise from:•holding securities issued by third parties, or•the execution of securities, futures, currency or derivative transactions that fail to settle at the required
time due to nondelivery by the counterparty, such as financial institutions and hedge funds which arecounterparties to credit default swaps or systems failure by clearing agents, exchanges, clearing houses
or other financial infrastructure.

Issues related to third party credit risk may include the following:
Defaults by a large financial institution could adversely affect the financial markets generally and us
specifically
The commercial soundness of many financial institutions is closely interrelated as a result of credit, trading,clearing or other relationships among the institutions. As a result, concern about the creditworthiness of or adefault by, a certain financial institution could lead to significant liquidity problems or losses in, or defaults by,other financial institutions. This may adversely affect financial intermediaries, such as clearing agencies, clearing
houses, banks, securities firms and exchanges, with which we interact on a daily basis. Actual defaults, increases
in perceived default risk and other similar events could arise in the future and could have an adverse effect on thefinancial markets and on us. Our funding operations may be adversely affected if major financial institutions,Japanese or otherwise, fail or experience severe liquidity or solvency problems.
There can be no assurance as to the accuracy of the information about, or the sufficiency of the collateral weuse in managing, our credit risk
We regularly review our credit exposure to specific clients or counterparties and to specific countries andregions that we believe may present credit concerns. Default risk, however, may arise from events orcircumstances that are difficult to detect, such as account-rigging and fraud. We may also fail to receive full
information with respect to the risks of a counterparty. In addition, in cases where we have extended credit
against collateral, we may fall into a deficiency in value in the collateral if sudden declines in market values
reduce the value of our collateral.
Our clients and counterparties may be unable to perform their obligations to us as a result of political or
economic conditions
Country, regional and political risks are components of credit risk, as well as market risk. Political or
economic pressures in a country or region, including those arising from local market disruptions or currency
crises, may adversely affect the ability of clients or counterparties located in that country or region to obtain
credit or foreign exchange, and therefore to perform their obligations owed to us.
Environmental, Social and Governance (“ESG”) factors including Climate change and broader associatedpolicy changes in each jurisdiction could adversely affect our business
Increasing attention on the management of Environmental, Social and Governance (“ESG”) factors in thebusiness makes it imperative that Nomura continues to develop its policies in these areas, and positions itself in apositive light to its stakeholders including shareholders, customers and broader society. Lack of sufficient focus
on ESG considerations may not only impede Nomura’s ability to build a sustainable business model, but may
also increase Nomura’s vulnerability to ESG related risks such as risks associated with climate change in themedium- to long-term.
11

The direct impact of climate change, and the resulting changes in the business environment could cause
losses to Nomura. The climate change related risk is broadly divided into two parts; Physical Risks andTransition Risks.
-

Physical Risk: The risk of physical damage or the impairment of the operating capability of the assetsof Nomura Group, customers and business partners due to climate change. This includes the potential
impact of extreme weather events, fire and sea level flooding.

-Transition Risk: The risks associated with accelerated policy and external changes associated with themove towards addressing Climate Risk. This includes changes in government policies, industrial policy
or carbon based taxes, and rapid changes in technologies which have the potential to leave stranded
assets that are no longer viable.

The financial services industry faces intense competition
Our businesses are intensely competitive, and are expected to remain so. We compete on the basis of anumber of factors, including transaction execution capability, our products and services, innovation, reputationand price. We have experienced intense price competition, particularly in brokerage, investment banking andother businesses.
Competition with commercial banks, commercial bank-owned securities subsidiaries, non-Japanese firms andonline securities firms in the Japanese market is increasing
Since the late 1990s, the financial services sector in Japan has undergone deregulation. Banks and certain
other financial institutions became able to enter into the securities brokerage business in 2004 and firewalls
between commercial banks and securities firms were deregulated in 2009, increasing the ability of securities
firms with affiliated commercial banks to cooperate more closely them. As a result, securities subsidiaries ofcommercial banks and non-Japanese firms with increased competitiveness have been affecting our market sharesin the sales and trading, investment banking and retail businesses. In recent years, the rise of online securities
firms has further intensified the competition. In order to address such changes in the competitive landscape, wehave taken certain measures, including the establishment of a business alliance with a social networking andmessaging service provider. However, these measures may not be successful in growing or maintaining ourmarket share in this increasingly fierce competitive environment, and we may lose business or transactions to ourcompetitors, harming our business and results of operations.
Increased consolidation, business alliance and cooperation in the financial services groups industry mean
increased competition for us
There has been substantial consolidation and convergence among companies in the financial services
industry. In particular, a number of large commercial banks and other broad-based large financial services groups
have established or acquired broker-dealers or have consolidated with other financial institutions. Recently, theselarge financial services groups have been further developing business linkage within their respective groups inorder to provide comprehensive financial services to clients. These financial services groups continue to offer awide range of products, including loans, deposit-taking, insurance, brokerage, asset management and investmentbanking services within their group, which may enhance their competitive position compared with us. They also
have the ability to supplement their investment banking and brokerage businesses with commercial banking andother financial services revenues in an effort to gain market share. In addition, the financial services industry has
seen collaboration beyond the borders of businesses and industries, such as alliances between commercial banks
and securities companies outside of framework of existing corporate groups and recent alliances with
non-financial companies including emerging companies. Our competitiveness may be adversely affected if ourcompetitors are able to expand their businesses and improve their profitability through such business alliances.

12

Our global business strategies have not resulted in the anticipated outcome to date, and we may not be able tosuccessfully rebuild them
We continue to believe there are significant opportunities in the international markets, but there is alsosignificant competition associated with such opportunities. In order to take advantage of these opportunities, wewill have to compete successfully with financial services firms based in important non-Japanese markets,
including the U.S., Europe and Asia. For example, as a means to bolster our international operations, we acquired
certain Lehman Brothers operations in Europe, the Middle East and Asia in 2008 After the acquisition, however,market structures have changed drastically due to the scaling back of market-related businesses by European
financial institutions and the monetary easing policies by European central banks, resulting in decline in wholemarket liquidity. Although we endeavored to reallocate our management resources to optimize our global
operations and thereby improve our profitability, due in part to the challenging environment facing thesebusinesses, we recognized an impairment loss of ¥81,372 million in the fiscal year ended March 31, 2019.
Accordingly, since April 2019, we have been working to rebuild our global business platform, under which
we aim to simplify our operating model, transform our business portfolio and pivot towards client businesses andgrowth areas. However, we may be unable to successfully execute this strategy. Even if we are able tosuccessfully execute this strategy, we may be required to incur greater expenses than expected, or to commit
greater financial, management and other resources to this strategy than expected, which could adversely affectour business and results of operations. Moreover, the assumptions and expectations upon which this strategy isbased may not be correct, which could lead to us realizing fewer benefits than expected or could even harm ourbusiness and results of operations overall. For example, we may not correctly select business lines to streamline,
which could lead to us missing or otherwise being unable to take advantage of a potential opportunity.
Furthermore, to the extent we reduce compensation or headcount as part of this strategy, our ability to attract andretain the employees needed to successfully run our businesses could be adversely affected. We may also be
unsuccessful in designing a streamlined management structure, which could harm our ability to properly control
or supervise our many businesses across the world.
Misconduct or fraud by an employee, director or officer, or any third party, could occur, and our
reputation in the market and our relationships with clients could be harmed
We face the risk that our employees, directors or officers, or any third party, could engage in misconductthat may adversely affect our business. Misconduct by an employee, director or officer includes conduct such asentering into transactions in excess of authorized limits, acceptance of risks that exceed our limits, orconcealment of unauthorized or unsuccessful activities. The misconduct could also involve the improper use or
disclosure of non-public information relating to us or our clients , such as insider trading and therecommendation of trades based on such information, as well as other crimes, which could result in regulatory
sanctions, legal liability and serious reputational or financial damage to us.
For example, on March 5, 2019, a researcher at Nomura Research Institute, Ltd. (“NRI”), our equity-method
affiliate, revealed information that there was a high possibility that the standard for designating the top market of
the Tokyo Stock Exchange (the “TSE”) would fall to ¥25 billion, which had been under review at the TSE, to achief strategist (the “NSC Strategist”) in the research division of Nomura Securities Co., Ltd. (“NSC”). The
researcher at NRI was a member of the Advisory Group to Review the TSE Equity Market Structure andreceived this information in such capacity. On the same day and the next day, the NSC Strategist communicatedthe information to certain people including members of Japanese stock sales team of NSC and Nomura
International (Hong Kong) Limited, some of whom provided the information to their institutional investor
clients. Although the provision of the information did not represent a violation of law, they were inappropriate
conducts and impaired the implicit trust placed in us and our employees by other market participants. Following
a special internal investigation conducted by external experts, on May 24, 2019, we announced a remediation
plan and the reduction of compensation of certain of our executives and those of NSC. On May 28, 2019, the
FSA issued a business improvement order to us and to NSC, requiring us to clarify responsibility for this13

incident, develop and submit a detailed improvement plan, and report periodically on the implementation andeffectiveness of measures for improvement, and on August 28, 2019, a fine of ¥10 million was imposed by
Tokyo Stock Exchange, Inc. as a penalty.
Although we have taken measures in line with the improvement plan to detect and prevent such misconduct
in the future, including the establishment of the “Nomura Group Code of Conduct” on December 3, 2019,
including ensuring its thorough dissemination throughout the group and ensuring thorough compliance with its
terms, the measures we have implemented or may implement may not be effective in all cases, and we may notalways be able to detect or deter misconduct by an employee, director or officer. If any administrative or judicial
sanction is issued against us as a result of such misconduct, we may lose business opportunities for a period oftime, even after the sanction is lifted, if and to the extent that our clients, especially public institutions, decide not
to engage us for their financial transactions.
Third parties may also engage in fraudulent activities, including devising a fraudulent scheme to induce ourinvestment, loans, guarantee or any other form of financial commitment, both direct and indirect. Because of thebroad range of businesses that we engage in and the large number of third parties with whom we deal in our
day-to-day business operations, such fraud or any other misconduct may be difficult to prevent or detect.
We may not be able to recover the financial losses caused by such activities and our reputation may also bedamaged by such activities.
A failure to identify and appropriately address conflicts of interest could adversely affect our businessWe are a global financial institution that provides a wide range of products and services to a diverse groupof clients, including individuals, corporations, other financial institutions and governmental institutions. As such,
we face potential conflicts of interest in the ordinary course of our business. Conflicts of interests can arise when
our services to a particular client conflict or compete, or are perceived to conflict or compete, with our own
interests. In addition, where non-public information is not appropriately restricted or shared within the firm,
conflicts of interest can also arise where a transaction within the Nomura Group and or a transaction with anotherclient conflict or compete, or is perceived to conflict or compete, with a transaction with a particular client.
While we have extensive internal procedures and controls designed to identify and address conflicts of interest on
the basis of the Nomura Group Conflicts of Interest Management Policy, a failure, or a perceived failure, toidentify, disclose and appropriately address such conflicts could adversely affect our reputation and thewillingness of current or potential clients to do business with us. In addition, conflicts of interest could give rise
to regulatory actions or litigation.
Our business is subject to substantial legal, regulatory and reputational risks
Substantial legal liability or a significant regulatory action against us could have a material financial effecton us or cause reputational harm to us, which in turn could adversely affect our business prospects, financial
condition and results of operations. Also, material changes in regulations applicable to us or to the markets inwhich we operate could adversely affect our business. See Note 21 “Commitments, contingencies andguarantees” in our consolidated financial statements included in this annual report for further information
regarding the significant investigations, lawsuits and other legal proceedings that we are currently facing.
Our exposure to legal liability is significant
We face significant legal risks in our businesses. These risks include liability under securities or other laws
in connection with securities underwriting and offering transactions, liability arising from the purchase or sale ofany securities or other financial products, disputes over the terms and conditions of complex tradingarrangements or the validity of contracts for our transactions, disputes with our business alliance partners andlegal claims concerning our other businesses.
14During a prolonged market downturn or upon the occurrence of an event that adversely affects the market,
we would expect claims against us to increase. We may also face significant litigation. The cost of defending
such litigation may be substantial and our involvement in litigation may damage our reputation. In addition, evenlegal transactions might be subject to adverse public reaction according to the particular details of suchtransactions. These risks may be difficult to assess or quantify and their existence and magnitude may remain
unknown for substantial periods of time.
Extensive regulation of our businesses limits our activities and may subject us to significant penalties andlosses
The financial services industry is subject to extensive regulation. We are subject to increasing regulation by
governmental and self-regulatory organizations in Japan and in virtually all other jurisdictions in which we
operate, and such governmental and regulatory scrutiny may increase as our operations expand or as lawschange. In addition, while regulatory complexities increase, possibilities of extra-territorial application of aregulation in one jurisdiction to business activities outside of such jurisdiction may also increase. These
regulations are broadly designed to ensure the stability of financial systems and the integrity of the financial
markets and financial institutions, and to protect clients and other third parties who deal with us, and often limit
our activities and/or affect our profitability, through net capital, client protection and market conduct
requirements. In addition, on top of traditional finance-related legislation, the scope of laws and regulations
applying to, and/or impacting on, our operations may become wider depending on the situation of the wider
international political and economic environment or policy approaches taken by governmental authorities inrespect of regulatory application or law enforcement. In particular, the number of investigations and proceedings
against the financial services industry by governmental and self-regulatory organizations has increased
substantially and the consequences of such investigations and proceedings have become more severe in recent
years, and we are subject to face the risk of such investigations and proceedings. For example, the U.S.
Department of Justice (the “DOJ”) conducted an investigation regarding residential mortgage-backed securities
securitized by some of our U.S. subsidiaries prior to 2009. On October 15, 2018, the U.S. subsidiaries settled theinvestigation with the DOJ and agreed to pay USD 480 million. Although we have policies in place to prevent
violations of such laws and regulations, we may not always be able to prevent violations, and we could be fined,prohibited from engaging in some of our business activities, ordered to improve our internal governanceprocedures or be subject to revocation of our license to conduct business. Our reputation could also suffer fromthe adverse publicity that any administrative or judicial sanction against us may create, which may negatively
affect our business opportunities and ability to secure human resources. As a result of any such sanction, we may
lose business opportunities for a period of time, even after the sanction is lifted, if and to the extent that ourclients, especially public institutions, decide not to engage us for their financial transactions. In addition, certain
market participants may refrain from investing in or entering into transactions with us if we engage in businessactivities in regions subject to international sanctions, even if our activities do not constitute violations ofsanctions laws and regulations.
Tightening of regulations applicable to the financial system and financial industry could adversely affect ourbusiness, financial condition and results of operations
If regulations that apply to our businesses are introduced, modified or removed, we could be adversely
affected directly or through resulting changes in market conditions. The impact of such developments could
make it economically unreasonable for us to continue to conduct all or certain of our businesses, or could cause
us to incur significant costs to adjust to such changes.
Furthermore, the exact details of the implementation of proposals for regulatory change and its impact on us
will depend on the final regulations as they become ultimately adopted by various governmental agencies andoversight boards. See Item 4.B “Business Overview—Regulation” in this annual report for more information
about such regulations.

15New regulations or revisions to existing regulations relating to accounting standards, regulatory capital
adequacy ratios, liquidity ratios and leverage ratios applicable to us could also have a material adverse effect on
our business, financial condition and results of operations. Such new regulations or revisions to existing
regulations include the so-called Basel III package formulated by the Basel Committee on Banking Supervision(“Basel Committee”) and the finalized Basel III reforms published in December 2017. Furthermore, in October
2012, the Basel Committee developed and published a set of principles on the assessment methodology andhigher loss absorbency requirements for domestic systemically important banks (“D-SIBs”), and, in December
2015, the FSA identified us as a D-SIB and imposed a surcharge of 0.5% on our required capital ratio after
March 2016 with 3-year transitional arrangement. In addition, FSB published the final standard requiring global
systemically important banks (“G-SIBs”) to maintain a certain level of total loss-absorbing capacity (“TLAC”)
upon their failure in November 2015. Under the FSA’s policy implementing the TLAC framework in Japan as
updated in April 2018, the TLAC requirements in Japan apply not only to Japanese G-SIBs but also to Japanese
D-SIBs that are deemed (i) of particular need for a cross-border resolution arrangement and (ii) of particularsystemic significance to Japanese financial system if they fail. Based on the revised policy, in March 2019, the
FSA published the notices and guidelines of TLAC regulations in Japan. According to these notices andguidelines, Nomura will be subject to the TLAC requirements in Japan from March 31, 2021 although Nomura is
not identified as a G-SIB as of the date of this annual report. These changes in regulations may increase ourfunding costs or require us to liquidate financial instruments and other assets, raise additional capital or otherwise
restrict our business activities in a manner that could adversely affect our operating or financing activities or theinterests of our shareholders.
Deferred tax assets may be impacted due to a change in business condition or in laws and regulations,
resulting in an adverse effect on our operating results and financial condition
We recognize deferred tax assets in our consolidated balance sheets as a possible benefit of tax relief in the
future. If we experience or forecast future operating losses, if tax laws or enacted tax rates in the relevant tax
jurisdictions in which we operate change, or if there is a change in accounting standards in the future, we may
reduce the deferred tax assets recognized in our consolidated balance sheets. As a result, it could adversely affectour financial condition and results of operations. See Note 16 “Income taxes” in our consolidated financial
statements included in this annual report for further information regarding the deferred tax assets that wecurrently recognize.
Unauthorized disclosure or misuse of personal information held by us may adversely affect our businessWe keep and manage personal information obtained from clients in connection with our business. In recent
years, there have been many reported cases of personal information and records in the possession of corporations
and institutions being improperly accessed disclosed or misused.
Although we exercise care to protect the confidentiality of personal information and have in place policies
and procedures designed to safeguard such information and ensure that it is used in compliance with applicablelaws, rules and regulations, were any unauthorized disclosure or misuse of personal information to occur, ourbusiness could be adversely affected. For example, we could be subject to government actions such asadministrative actions or penalties in case there is any violation of applicable personal data protection laws, rules
and regulations or be subject to complaints and lawsuits for damages from clients if they are adversely affected
due to the unauthorized disclosure or misuse of their personal information (including leakage of such information
by an external service provider). In addition, we could incur additional expenses associated with changing our
security systems, either voluntarily or in response to administrative guidance or other regulatory initiatives.
Moreover, restrictions on our ability to use personal information collected from clients may adversely affect ourexisting businesses or to develop new ones. Furthermore, any damage to our reputation caused by such
unauthorized disclosure or misuse could lead to a decline in new clients and/or a loss of existing clients, as wellas to increased costs and expenses incurred for public relations campaigns designed to prevent or mitigate
damage to our corporate or brand image or reputation.
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System failure, the information leakage and the cost of maintaining sufficient cybersecurity could
adversely affect our businessOur businesses rely on secure processing, storage, transmission and reception of personal, confidential andproprietary information on our systems. We have been in the past and may again become the target of attempted
unauthorized access, computer viruses or malware, and other cyber-attacks designed to access and obtain
information on our systems or to disrupt and cause other damage to our services. For example, in June 2018, oneof our foreign subsidiaries experienced a spear phishing incident that resulted in the unauthorized access to thefirm’s desktop network, requiring us to immediately launch an internal investigation to assess and remediate theincident, notify the appropriate authorities of its occurrence and communicate with clients and other individuals
whose data may have been impacted. In response to the COVID-19 pandemic, many of our employees now work
remotely using networking or other technologies, and these technologies have become even more critical to ourbusiness. The implementation of remote work arrangements may also increase the possibility that we will be
subject to cyber-attacks and other information security breaches. Although these threats may originate fromhuman error or technological failure, they may also originate from the malice or fraud of internal parties, such as
employees, or third parties, including foreign non-state actors and extremist parties. Additionally, we could also
be adversely impacted if any of the third-party vendors, exchanges, clearing houses or other financial institutions
to whom we are interconnected are subject to cyber-attacks or other informational security breaches. Such events
could cause interruptions to our systems, reputational damage, client dissatisfaction, legal liability, enforcement
actions or additional costs, any and all of which could adversely affect our financial condition and operations.
While we continue to devote significant resources to monitor and update our systems and implement
information security measures to protect our systems, there can be no assurance that any controls and procedures
we have in place will be sufficient to protect us from future security breaches. As cyber threats are continually
evolving, our controls and procedures may become inadequate and we may be required to devote additional
resources to modify or enhance our systems in the future.
Natural disaster, terrorism, military dispute and infectious disease could adversely affect our businessWe have developed a contingency plan for addressing unexpected situations. However, disaster, terrorism,
military dispute or infectious disease afflicting our management and employees could exceed the assumptions ofour plan, and could adversely affect our business. For example, COVID-19 has spread globally in 2020 and was
declared a pandemic by the World Health Organization. The COVID-19 pandemic has led to successive
widespread lockdowns, shelter-in-place orders and similar government action worldwide, including Japan,
Europe, America and elsewhere. In response to the spread and lockdowns, we have activated contingency plansacross global locations, and developed our capabilities for a remote working environment. In turn this increases
potential unforeseen risk related to remote working including challenges in supervision. The continuation of suchmeasures, even if limited to certain regions, will continue to impact societal and economic functions, which has
and is expected to continue to adversely affect our business and results of operations.
The Company is a holding company and depends on payments from subsidiaries
The Company heavily depends on dividends, distributions and other payments from subsidiaries to makepayments on the Company’s obligations. Regulatory and other legal restrictions, such as those under theCompanies Act, may limit the Company’s ability to transfer funds freely, either to or from the Company’s
subsidiaries. In particular, many of the Company’s subsidiaries, including the Company’s broker-dealer
subsidiaries, are subject to laws and regulations, including regulatory capital requirements, that authorize
regulatory bodies to block or reduce the flow of funds to the parent holding company, or that prohibit suchtransfers altogether in certain circumstances. For example, NSC, Nomura Securities International, Inc., Nomura
International plc and Nomura International (Hong Kong) Limited, our main broker-dealer subsidiaries, aresubject to regulatory capital requirements that could limit the transfer of funds to the Company. These laws andregulations may hinder the Company’s ability to access funds needed to make payments on the Company’s
obligations.
17

We may not be able to realize gains we expect, and may even suffer losses, on our investments in equity
securities and non-trading debt securities
We hold substantial investments in equity securities including private equity investments and non-trading
debt securities. Under U.S. GAAP, depending on market conditions, we may recognize significant unrealized
gains or losses on our investments in equity securities and debt securities, which could have an adverse impact on
our financial condition and results of operations. For example, in the fiscal year ended March 31, 2020, we
recognized a loss of ¥ 16.4 billion related to our investment in American Century Investments and ¥ 16.6 billion
on our investments in equity securities resulting from market declines arising from the COVID-19 pandemic.
Depending on the market conditions, we may also not be able to dispose of these equity securities and debt
securities when we would like to do so, as quickly as we may wish or at the desired price.
Equity investments in affiliates and other investees accounted for under the equity method in ourconsolidated financial statements may decline significantly over a period of time and result in us incurring
impairment losses
We have affiliates and investees accounted for under the equity method in our consolidated financial
statements and whose shares are publicly traded. Under U.S. GAAP, if there is a decline in the fair value, i.e., themarket price, of the shares we hold in such affiliates over a period of time, and we determine that the decline isother-than-temporary, then we recognize an impairment loss for the applicable fiscal period which may have an
adverse effect on our financial condition and results of operations.
We may face an outflow of clients’ assets due to losses of cash reserve funds or debt securities we offer
We offer many types of products to meet various needs of our clients with different risk profiles.
Cash reserve funds, such as money market funds and money reserve funds are categorized as low risk
financial products. As a result of a sudden rise in interest rates, such cash reserve funds may fall below par value
due to losses resulting from price decreases of debt securities in the portfolio, defaults of debt securities in theportfolio or charges of negative interest. If we determine that a stable return cannot be achieved from theinvestment performance of cash reserve funds, we may accelerate the redemption of, or impose a deposit limit
on, such cash reserve funds. For example, Nomura Asset Management Co., Ltd., the Company’s subsidiary,
ended its operation of money market funds in late August 2016 and executed an accelerated redemption of suchfunds in September 2016.
In addition, debt securities that we offer may default or experience delays in the payment of interest and/or
principal.
Such losses, early redemption or deposit limit for the products we offer may result in the loss of client
confidence and lead to an outflow of client assets from our custody or preclude us from increasing such client
assets.
Because of daily price range limitations under Japanese stock exchange rules, you may not be able to sell
your shares of the Company’s common stock at a particular price on any particular trading day, or at all
Stock prices on Japanese stock exchanges are determined on a real-time basis by the equilibrium between
bids and offers. These exchanges are order-driven markets without specialists or market makers to guide priceformation. For the purpose of protecting investors from excessive volatility, these exchanges set daily upwardand downward price fluctuation limits for each stock, based on the previous day’s closing price. Althoughtransactions may continue at the upward or downward limit price if the limit price is reached on a particular
trading day, no transactions may take place outside these limits. Consequently, an investor wishing to sell at a
price above or below the relevant daily limit may not be able to sell his or her shares at such price on a particular
trading day, or at all.
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Under Japan’s unit share system, holders of the Company’s shares constituting less than one unit are
subject to transfer, voting and other restrictions
The Company’s Articles of Incorporation, as permitted under the Companies Act, provide that 100 shares of
the Company’s stock constitute one “unit.” The Companies Act imposes significant restrictions and limitations
on holdings of shares that constitute less than a whole unit. Holders of shares constituting less than one unit do
not have the right to vote or any other rights relating to voting. Under the unit share system, any holders of sharesconstituting less than a unit may at any time request the Company to purchase their shares. Also, holders ofshares constituting less than a unit may request the Company to sell them such number of shares that theCompany may have as may be necessary to raise such holder’s share ownership to a whole unit. Sharesconstituting less than a unit are transferable under the Companies Act, but may not be traded on any Japanesestock exchange.
As a holder of ADSs, you will have fewer rights than a shareholder has and you will have to act throughthe depositary to exercise these rights
The rights of shareholders under Japanese law to take actions including voting their shares, receiving
dividends and distributions, bringing derivative actions, examining the company’s accounting books and records
and exercising appraisal rights are available only to holders of record. Because the depositary, through its
custodian agent, is the record holder of the shares underlying the ADSs, only the depositary can exercise thoserights in connection with the deposited shares. The depositary will make efforts to vote the shares underlying
your ADSs as instructed by you and will pay you the dividends and distributions collected from the Company.
However, in your capacity as an ADS holder, you will not be able to bring a derivative action, examine theCompany’s accounting books or records or exercise appraisal rights except through the depositary.
Rights of shareholders under Japanese law may be more limited than under the laws of other jurisdictions
The Companies Act and the Company’s Articles of Incorporation and Regulations of the Board of Directors
govern the Company’s corporate affairs. Legal principles relating to such matters as the validity of corporate
procedures, directors’ and executive officers’ fiduciary duties and shareholders’ rights may be different fromthose that would apply to a non-Japanese company. Shareholders’ rights under Japanese law may not be as
extensive as shareholders’ rights under the laws of other jurisdictions, including jurisdictions within the U.S. You
may have more difficulty in asserting your rights as a shareholder than you would as a shareholder of acorporation organized in another jurisdiction.
The Company’s shareholders of record on a record date may not receive the dividend they anticipate
The customary dividend payout practice of publicly listed companies in Japan may significantly differ fromthat widely followed or otherwise deemed necessary or fair in foreign markets. The Company’s dividend payout
practice is no exception. The Company ultimately determines whether the Company will make any dividend
payment to shareholders of record as of a record date and such determination is made only after such record date.
For the foregoing reasons, the Company’s shareholders of record as of a record date may not receive thedividends they anticipate. Furthermore, the Company does not announce any dividend forecasts.
It may not be possible for investors to secure personal jurisdiction within the U.S. over the Company or
the Company’s directors or executive officers, or to enforce against the Company or those persons
judgments obtained in U.S. courts predicated upon the civil liability provisions of the federal securities
laws of the U.S.
The Company is a limited liability, joint-stock corporation incorporated under the laws of Japan. Most of theCompany’s directors and executive officers reside in Japan. Many of the Company’s assets and the assets ofthese persons are located in Japan and elsewhere outside the U.S. It may not be possible, therefore, for U.S.
19

investors to obtain personal jurisdiction over the Company or these persons within the U.S. or to enforce against
the Company or these persons judgments obtained in U.S. courts predicated upon the civil liability provisions of
the federal securities laws of the U.S. The Company believes that there is doubt as to the enforceability in Japan,
in original actions or in actions for enforcement of U.S. court judgments, of liabilities predicated solely upon thefederal securities laws of the U.S.
Special Note Regarding Forward-looking Statements
This annual report contains forward-looking statements that are based on our current expectations,assumptions, estimates and projections about our business, our industry and capital markets around the world.
These forward-looking statements are subject to various risks and uncertainties. Generally, these forward-looking
statements can be identified by the use of forward-looking terminology such as “may”, “will”, “expect”,“anticipate”, “estimate”, “plan” or similar words. These statements discuss future expectations, identify
strategies, contain projections of our results of operations or financial condition, or state other forward-looking
information.
Known and unknown risks including the COVID-19 pandemic, uncertainties and other factors may cause
our actual results, performance, achievements or financial position to differ materially from any future results,
performance, achievements or financial position expressed or implied by any forward-looking statement
contained in this annual report. Such risks, uncertainties and other factors are set forth in this Item 3.D andelsewhere in this annual report.
Item 4. Information on the Company
A. History and Development of the Company.
The Company (previously known as The Nomura Securities Co., Ltd.) was incorporated in Japan on
December 25, 1925 under the Commercial Code of Japan when the securities division of The Osaka Nomura
Bank, Ltd. became a separate entity specializing in the trading and distribution of debt securities in Japan. The
Company was the first Japanese securities company to develop its business internationally with the opening in
1927 of a representative office in New York. In Japan, we broadened the scope of our business when we began
trading in equity securities in 1938 and when we organized the first investment trust in Japan in 1941.
Since the end of World War II, we have played a leading role in most major developments in the Japanese
securities market. These developments include the resumption of the investment trust business in the 1950s, theintroduction of public stock offerings by Japanese companies in the 1960s, the development of theover-the-counter bond market in the 1970s, the introduction of new types of investment trusts such as themedium-term Japanese government bond investment trust in the 1980s, and the growth of the corporate bond andinitial public offering markets in the 1990s.
Our expansion overseas accelerated in 1967, when the Company acquired a controlling interest in Nomura
International (Hong Kong) Limited for the purpose of conducting broker-dealer activities in the Hong Kong
capital markets. Subsequently, we established a number of other overseas subsidiaries, including Nomura
Securities International, Inc. in the U.S. in 1969 as a broker-dealer and Nomura International Limited, now
Nomura International plc, in the U.K. in 1981, which acts as an underwriter and a broker, as well as otheroverseas affiliates, branches and representative offices.
On October 1, 2001, we adopted a holding company structure. In connection with this reorganization, theCompany changed its name from “The Nomura Securities Co., Ltd.” to “Nomura Holdings, Inc.” The Company
continues to be listed on the Tokyo Stock Exchange and other stock exchanges. A wholly-owned subsidiary of
the Company assumed the Company’s securities businesses and was named “Nomura Securities Co., Ltd.”The Company has proactively engaged in establishing a governance framework to ensure transparency in
the Company’s management. Among other endeavors, when the Company adopted a holding company structure
20and was listed on the New York Stock Exchange (“NYSE”) in 2001, the Company installed Outside Directors. In
addition, in June 2003, the Company further strengthened and increased the transparency of the Company’s
oversight functions by adopting the Company with Three Board Committees (previously known as theCommittee System), a system in which management oversight and business execution functions are clearly
separated.
In 2008, to pave the way for future growth, the Company acquired and integrated the operations of Lehman
Brothers in Asia Pacific, Europe and the Middle East.
The address of the Company’s registered office is 9-1, Nihonbashi 1-chome, Chuo-ku, Tokyo 103-8645,
Japan, telephone number: +81-3-5255-1000.
The SEC maintains an internet site that contains reports, proxy and information statements, and otherinformation regarding issuers that file electronically with the SEC at https://www.sec.gov. Our corporate website
is https://www.nomuraholdings.com.
B. Business Overview.
Overview
We are one of the leading financial services groups in Japan and we operate offices in countries and regions
worldwide including Japan, the U.S., the U.K., Singapore and Hong Kong Special Administrative Region (“HongKong”) through our subsidiaries.
Our clients include individuals, corporations, financial institutions, governments and governmental
agencies.
Our business consists of Retail, Asset Management, Wholesale and Merchant Banking which are describedin further detail below. See also Note 22 “Segment and geographic information” in our consolidated financial
statements included in this annual report.
Corporate Goals and Principles
The Nomura Group’s management vision is to enhance its corporate value by deepening society’s trust in
the firm and increasing satisfaction of stakeholders, including that of shareholders and clients.
As a global investment bank, the Company will provide high value-added solutions to clients globally, andrecognizing its wider social responsibility, the Company will continue to contribute to the economic growth anddevelopment of society.
To enhance its corporate value, the Company places significance on return on equity (“ROE”) and will
strive for sustainable business transformation.
Our Business Divisions
RetailIn our Retail Division, we conduct business activities by delivering a wide range of financial products andhigh quality investment services mainly for individuals and corporations in Japan primarily through a network ofnationwide branches of Nomura Securities Co., Ltd. (“NSC”). The total number of local branches, including ourhead office, was 128 as of the end of March 2020. We offer investment consultation services to meet the medium
and long-term needs of our clients. We discuss retail client assets in “Retail Client Assets” under Item 5.A of thisannual report.
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We continue to focus on delivering top-quality solutions including our broad range of products and services
through face-to-face meetings, online and call center channels, so that Nomura Group can sustainably be atrusted partner to our clients.
Asset Management
Our Asset Management Division which is led by its core entity, Nomura Asset Management Co., Ltd.
(“NAM”), employs approximately 1,400 professionals in various countries and regions around the world,
including Japan with ¥49.3 trillion total assets under management as of March 31, 2020.
We are committed to providing high-quality investment strategies, products and services to a wide range ofinvestors. Along with delivering investment trusts for individual investors through financial institutions in Japan,
we provide various investment solutions to pension funds and institutional investors globally.
As an asset management firm practicing responsible investment, by accurately identifying the diverse
investment needs of clients around the world, we aim to deliver not only superior investment returns, but tocontribute to the growth and development of capital markets through stewardship activities, including dialogue
with the companies in which we invest.
Wholesale
The Wholesale Division consists of Global Markets and Investment Banking, providing our corporate andinstitutional clients with timely, high value-adding products and services tailored to their needs across primaryand secondary markets.
Global Markets
Global Markets provides research, sales, trading, agency execution, and market-making of fixed income andequity-related products.
Our global fixed income offerings include, among other products, government securities, interest rate
derivatives, investment-grade and high-yield corporate debt securities, credit derivatives, G-10 and emerging
markets foreign exchange, asset-backed securities and mortgage-related products, in over-the-counter (“OTC”)
and listed markets. We are primary dealers in the Japanese government securities market as well as in the Asian,
European and U.S. markets.
Our global equity-related products include equity securities, Exchange Traded Funds (“ETFs”), convertible
securities, listed and OTC equity derivatives, and prime services. In addition, we offer execution services basedon cutting-edge electronic trading technology to help clients navigate through the complex market structure andachieve best execution. In order to provide extensive market access to our clients, we are also a member ofvarious exchanges around the world, with leading positions on Tokyo Stock Exchange.
These product offerings are underpinned by electronic/digital technology, and our global structuring andquants function which provide tailored ideas and trading strategies for our institutional and corporate clients aswell as our retail franchise.
Investment Banking
We offer a broad range of investment banking services to a diverse range of corporations, financial
institutions, sovereigns, financial sponsors and others. We aim to establish and cultivate strong, long-term
relationships with our clients by providing them with our extensive resources for each bespoke solution.

22

Underwriting. We underwrite offerings of a wide range of securities and other financial instruments,
including various classes of shares, convertible and exchangeable securities, investment grade and high yield
debt, sovereign and emerging market debt, structured securities and other securities in the Asian, European, U.S.
and other financial markets. We also arrange private placements and engage in other capital raising activities.
Financial Advisory & Solutions Services. We provide financial advisory services on business transactions
including mergers and acquisitions, divestitures, spin-offs, capital structuring, corporate defense activities,
leveraged buyouts and risk solutions. Our involvement in reorganizations and other corporate restructurings
related to industry consolidation enhances our opportunities to offer clients other advisory and investmentbanking services.
On April 1, 2020, we completed the acquisition of Greentech Capital, LLC, an M&A boutique that is strongin sustainable technology and infrastructure. We will contribute to the realization of a sustainable society throughsynergy with the franchise.
Merchant Banking
Our Merchant Banking Division have embarked on principal business to primarily provide equity totransactions such as business reorganization and revitalization, business succession as well as managementbuyout. We will, under proper management of risk, focus on support for improving the enterprise value of
portfolio companies, and will contribute to expansion of the private equity market.
Our Research Activities
We have an extensive network of intellectual capital with key research offices in Tokyo, Hong Kong andother major markets in the Asia-Pacific region, as well as in London and New York. Nomura is recognized as aleading content provider with an integrated global approach to providing capital markets research. Our analysts
collaborate closely across regions and disciplines to track changes and spot future trends in politics, economics,
foreign exchange, interest rates, equities, and credit, and also provide quantitative analysis.
Our Information Technology
We believe that information technology is one of the key success factors for our overall business and intend
to maintain and enhance our solid technology platform to ensure that the Nomura Group is able to fulfill andexceed the various needs of our clients. Accordingly, we will continue to invest, enhance and adapt our
technology platform to ensure it remains suitable for each division proactively seek and implement innovative
financial technology to improve the operations of our business.
In our Retail Division, we continually invest and enhance our core system and related systems to improve
efficiency on business operation. We are also continuously working on improving our internet-based andsmartphone platforms.
In our Wholesale Division, we continually invest and enhance our technology platforms to provide betterrisk management, improved data governance and also to increase trading capabilities through platforms allowing
direct market access and algorithmic trading. In order to ensure the support level of Wholesale operations, wewill continue to maintain utilization of our offshore service entities in India and enhance our regional support
based capabilities.
Competition
The financial services industry is intensely competitive and we expect it to continue remain so. We compete
globally with other brokers and dealers, investment banking firms, commercial banks, investment advisors and23other financial services firms. We also face competition on regional, product and niche bases from local andspecialist firms. A number of factors determine our competitive position against other firms, including:•the quality, range and prices of our products and services,•

our ability to originate and develop innovative client solutions,•

our ability to maintain and develop client relationships,•

our ability to access and commit capital resources,•

our ability to retain and attract qualified employees, and•our general reputation.

Our competitive position is also affected by the overall condition of the global financial markets, which are
influenced by factors such as:•

the monetary and fiscal policies of national governments and international economic organizations, and•economic, political and social developments both within and between Japan, the U.S., Europe and othermajor industrialized and developing countries and regions, such as the COVID-19 pandemic in 2020.

In Japan, we compete with other Japanese and non-Japanese securities companies and other financial
institutions. Competition has become more intense due to deregulation in the Japanese financial industry since
the late 1990s and the increased presence of global securities companies and other financial institutions. In
particular, major global firms have increased their presence in securities underwriting, corporate advisory
services (particularly, mergers and acquisitions advisory) and secondary securities sales and trading.
There has also been substantial consolidation and convergence among financial institutions, both within
Japan and globally and this trend accelerated further in recent years as the credit crisis caused mergers andacquisitions and asset acquisitions in the industry. The growing presence and scale of financial groups which
encompass commercial banking, securities brokerage, investment banking and other financial services has led toincreased competition. Through their broadened offerings, these firms are able to create good client relationships
and leverage their existing client base in the brokerage and investment banking business as well.
In addition to the breadth of their products and services, these firms have the ability to pursue greater market
share in investment banking and securities products by reducing margins and relying on their commercial
banking, asset management, insurance and other financial services activities. This has resulted in pricing pressurein our investment banking and trading businesses and could result in pricing pressure in other areas of ourbusinesses. We have also competed, and expect to compete, with other financial institutions which commit
capital to businesses or transactions for market share in investment banking activities. In particular, corporateclients may seek loans or commitments in connection with investment banking mandates and other assignments.
Moreover, the trend toward consolidation and convergence has significantly increased the capital base andgeographic reach of some of our competitors, hastening the globalization of the securities and financial services
markets. To accommodate this trend, we will have to compete successfully with financial institutions that arelarge and well-capitalized, and that may have a stronger local presence and longer operating history outside
Japan.
Regulation
Japan
Regulation of the Securities Industry and Securities Companies. Pursuant to the FIEA, the Prime Minister ofJapan has the authority to supervise and regulate the securities industry and securities companies, and delegates24

its authority to the Commissioner of the FSA. The Company, as a holding company of a securities company, as
well as subsidiaries such as NSC and Nomura Financial Products & Services, Inc. (“NFPS”), are subject to suchsupervision and regulation by the FSA. The Commissioner of the FSA delegates certain authority to the Director
General of Local Finance Bureaus to inspect local securities companies and branches. Furthermore, the Securities
and Exchange Surveillance Commission, an external agency of the FSA which is independent from the Agency’s
other bureaus, is vested with authority to conduct day-to-day monitoring of the securities markets and toinvestigate irregular activities that hinder the fair trading of securities, including inspection of securities
companies. Securities companies are also subject to the rules and regulations of the Japanese stock exchanges
and the Japan Securities Dealers Association, a self-regulatory organization of the securities industry.
To enhance investor protection, each Japanese securities company is required to segregate client assets andto hold membership in an Investor Protection Fund approved by the government under the FIEA. The Investor
Protection Fund is funded through assessments on its securities company members. In the event of failure of asecurities company that is a member of the fund, the Investor Protection Fund provides protection of up to¥10 million per client. The Investor Protection Fund covers claims related to securities deposited by clients withthe failed securities company and certain other client claims.
Regulation of Other Financial Services. Securities companies are not permitted to conduct banking or otherfinancial services directly, except for those which are registered as money lenders and engaged in money lending
business under the Money Lending Business Act or which hold permission to act as bank agents and conduct
banking agency activities under the Banking Law. Among the subsidiaries of the Company in Japan, NSC is asecurities company that is also registered as a money lender and holds permission to act as a bank agent. Anothersubsidiary of the Company, The Nomura Trust & Banking holds a banking license and trust business license.
Financial Instruments and Exchange Act. The FIEA widely regulates financial products and services inJapan under the defined terms “financial instruments” and “financial instruments trading business”. It regulates
most aspects of securities transactions and the securities industry, including public offerings, private placements
and secondary trading of securities, on-going disclosure by securities issuers, tender offers for securities,
organization and operation of securities exchanges and self-regulatory associations, and registration of securities
companies. In addition, to enhance fairness and transparency in the financial markets and to protect investors, the
FIEA provides for, among other things, penalties for misrepresentations in disclosure documents and unfair
trading, strict reporting obligations for large shareholders and corporate information disclosure systems,
including annual and quarterly report systems, submission of confirmation certificates concerning thedescriptions in securities reports, and internal controls over financial reporting.
The FIEA also provides for corporate group regulations on securities companies the size of which exceeds
specified parameters (Tokubetsu Kinyu Shouhin Torihiki Gyosha, “Special Financial Instruments Firm”) and on
certain parent companies designated by the Prime Minister (Shitei Oyagaisha, “Designated Parent Companies”)
and their subsidiaries (together, the “Designated Parent Company Group”). The FIEA aims to regulate andstrengthen business management systems, compliance systems and risk management systems to ensure theprotection of investors. The FIEA and its related guidelines also provide reporting requirements to the FSA on
the Designated Parent Company Group’s business and capital adequacy ratios, enhanced public disclosures aswell as restrictions on compensation all of which are designed to reduce excessive risk-taking by executives andemployees of a Designated Parent Company Group. We were designated as the Designated Parent Company of
NSC in April 2011 and were designated as the Designated Parent Company of NFPS in December 2013. As the
Designated Parent Company and the final parent company within a corporate group (Saishu Shitei Oyagaisha, “aFinal Designated Parent Company”), we are subject to these requirements. A violation of the FIEA may result invarious administrative sanctions, including the revocation of registration or license, the suspension of business or
an order to discharge any director or executive officer who has failed to comply with the FIEA.
Orderly Resolution Regime. On March 6, 2014, amendments to the FIEA and the Deposit Insurance Act,
which included the establishment of an “Orderly Resolution Regime for Financial Institutions” to prevent a25

financial crisis that may spread across financial markets and may seriously impact the real economy, took effect.
Under the Orderly Resolution Regime, the Financial Crisis Response Council, chaired by the Prime Minister,
will take measures such as providing liquidity to ensure the performance of obligations for critical market
transactions where it is considered necessary to prevent severe market disruption. Such measures will be fundedby the financial industry, except in special cases where the government will provide financial support.
TLAC. In April 2016, the FSA published its policy describing its approach and framework for the
introduction of the TLAC requirements in Japan applicable to Japanese G-SIBs and, in April 2018, released
revisions to such policy that extended the coverage of the TLAC requirements in Japan not only to Japanese
G-SIBs but also to Japanese D-SIBs that are deemed (i) of particular need for a cross-border resolution
arrangement and (ii) of particular systemic significance to Japanese financial system if they fail. Based on therevised policy, in March 2019, the FSA finally published the notices and guidelines of TLAC regulations inJapan (including TLAC holding regulations). Although Nomura is not identified as a G-SIB as of the date of thisannual report, Nomura is subject to the TLAC regulations in Japan, and will be required to meet a minimum
External TLAC requirement of holding TLAC in an amount at least 16% of our consolidated risk-weighted assets
as from March 31, 2021 and at least 18% as from March 31, 2024 as well as at least 6% of the applicable Basel
III leverage ratio denominator from March 31, 2021 and at least 6.75% from March 31, 2024.
Regulatory Changes. On May 31, 2019, a bill to amend the FIEA and the Payment Services Act, etc. waspassed by the Diet of Japan. The amendment to the FIEA includes establishing the concept of “electronicallyrecorded transferable rights” (denshi kiroku iten kenri, “ERTRs”) and treating ERTRs as Securities defined in
Paragraph 1 of the FIEA. As a result, ERTRs are subject to requirements of the Disclosure of Corporate Affairs
and Other Related Matters, and regulations for Financial Instruments Business Operators Engaged in Type I
Financial Instruments Business apply to institutions dealing in ERTRs. Additionally, “crypto assets” (“angou
shisan”) are now included in the definition of “Financial Instruments”, and derivatives transactions related to
crypto assets are subject to the provisions of the FIEA. As a result of the amendment, certain special provisions
concerning the crypto asset-related business have been introduced, whereby Financial Instruments Business
Operators, etc. must explain the nature of crypto assets and must not make any representation that may mislead
their customers about the nature of crypto assets. Moreover, regulations governing unfair acts in respect of crypto
asset and crypto asset derivative transactions are introduced. The amendment became effective on May 1, 2020.
Overseas
Our overseas offices and subsidiaries are also subject to various laws, rules and regulations applicable in the
countries where they conduct their operations, including, but not limited to those promulgated and enforced by
the U.S. Securities and Exchange Commission (“SEC”), the Commodity Futures Trading Commission(“CFTC”), the U.S. Treasury, the Financial Stability Oversight Council (“FSOC”), the New York Stock
Exchange, the Financial Industry Regulatory Authority (“FINRA”) (a private organization with quasigovernmental authority and a regulator for all securities companies doing business in the U.S.), the National
Futures Association (“NFA”) (a self-regulatory organization for the U.S. derivatives industry) in the U.S.; by the
Prudential Regulation Authority (“U.K. PRA”) and the Financial Conduct Authority (“U.K. FCA”) in the U.K;
and by a number of EU regulators including Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin), Autorité deContrôle Prudentiel et de Résolution (ACPR) and Autorité des Marches Financiers (AMF). We are also subject tointernational money laundering and related regulations in various countries. For example, the USA PATRIOTAct of 2001 contains measures to prevent, detect and prosecute terrorism and international money laundering by
imposing significant compliance and due diligence obligations and creating crimes and penalties. Failure tocomply with such laws, rules or regulations could result in fines, suspension or expulsion, which could materiallyand adversely affect us.
Regulatory Changes. In response to the financial markets crisis, governments and regulatory authorities invarious jurisdictions have made and continue to make numerous proposals to reform the regulatory framework
for, or impose a tax or levy upon, the financial services industry to enhance its resilience against future crises,26

contribute to the relevant economy generally or for other purposes. In July 2010, the U.S. enacted the DoddFrank Act and a multi-agency rulemaking process. The rulemakings include the following: (i) create a tighter
regulatory framework for over-the-counter (“OTC”) derivatives to promote transparency and impose conduct
rules in that marketplace; (ii) establish a process for designating nonbank financial firms as Systemically
Important Financial Institutions (“SIFIs”), subject to increased (and sometimes new) prudential oversight
including early remediation, capital standards, resolution authority and new regulatory fees; (iii) prohibit material
conflicts of interest between firms that package and sell asset-backed securities (“ABS”) and firms that invest in
ABS; (iv) establish risk retention requirements for ABS; (v) establish rules related to the orderly liquidation ofcertain broker dealers; (vi) create annual stress tests; and (vii) set forth a number of executive compensation
mandates, including rules to curtail incentive compensation that promotes excessive risk taking and listing
standards for recovery of erroneously awarded compensation. The new regulatory framework for OTC
derivatives includes mandates for clearing transactions with designated clearing organizations, exchange trading,
new capital requirements, bilateral and variation margin for non-cleared derivatives, reporting andrecordkeeping, and internal and external business conduct rules. Some U.S. derivatives and executive
compensation rules may be applied extraterritorially and therefore impact some non-U.S. Nomura entities.
Other aspects of the Dodd-Frank Act and related rulemakings include provisions that (i) prohibit deposittaking banks and their affiliates from engaging in proprietary trading and limit their ability to make investments
in hedge funds and private equity funds (the so-called “Volcker Rule”); (ii) empower regulators to liquidate
failing nonbank financial companies that are systemically important; (iii) provide for new systemic risk oversightand increased capital requirements for both bank and non-bank SIFIs; (iv) provide for a broader regulatory
oversight of hedge funds; and (v) establish new regulations regarding the role of credit rating agencies,
investment advisors and others. The Economic Growth, Regulatory Relief, and Consumer Protection Act, which
was enacted in May 2018, preserves the fundamental elements of the post-Dodd-Frank regulatory framework
and, as to bank regulatory requirements, primarily focuses on revising certain aspects of the U.S. financial
regulatory regime for small and medium-sized banking organizations. In connection with the implementation of
the Dodd-Frank Act, the U.S. Federal financial regulatory agencies have released proposals to tailor theapplication of prudential requirements, including capital and liquidity requirements, for large U.S. banking
organizations and foreign banking organizations with significant U.S. activities.
The CFTC has largely finalized its rulemakings that implement the OTC derivatives market reform aspectsof the Dodd-Frank Act. Among other items, the CFTC Dodd-Frank rules now impose reporting, clearing, margin
and trade execution requirements that will apply, to varying degrees, to commodity derivative transactions
entered into by all U.S. and many non-U.S. Nomura entities. These rules also require swap dealers that exceed ade minimis threshold of swap dealing activity to be registered with the CFTC and subject those registered swap
dealers to internal and external conduct requirements. The U.S. derivatives rules are now being applied
extraterritorially and are impacting some non-U.S. Nomura entities. The full extent of the extraterritorial
application of the CFTC’s Dodd-Frank rules continues to evolve as the CFTC updates its own guidance, andthese changes may result in more or fewer aspects of the rules impacting Nomura’s entities. In relevant part, on
December 18, 2019, the CFTC approved proposed rules that address the cross-border application of registrationthresholds and certain requirements relevant to swap dealers, as well as changes to existing terms and definitions
and the CFTC’s treatment of transactions that have been arranged, negotiated or executed by Associated Persons(“APs”) in the U.S., and the availability of substituted compliance for the limited scope of the Title VII swap
requirements addressed in the proposal. Separately, on March 5, 2019, the NFA issued rules that require certain
APs of NFA member firms (e.g. swap dealers and Futures Commission Merchants) to satisfy certain swaps
proficiency requirements to ensure that APs engaged in swaps activities meet a minimum proficiency standard
that tests both their market knowledge and their knowledge of regulatory requirements relating to swaps
activities. Swap dealer APs outside the U.S. that only transact swaps with non-U.S. persons or non-U.S. branchesof U.S. swap dealers are exempt from the requirements. The compliance date for in-scope APs to complete theproficiency requirements is January 31, 2021.

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In addition, Title VII of the Dodd-Frank Act gives the SEC regulatory authority over “security-based
swaps” which are defined under the act as swaps based on a single security or loan or a narrow-based group orindex of securities. Security-based swaps are included within the definition of “security” under the U.S.
Securities and Exchange Act of 1934 and the U.S. Securities Act of 1933. The SEC continues to issue final rules
and interpretive guidance addressing cross-border security-based swap activities. On June 25, 2014, the SEC
initially finalized a portion of its cross-border rules, namely key foundational definitions and registration
calculations that will become operative once the SEC sets a timeframe for the security-based swap dealer
registration process to begin. Since then, the SEC has issued a series of final rules that will apply certain DoddFrank Act requirements to security-based swaps between two non-U.S. person counterparties when the securitybased swaps are arranged, negotiated or executed using personnel or personnel of agents located in the U.S. On
February 10, 2016, the SEC issued final rules that require a non-U.S. person that uses personnel or personnel ofagents located in the U.S. in connection with security-based swap dealing activity to include such security-based
swaps in its security-based swap dealer registration de minimis calculation. On April 14, 2016, the SEC issued
final rules that require a non-U.S. security-based swap dealer to comply with external business conduct standards
rules when facing a non-U.S. person counterparty if the non-U.S. security-based swap dealer uses personnel orpersonnel of agents located in the U.S. to arrange, negotiate or execute the security-based swap. On July 14, 2016
the SEC issued final rules that subject a security-based swap between a non-U.S. security-based swap dealer anda non-U.S. person counterparty to public dissemination pursuant to SEC rules if the non-U.S. swap dealer uses
personnel or personnel of agents located in the U.S. to arrange, negotiate or execute the security-based swap. On
June 21, 2019, the SEC issued its final rules governing capital, margin and segregation requirements for securitybased swap dealers, revised the capital and segregation requirements for broker-dealers that are not securitybased swap dealers to the extent they engage in security-based swaps activities, and increased the minimum
capital requirements for broker-dealers authorized to use internal models to compute net capital. On
September 19, 2019, the SEC issued final rules governing recordkeeping and reporting for security-based swap
dealers and amendments to existing recordkeeping and reporting requirements for broker-dealers. On
December 18, 2019, the SEC adopted rules that would require security-based swap dealers to comply withcertain risk mitigation techniques with respect to portfolios of uncleared security-based swaps. These risk
mitigation techniques include, inter alia, requirements that a security-based swap dealer establish, maintain andfollow written policies and procedures: (1) related to bilateral offsetting of security-based swaps and periodic
portfolio compression exercises; and (2) that are reasonably designed to ensure that it executes written securitybased swap trading relationship documentation with each of its counterparties prior to, and contemporaneously
with, executing a security-based swap. Finally, on December 18, 2019, the SEC also adopted final supplemental
guidance and rule amendments addressing the cross-border application of certain security-based swap
requirements. Specifically, the rules provide guidance, subject to certain conditions, on the circumstances underwhich providing “market color” will not constitute “arranging” or “negotiating” a security-based swap for
purposes of the of the SEC rules, guidance relating to the certification and opinion requirements for non-U.S.
security-based swap dealer registration applicants, and non-U.S. AP requirements relevant to registered securitybased swap dealers. In addition, the SEC adopted a conditional exception from the security-based swap dealer deminimis registration calculation that would otherwise require a non-U.S. security-based swap entity to count asecurity-based swap transaction with a non-U.S. counterparty that was arranged, negotiated or executed bypersonnel or personnel of agents in the U.S. These cross-border rules and amendments may impact somenon-U.S. Nomura entities. Significantly, the SEC’s cross-border final guidance and rule amendments trigger theeighteen (18) month countdown for security-based swap dealer registration and compliance with all final
security-based swap dealer requirements. Consequently, for those dealers and other market participants who
breach the de minimis counting threshold, security-based swap dealer registration and compliance with all final
security-swap dealer rules will be no later than November 1, 2021.
The exact details of the Dodd-Frank Act implementation and ultimate impact on Nomura’s operations will
depend on the form and substance of the final regulations adopted by various governmental agencies andoversight boards. In addition to the rulemakings required by the Dodd-Frank Act, the SEC is considering otherrulemakings that will impact Nomura’s U.S. entities. While these rules have not been formally proposed, they
have been publicly reported in the U.S. Office of Management and Budget’s (“OMB”) “Current Regulatory Plan
28

and Unified Agenda of Regulatory and Deregulatory Actions.” The SEC’s Division of Trading and Markets hasannounced that it is considering recommending that the SEC propose an amendment to its net capital rule thatwould prohibit a broker-dealer that carries customer accounts from having a ratio of total assets to regulatory
capital in excess of a certain level. The SEC and the CFTC are also considering a number of changes to market
structure rules. The SEC adopted Rule 613 to create a consolidated audit trail (“CAT”) intended to allow
regulators to track all activity throughout the U.S. markets in National Markets Systems (“NMS”) securities.
Self-regulatory organizations must jointly submit a NMS plan to create and implement the CAT, which will
replace existing reporting systems OATS, TRACE and EBS. On June 15, 2016 the SEC approved amendments to
FINRA Rule 4210, which require FINRA member broker-dealers to set risk limits on each counterparty
transacting in specified forward-settling agency mortgage-backed securities (“covered agency transactions”) asof December 15, 2016, and to collect variation margin and/or maintenance margin from certain counterparties
transacting in covered agency transactions as of June 25, 2018. A failure to collect required margin in a timely
manner (T+1) results in an obligation for the FINRA member broker-dealer to take a capital charge, andultimately (T+5) to liquidate the customer’s position in order to satisfy the margin deficiency. On October 25,
2019, FINRA filed a rule change with the SEC again extending the effective date of the Rule 4210 margin
requirements to March 25, 2021, but has not yet issued proposed revisions to Rule 4210. On November 7, 2016,
the CFTC approved a supplemental notice of proposed rulemaking modifying certain rules proposed in the
CFTC’s December 17, 2015, notice of proposed rulemaking regarding Regulation AT. Proposed Regulation AT
would have, among other things, required firms engaged in electronic algorithmic trading to (i) register with the
CFTC and (ii) submit their trading source code to the CFTC. While the proposed Regulation AT has not been
finalized, the CFTC continues to consider comments that were received in connection with the proposed
rulemaking.
On February 3, 2017, U.S. President Donald J. Trump signed Executive Order 13772 outlining core
principles to regulate the U.S. financial system. The order directed the Secretary of the Treasury to consult withheads of member agencies of the FSOC and report within 120 days of the date of the order (and periodicallythereafter) on the extent to which existing laws, treaties, regulations, guidance, reporting and recordkeeping
requirements and other government policies promote the core principles. U.S. regulatory agencies may change
financial regulations through administrative procedures and rulemakings, supervisory guidance or no-action
relief as the result of recommendations by the Treasury Secretary in accordance with the core principles of theexecutive order. These may have a material impact on Nomura’s business.
The core principles are as follows: (i) empower Americans to make independent financial decisions andinformed choices in the marketplace, save for retirement, and build individual wealth; (ii) prevent taxpayerfunded bailouts; (iii) foster economic growth and vibrant financial markets through more rigorous regulatory
impact analysis that addresses systemic risk and market failures, such as moral hazard and information
asymmetry; (iv) enable American companies to be competitive with foreign firms in domestic and foreign
markets; (v) advance American interests in international financial regulatory negotiations and meetings;(vi) make regulation efficient, effective, and appropriately tailored; and (vii) restore public accountability within
Federal financial regulatory agencies and rationalize the Federal financial regulatory framework. The Treasury
Department divided its review of the financial system into a series of reports. The reports, all of which have been
issued, cover the following subjects: (1) the depository system, covering banks, savings associations, and credit
unions of all sizes, types and regulatory charters: (2) capital markets: covering debt, equity, commodities andderivatives markets, central clearing and other operational functions; (3) the asset management and insurance
industries, and retail and institutional investment products and vehicles; and (4) non-bank financial institutions,financial technology and financial innovation. In addition, President Trump issued two Presidential Memoranda
to the Secretary of the Treasury. One calls for a review of the Orderly Liquidation Authority (“OLA”) establishedunder Title II of the Dodd-Frank Act, which the Treasury Department released in February 2018, recommendingreforms to the OLA and amendments to the U.S. Bankruptcy Code to make a bankruptcy proceeding a more
effective solution method for large financial institutions. The other calls for Treasury to review the process bywhich the FSOC determines that a nonbank financial company could pose a threat to the financial stability of the
U.S., subjecting such an entity to supervision by the Federal Reserve and enhanced prudential standards and29

capital requirements. In March 2019, the FSOC proposed to revise its interpretive guidance relating to suchdesignations (the “March Proposal”). In December 2019, the FSOC issued finalized amendments to its
interpretative guidance, which adopts the March Proposal with some modifications.
On October 26, 2017, the Division of Investment Management and the Division of Trading and Markets of
the SEC issued three related no-action letters to address certain issues raised by cross-border implementation of
the European Union’s (“EU”) Markets in Financial Instruments Directive (“MiFID II”), which took effect onJanuary 3, 2018. MiFID II will require the unbundling of execution and research payments made by investment
managers to broker-dealers. Under the relief, a broker-dealer may, without becoming subject to the Advisers Act,
provide research services to an investment manager that is required, either directly or by contractual obligation,
to pay for such research services with MiFID II-compliant research payments. This no-action letter, which was
set to expire on July 3, 2020, has been extended until July 3, 2023.
The Foreign Account Tax Compliance Act (“FATCA”), which was enacted in 2010, requires foreign
financial institutions (“FFIs”) to report to the U.S. Internal Revenue Service information about financial accounts
held by U.S. taxpayers, or by foreign entities in which U.S. taxpayers hold a substantial ownership interest. As aresult, Nomura is subject to certain reporting requirements consistent with a mutual agreement between Japanese
governmental authorities and the U.S. Treasury Department.
On December 22, 2017, President Donald Trump signed the Tax Cuts and Jobs Act into law. Among otherthings, the legislation includes the Base Erosion and Anti-Abuse Tax (“BEAT”), effectively a minimum tax onlarge corporations applied by adding back to taxable income certain deductible payments made to related foreign
persons. These tax law changes are complex and raise significant interpretive issues and therefore we anticipate
future guidance on these rules to address the areas of uncertainty which could also have an adverse impact on the
tax liabilities of our U.S. entities.
As part of global efforts to establish a framework to improve authorities’ capacity to resolve failing SIFIs,
the U.K. implemented the EU Bank Recovery and Resolution Directive (“BRRD”), which was published onJune 12, 2014. The BRRD also aims to implement FSB recommendations on recovery and resolution regimes forfinancial institutions. The BRRD applies to banks and investment firms operating in EU member states,
including EU branches and subsidiaries of third country firms. It includes requirements for the preparation ofrecovery and resolution plans (“RRPs”) by institutions and regulators. It also creates various powers for EU
regulators to intervene to resolve institutions at risk of failure, including the ability to sell or transfer all or part ofan institution and the introduction of a debt write down or bail-in tool.
As part of the bail-in rules, firms will be required to maintain capital resources sufficient to meet the
stipulated minimum requirement for eligible liabilities (“MREL”). The MREL overlaps with the global capital
standards on total loss absorbing capacity (“TLAC”) for G-SIBs issued by the FSB on November 9, 2015. As
Nomura Group has adopted a single point of entry resolution strategy, European subsidiaries are subject tointernal MREL. The internal MREL became applicable in the U.K. for all U.K. incorporated institutions fromJanuary 1, 2019 for firms whose failure would have a significant impact on the U.K. financial system and forcertain overseas firms where the Bank of England (“BOE”) would support a home resolution authority incarrying out a cross-border resolution. From January 1, 2020, Nomura is required to hold internal MREL
resources above the regulatory capital requirements for the material subsidiaries in the U.K., identified as
Nomura Europe Holdings plc (“NEHS”) on a sub-consolidated basis and NIP.
In July 2019, the BOE and U.K. PRA published a policy statement on the Resolvability Assessment
Framework (“RAF”). The proposals for the RAF bring together existing policies such as MREL and Operational
Continuity in Resolution (“OCIR”) as well as other new resolution policies in order to follow the resolution
principles set out by the FSB. Under the policy, it is expected firms perform an assessment of their preparations
for resolution and the BOE provide a public statement concerning resolvability of each firm. The BOE and U.K.
PRA may consider, in consultation with Financial Services Agency (“FSA”), apply some or all of therequirements set out in the policy statement to NEHS.
30

EU banks and investment firms including those located in the U.K. have been subject to the current
prudential regulatory capital regime since the introduction of the Capital Requirements Regulation and Capital
Requirements Directive (collectively, “CRD IV”) in January 2014. The aim of CRD IV was to strengthen theresilience of the EU banking sector so it would be better placed to absorb economic shocks while also ensuringthat banks continued to finance economic activity and growth. CRD IV sets out regulations for minimum capitalrequirements for banks and investment firms and also introduced new capital and liquidity buffers.
In November 2016 the European Commission proposed amendments to this regulation in a “CRRII”
package of reforms. Together with the updates to the Bank Recovery and Resolution Directive (“BRRD II”) andSingle Resolution Mechanism Regulation (“SRMR”) this package is an important step towards the completion of
the European post-crisis regulatory reforms and implements some of the outstanding global reforms agreed by
the Basel Committee and the FSB. The EU views the amendments as essential to making its financial system
more stable and resilient, and the financial institutions more resolvable. These updates entered into force in June2019 with the majority of changes being introduced two years later in June 2021.
Among other things these proposed changes include the introduction of binding minimum leverage and net
stable funding ratios, changes to the calculations for counterparty credit risk of derivatives, a tightening of large
exposure limits, introduction of new reporting requirements for market risk and the introduction of a new EUintermediate parent undertaking requirement. These reforms are generally expected to lead to an increase in local
capital and liquidity requirements and increased costs of compliance.
Subsequent to the finalization of work on the CRRII package the EU will introduce a “CRRIII” package ofreforms to implement all outstanding elements of the Basel III framework including changes to the calculations
for Operational Risk, CVA, Credit Risk, FRTB capital requirements and the introduction of an output floor tomodelled calculations.
The revised MiFID II, which is split into the Markets in Financial Instruments Directive (“MiFID”) and theMarkets in Financial Instruments Regulation (“MiFIR”) was published in the EU Official Journal on June 12,2014 and entered into force on July 2, 2014. The majority of the new rules under MiFID II and MiFIR took effectfrom January 3, 2018, with Member States required to implement MiFID II through national legislation by
July 3, 2017. The legislation sought to introduce wide-reaching changes to markets, including the extension ofmarket transparency rules into non-equities and potentially reducing the size of the OTC derivative market bymandating the clearing of standardized OTC transactions through central clearing counterparties and their trading
through regulated trading venues. The new framework introduced a market structure which was intended to close
certain loopholes and ensure that trading, wherever appropriate, takes place on regulated platforms. It has
introduced rules on high frequency trading with a view to improving the transparency and oversight of financial
markets. The revised MiFID also aimed to strengthen the protection of investors by introducing more robust
organizational and conduct requirements and by strengthening the role of management bodies. The newframework also increased the role and supervisory powers of regulators and established powers to prohibit or
restrict the marketing and distribution of certain products in well-defined circumstances. A harmonized regime
for granting firms from third countries access to EU professional markets, based on an equivalence assessment of
third-country jurisdictions by the Commission, was also introduced.
Following a range of consultations and technical advice published by the European Securities and Markets
Authority (“ESMA”), in April 2016 the European Commission adopted a MiFID Delegated Directive(“Directive”). The Directive contains provisions on investor protection, notably on safeguarding of clients. The
Commission also adopted a delegated regulation supplementing MiFID II. This regulation was aimed at
specifying, in particular, the rules relating to exemptions, the organizational requirements for investment firms,
and conduct of business obligations in the provision of investment services. In May 2016, the Commission
adopted a further delegated regulation supplementing MiFIR. This regulation aims at specifying, in particular,
the rules relating to determining liquidity for equity instruments, the rules on the provision of market data on areasonable commercial basis, the rules on publication, order execution and transparency obligations for31systematic internalisers, and the rules on supervisory measures on product intervention by the ESMA, theEuropean Banking Authority (‘EBA’) and national authorities, as well as on position management powers by the
ESMA.
After two years, the EU Commission is required to evaluate the overall functioning of the MiFID II/ MiFIR
regime, in particular, addressing those areas where challenges still exist, and present a report to the European
Parliament and Council together with a legislative proposal to reform the regime if required (the so called‘MiFID Refit’). As part of this process, ESMA has already launched a number of consultations on specific areas,
which will feed into the Commission’s reports.
The European Market Infrastructure Regulation (“EMIR”) became effective on August 16, 2012, andapplies to any entity established in the EU that is a legal counterparty to a derivative contract, even when tradingwith non-EU firms. EMIR was created with the intention of stabilizing OTC markets found within EU member
states. Although the majority of EMIR regulations have already been implemented, on May 28, 2019, Regulation(EU) 2019/834 (EMIR REFIT) was published in the EU’s Official Journal, with the aim of amending EMIR tomake some of its requirements simpler and more proportionate, particularly for non-financial counterparties(“NFCs”). With a few exceptions, the majority of the provisions in the Regulation entered into force on June 17,
2019.
Following the announcement made by BCBS and the International Organization of Securities Commissions(‘IOSCO’) on April 3, 2020 to defer by one year, the deadline for completing the final two implementation
phases of the bilateral margin requirements, the European Supervisory Authorities (ESMA, EBA and theEuropean Insurance and Occupational Pensions Authority) have published joint draft Regulatory TechnicalStandards to amend the Delegated Regulation on the risk mitigation techniques for non-centrally cleared OTC
derivatives (bilateral margining), under EMIR to incorporate in the EU, the one year deferral.
On January 12, 2016, the Securities Financing Transactions Regulation (“SFTR”), which forms part of the
EU’s package of legislation targeted at reforming shadow banking and aims to improve transparency in the
securities financing transactions (“SFTs”) market, came into force subject to a range of transitional provisions
over a number of years. On April 11, 2019, the final regulatory technical standards entered into force and MiFID
firms were due to commence their reporting one year later on April 11, 2020. However, due to the COVID-19
pandemic, the reporting under the SFTR has been extended until July 13, 2020. Other reporting counterparties
are phased in over the following months, ending with NFCs on January 11, 2021.
In June 2015, the European Parliament and Council to the EU members issued the final version of the
Fourth Money Laundering Directive (“4MLD”). All EU member states, including the U.K., had until June 26,
2017 to transpose the requirements of the directive into national law. In February 2016, the EU Commission, in
an effort to bolster the fight against terrorist financing, proposed amendments to the 4MLD that would enable thetracing of terrorists through financial movements and disrupt the sources of revenue for terrorist organizations bytargeting their capacity to raise funds. These proposed amendments were included in a final version of the 4MLD
issued by the EU Parliament in July 2016. In September 2017, additional legislation was implemented in the
U.K. designed to combat financial crime including the Criminal Finances Act. The Act functions as anenhancement and extension of the Proceeds of Crime Act 2002 and, in addition to increasing the powers ofauthorities in investigating tax evasion, is also designed to make failure by a commercial organization to preventthe facilitation of tax evasion a punishable offence.
The Fifth Money Laundering Directive (“5MLD”), came into force in the EU on April 26, 2018 and for
implementation by EU Member States by January 10, 2020. Not all Member States have yet been able toimplement the changes. However the U.K. government has enacted the regulations bringing into force the 5MLD
and the provisions are contained in the Money Laundering and Terrorist Financing (Amendment) Regulations
2019. The changes impose additional obligations within the financial services sector. 5MLD amends 4MLD, andincludes provisions that enhance the required level of transparency around beneficial ownership of corporates
32and trusts, tightens some controls relating to Politically-Exposed Persons and high risk third countries and also
addresses risks associated with certain technological innovation, particularly virtual currencies.
The Senior Managers and Certification Regime (“SM&CR”) came into force on March 7, 2016 with the aimof reducing the risk of harm to consumers and strengthening market integrity by making firms, and individuals
within those firms, more accountable for their conduct and competence. In July 2018, the U.K. FCA and U.K.
PRA published near-final rules extending SM&CR to cover all financial services firms in the U.K. to apply from
December 9, 2019. On March 8, 2019, the U.K. FCA announced its final rules on its proposed Directory—a new
public register that will enable consumers, firms and other stakeholders to find information on key individuals
working in financial services who are not otherwise appointed and publicly registered under the SM&CR. Firms
were to submit data on Directory individuals in December 2019, and the Directory was expected to go live inMarch 2020. However, due to the COVID-19 pandemic, the implementation date of the directory of certified andassessed persons is currently under review.
Since 2012, the European Commission sought to establish a modern and harmonized data protection
framework across the EU to replace the existing Directive. On May 4, 2016, the official texts of the new EU
General Data Protection Regulation (“GDPR”) were published in the EU Official Journal in all the official
languages and it came into force on May 25, 2016. GDPR took effect across the EU member states on May 25,
2018. GDPR included a number of important changes to existing data protection legislation including new
obligations on data processors, restrictions on the transfer of personal data outside the EEA and the introductionof new concepts such as “accountability” (and related record-keeping), the “right to be forgotten” and arequirement for data breach notifications to the relevant Regulators. Enforcement of GDPR is carried out by bothnational regulators (for the U.K., the Information Commissioner) and the European Commission, and theregulators also have the power to impose greater fines for any breaches of the data protection requirements of up
to 4% of a firm’s global turnover.
The EU Benchmark Regulation (“BMR”) entered into force on June 30, 2016 and has applied in the U.K.
since January 1, 2018. Global regulators have imposed fines on firms following attempted manipulation of the
London Inter-bank Offered Rate (“LIBOR”), gold and foreign exchange benchmarks, and have taken action
against individuals for misconduct related to benchmarks. The objectives of the EU BMR include, but are notlimited to: (i) improving governance and controls over the benchmarking process to ensure that administrators
avoid/manage conflicts of interest, (ii) improving the quality of input data and methodologies used by benchmark
administrators, (iii) ensuring that contributors to benchmarks and the data they provide are subject to adequate
controls, and (iv) protecting consumers and investors through greater transparency and adequate rights of redress.
Furthermore, in November 2019, the EU BMR was amended to include two new types of “climate
benchmarks”—‘Paris-Aligned’ Benchmarks (“PABs”) and Climate Transition Benchmarks (“CTBs”). The
Low-Carbon Benchmarks Regulation introduced the requirement (under Article 13 of the BMR) thatadministrators of benchmarks (save interest rate and foreign exchange benchmarks) must provide an explanationof how the key elements of their benchmark methodologies reflect ESG factors. The requirements are to becomplied with by April 30, 2020. However, since the draft regulatory technical standards are currently subject toa public consultation and a number of important details are subject to these delegated acts, ESMA issued a ‘No
Action Letter’ encouraging EU national regulators not to force these ‘Level 1’ requirements until these delegatedacts are finalized.
In addition, interest rate benchmarks including, among others, the London Interbank Offered Rate(“LIBOR”), the Euro Interbank Offered Rate (EURIBOR), the Euro Overnight Index Average (EONIA) andcertain other Interbank Offered Rates (“IBORs”) are being reformed.
The U.K. is due to make the transition from LIBOR to Sterling Overnight Index Average (“SONIA”) by theend of 2021 although certain interim milestones have been extended due to the COVID-19 pandemic.

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In the Eurozone, €STR (Euro Short Term Rate) is set to gradually replace the Euro Overnight Index
Average (EONIA) and serve as a fallback for the Euro Interbank Offered Rate (EURIBOR). EONIA will
effectively be pegged against €STR until January 3, 2022, when EONIA ceases to apply.
In the U.K. as a follow up to the Fair and Effective Markets Review (established by the Chancellor of the
Exchequer), the Fixed Income, Currencies and Commodities (“FICC”) Markets Standards Board (“FMSB”) wasestablished in 2015 as a private sector response to the conduct problems revealed in global wholesale FICC
markets after the financial crisis. The function of the FMSB is to help raise standards of conduct in global
wholesale markets by producing voluntary Standards and other guidance in areas of uncertainty that aredeveloped by the membership and designed to illustrate best practices to all market participants. These Standards
are intended to reduce the continuing uncertainty about acceptable practices in opaque and unregulated areas,
which is a hazard for FMSB members, as well as other market participants. The Standards published to datecover topics including the new issue process, binary options for the commodities markets, reference pricetransactions for the fixed income markets and secondary market trading error compensation. The publishedStandards do not have legal or regulatory force and do not replace existing legislation; rather, they are intended
to supplement the rules already in place. The Standards are implemented by way of FMSB member firms,
including Nomura International plc, making an adherence statement on an annual basis.
The U.K.’s membership of the EU ended on January 31, 2020, commonly referred to as “Brexit”, inaccordance with the Agreement on the withdrawal of the United Kingdom of Great Britain and Northern
Ireland from the European Union and the European Atomic Energy Community (the “Withdrawal
Agreement”). The Withdrawal Agreement provides for a transition period until December 31, 2020 during
which existing and new EU law will apply in the U.K. The transition period may be extended once by mutual
consent of the parties by up to two years. However, the U.K. legislation ratifying the article 50 withdrawal
agreement (the European Union (Withdrawal) Act 2018, as amended by the European Union (Withdrawal
Agreement) Act 2020 (as so amended, the “EUWA”)) contains a prohibition on a Minister of the Crown
agreeing any extension to the transition period. While this does not entirely remove the prospect that thetransition period will be extended (as the U.K. Parliament could pass legislation that would override the effect ofthe prohibition in the EUWA), the likelihood of a further extension is reduced.
The U.K. government and the EU are currently negotiating an equivalence arrangement for certain sectorsof the financial services industry which, if agreed, would preserve some of the U.K.’s market access to the EU on
the basis that the U.K.’s post-Brexit regulatory and supervisory framework is equivalent to that of the EU.
However, while the final form and substance of an equivalence arrangement is undetermined at this stage (andmay not be determined prior to the end of the transition period), it is unlikely to be as comprehensive as themarket access that the U.K. enjoyed through its EU membership.
Regulatory Capital Rules
Japan
The FSA and regulatory authorities have revised the current regulatory capital standards applicable to
Nomura to alleviate some of the impact of the COVID-19 pandemic. In March 2020, the Basel Committee’s
oversight body, the Group of Central Bank Governors and Heads of Supervision (“GHOS”), approved a set ofmeasures that provide additional operational capacity for banks and supervisors. These measures allow banks andsupervisors to immediately focus on financial stability, and priorities that alleviate the impact of the COVID-19
pandemic on the global banking system. GHOS also made changes to the implementation timeline of theoutstanding Basel III standard by deferring the deadline by 1 year. After this announcement, the FSA alsoannounced a 1 year deferment of the implementation schedule in Japan. In April 2020, the FSA and Bank ofJapan agreed to develop necessary procedures toward a temporary exemption of the outstanding balance offinancial institutions’ current accounts at the BOJ from the leverage ratio exposure measure in order to facilitate
the implementation of monetary policy. The FSA published the revised draft notice of the Leverage ratio
requirement for implementation of the agreement, which will be effective from June 30, 2020 to March 31, 2021.
34

The FIEA requires that all Financial Instruments Firms (Category I) (“Financial Instruments Firms I”), a
category that includes NSC and NFPS, ensure that their capital adequacy ratios do not fall below 120% on a
non-consolidated basis. The FIEA also requires Financial Instruments Firms I to file monthly reports regarding
their capital adequacy ratios with the Commissioner of the FSA or the Director-General of the appropriate Local
Finance Bureau, and also to disclose their capital adequacy ratios to the public on a quarterly basis. In addition, if
the capital adequacy ratio of a Financial Instruments Firm I falls below 140%, it must file a daily report with theauthorities. The FIEA provides for actions which the Prime Minister, through the Commissioner of the FSA or
the Director-General of the appropriate Local Finance Bureau, may take if any Financial Instruments Firm I fails
to meet the capital adequacy requirement. More specifically, if the capital adequacy ratio of any Financial
Instruments Firms I falls below 120%, the Commissioner of the FSA or the Director-General of the appropriate
Local Finance Bureau may order the Financial Instruments Firm I to change its business conduct, to deposit its
property in trust, or may issue any other supervisory order that such authorities deem necessary and appropriate
to protect the interests of the general public or investors. If the capital adequacy ratio of a Financial Instruments
Firm I falls below 100%, the authorities may take further action, including the issuance of orders to temporarilysuspend its business and the revocation of its registration as a Financial Instruments Firm I under the FIEA.
Under the FIEA and regulations thereunder, the “capital adequacy ratio” means the ratio of adjusted capital
to a quantified total of business risks. Adjusted capital is defined as net worth less illiquid assets. Net worth
mainly consists of stated capital, additional paid-in capital, retained earnings, reserves for securities transactions,certain allowances for doubtful current accounts, net unrealized gains/losses in the market value of investment
securities, and subordinated debt. Illiquid assets generally include non-current assets, certain deposits andadvances and prepaid expenses. Business risks are divided into three categories: (i) market risks (i.e., risks ofasset value changes due to decline in market values and other reasons), (ii) counterparty risks (i.e., risks ofdelinquency of counterparties and other reasons) and (iii) basic risks (i.e., risks in carrying out daily businessactivities, such as administrative problems with securities transactions and clerical mistakes), each quantified in
the manner specified in a rule promulgated under the FIEA.
The FSA reviewed the FIEA and regulations thereunder in line with Basel 2.5 framework and the revised
regulations for Basel 2.5 were implemented at the end of December 2011. Market risks increased significantly asa result of the Basel 2.5 rule implementation.
We closely monitor the capital adequacy ratio of NSC and NFPS on a continuous basis. Since theintroduction of the capital adequacy requirement in Japan in 1989, we have at all times been in compliance withall appropriate requirements. We believe that we will continue to be in compliance with all applicable capital
adequacy requirements for the foreseeable future.
As discussed above, the FSA amended the FIEA and introduced new rules on consolidated regulation andsupervision of securities companies on a consolidated basis on April 1, 2011 to improve the stability andtransparency of Japan’s financial system and ensure the protection of investors. Following introduction of theserules, NSC was designated as a Special Financial Instruments Firm, following which we have been designated asa Final Designated Parent Company. As such, we are required to calculate consolidated regulatory capital
adequacy ratio according to the FSA’s “Establishment of standards on sufficiency of capital stock of a final
designated parent company and its subsidiary entities, etc. compared to the assets held thereby” (2010 FSARegulatory Notice No. 130; “Capital Adequacy Notice on Final Designated Parent Company”). Accordingly,
since our designation as a Final Designated Parent Company in April 2011, we now calculate our Basel rulebased consolidated regulatory capital adequacy ratio according to the Capital Adequacy Notice on Final
Designated Parent Company.
The FSA also amended the FIEA to include reporting on consolidated regulatory capital for the Final
Designated Parent Companies, effective April 1, 2011. We are subject to this reporting requirements as well as
the capital adequacy requirements described above.

35

The Capital Adequacy Notice on Final Designated Parent Company has been revised to be in line with Basel
2.5 and Basel III, and we have calculated a Basel III-based consolidated capital adequacy ratio since the end of
March 2013. Basel 2.5 includes significant changes in the method of calculating market risk and Basel III
includes redefinition of capital items for the purpose of requiring higher levels of capital and expansion of thescope of credit risk-weighted assets calculation.
If our capital ratios fall to the minimum level required by the FSA, our business activities may be impacted.
However, these ratios are currently at well capitalized levels. We have met all capital adequacy requirements towhich we are subject and have consistently operated in excess of the FSA’s capital adequacy requirements.
Subject to future developments in regulatory capital regulations and standards, there has been no significant
change in our capital ratios which management believes would have material impact on our operations.
The Basel Committee has issued a series of announcements regarding a broader program to strengthen theregulatory capital framework in light of weaknesses revealed by the financial crises, as described in“Consolidated Regulatory Capital Requirements” under Item 5.B of this annual report. The Capital Adequacy
Notice on Final Designated Parent Company is expected to incorporate the series of rules and standards in linewith the schedule proposed by the Basel Committee.
At the G-20 summit in November 2011, the Financial Stability Board (“FSB”) and the Basel Committeeannounced the list of global systemically important banks (“G-SIBs”) and the additional requirements to the
G-SIBs including the recovery and resolution plan. The FSB also announced the group of G-SIBs will be updated
annually and published by the FSB each November. Since November 2011, we have not been designated as a
G-SIB. On the other hand, the FSB and the Basel Committee were asked to work on extending the framework for
G-SIBs to domestic systemically important banks (“D-SIBs”) and the Basel Committee developed and publisheda set of principles on the assessment methodology and the higher loss absorbency requirement for D-SIBs. In
December 2015, the FSA identified us as a D-SIB and required additional capital charge of 0.5% after March
2016, with 3-year transitional arrangement.
Overseas
In the U.S., Nomura Securities International, Inc. (“NSI”) is registered as a broker-dealer under the
Securities Exchange Act of 1934 and is a futures commission merchant with the Commodity Futures Trading
Commission (“CFTC”). NSI is also regulated by self-regulatory organizations, such as the Financial Industry
Regulatory Authority (“FINRA”) and the Chicago Mercantile Exchange Group. NSI is subject to the SEC’s
Uniform Net Capital Rule (“Rule 15c3-1”) and other related rules, which require net capital, as defined under thealternative method, of not less than the greater of $1,000,000 or 2% of aggregate debit items arising from clienttransactions. NSI is also subject to CFTC Regulation 1.17 which requires the maintenance of net capital of 8% of
the total risk margin requirement, as defined, for all positions carried in client accounts and nonclient accounts or$1,000,000, whichever is greater. NSI is required to maintain net capital in accordance with the SEC, CFTC, orother various exchange requirements, whichever is greater. Another U.S. subsidiary, Nomura Global Financial
Products Inc. (“NGFP”) is registered as an OTC Derivatives Dealer under the Securities Exchange Act of 1934.
NGFP is subject to Rule 15c3-1 and applies Appendix F. NGFP is required to maintain net capital of$20,000,000 in accordance with the SEC. Another U.S. subsidiary, Instinet, LLC (“ILLC”) is a broker-dealer
registered with the SEC and is a member of FINRA. Further, ILLC is an introducing broker registered with the
CFTC and a member of the National Futures Association and various other exchanges. ILLC is subject to Rule15c3-1 which requires the maintenance of minimum net capital, as defined under the alternative method, equal to
the greater of $1,000,000, 2% of aggregate debit items arising from client transactions, or the CFTC minimum
requirement. Under CFTC rules, ILLC is subject to the greater of the following when determining its minimum
net capital requirement: $45,000 minimum net capital required as a CFTC introducing broker; the amount ofadjusted net capital required by a futures association of which it is a member; and the amount of net capitalrequired by Rule 15c3-1(a). As of March 31, 2019 and 2020, NSI, NGFP and ILLC were in compliance with
relevant regulatory capital related requirements.
36

In Europe, Nomura Europe Holdings plc (“NEHS”) is subject to consolidated regulatory supervision by the
Prudential Regulation Authority (“U.K. PRA”). The regulatory consolidation is produced in accordance with therequirements established under the Capital Requirements Directive and the Capital Requirements Regulation
which came into effect on January 1, 2014. Nomura International plc (“NIP”), the most significant of NEHS’
subsidiaries, acts as a securities brokerage and dealing business. NIP is regulated by the U.K. PRA and has
minimum capital adequacy requirements imposed on it on a standalone basis. In addition, Nomura BankInternational plc (“NBI”), another subsidiary of NEHS, is also regulated by the U.K. PRA on a standalone basis
and Nomura Financial Products Europe GmbH (“NFPE”), a Nomura subsidiary domiciled in Germany, isregulated by the German regulator (“BaFin”). As of March 31, 2019 and 2020, NEHS, NIP, NBI and NFPE werein compliance with relevant regulatory capital related requirements.
In Asia, Nomura International (Hong Kong) Limited (“NIHK”) and Nomura Singapore Ltd (“NSL”) areregulated by their local respective regulatory authorities. NIHK is licensed by the Securities and Futures
Commission in Hong Kong to carry out regulated activities including dealing and clearing in securities andfutures contracts, advising on securities, futures contracts and corporate finance and wealth management.
Activities of NIHK, including its branch in Taiwan, are subject to the Securities and Futures (Financial
Resources) Rules which require it, at all times, to maintain liquid capital at a level not less than its required liquid
capital. Liquid capital is the amount by which liquid assets exceed ranking liabilities. Required liquid capital iscalculated in accordance with provisions laid down in the Securities and Futures (Financial Resources) Rules.
NSL is a merchant bank with an Asian Currency Unit (“ACU”) license governed by the Monetary Authority ofSingapore (“MAS”). NSL carries out its ACU regulated activities including, among others, securities brokerageand dealing business. NSL is regulated and has minimum capital adequacy requirements imposed on it on astandalone basis by the MAS in Singapore. NIHK and NSL have always been compliant with relevant regulatory
capital related requirements.
In addition, certain of our other subsidiaries are subject to various securities and banking regulations, andthe capital adequacy requirements established by the regulatory and exchange authorities of the countries inwhich those subsidiaries operate. We believe that each such subsidiary is, and will in the foreseeable future be, incompliance with these requirements in all material respects.
Management Challenges and Strategies
Management vision
Nomura Group’s management vision is to enhance its corporate value by deepening society’s trust in thefirm and increasing satisfaction of stakeholders, including that of shareholders and clients. As a global
investment bank, the Company will provide high value-added solutions to clients globally, and recognizing its
wider social responsibility, the Company will continue to contribute to the economic growth and development ofsociety. To enhance its corporate value, the Company places significance on return on equity (“ROE”) and will
strive for sustainable business transformation.
Addressing Urgent Priority Issues
The impact of the COVID-19 pandemic has had, and will continue to have, significant impacts in global
economy and financial markets. Nomura’s management priority is shifting to adjust to this situation and focusing
on the following urgent challenges in the course of determining its overall impacts:•

Continued to fulfill responsibility as capital market intermediary and liquidity provider in order tomaintain the financing required by companies and trading activities by market participants.

•

Supported the recovery of the economy and corporate activities while ensuring the safety of our clients,
communities and employees and their families, Provided remote services to clients and strengthened theinfrastructure to keep up business as usual during widespread work-from-home arrangements.
37

•

Maintained robust financial position and ensured sufficient liquidity in a highly volatile and stressful
market environment.

We carry out our business activities by recognizing those importance.
Priorities to respond to changed environment
Following the global outbreak of the COVID-19 pandemic, it is likely that our future business platform
including trends in real economy and capital markets will be dramatically changing while new types of client
behavior and need will be generated. Workstyle of our employees will be also shifting. To adapt to thesechanges, Nomura is formulating a growth strategy to achieve sustainable enhancement in corporate value andrevising its operating model.
•

Boost profitability and invest in growth areas to lift corporate value
As a part of our business strategy to improve corporate value, we are expanding and strengthening ourscope of business from Public markets to Private markets. Specifically, we aim to further expand ourcapabilities in terms of “Products and services” “Customer base” and its “Delivery method”.
I. Products and services
In addition to our traditional strengths in financial products such as listed stocks and investment trusts,
we will aggressively expand the scope of products and services that we offer to our private clients(alternative investments, including commercial assets such as private equity, private debt andinfrastructure). We will also strengthen our approach to private offering as well as public offerings tomeet customer needs.
II. Clients
Targeted clients in providing solutions for financing and M&A business, will be also shifted to start-up
companies (unlisted companies), not only to listed companies. We seek to further expand our businessalso with new types of services by exploring needs through consultation and advisory services toexisting and new clients.
III. Delivery method
The active use of digital technology will be further accelerated, in not only non-face-to-face but also
face-to-face situations. Our capabilities will remain flexible to respond to the needs of individual
clients not only by providing various information and products, but also by providing various contents.
Expanding our scope of business from public to private

38

•Improve operating model to align to new business environment
To remain close engagement with and diligently serve our clients, we proceed with preparing for avariety of communication methods, for example to have a flexibility to choose either face-to-face,telephone, e-mail, or online the situation demands, so that we can maximize our ability to respond tochanges in client behavior and needs, despite the long-lasting effect of the COVID-19 pandemic.
In addition, we continue our efforts to ensure our internal productivity through further investment in IT
infrastructure, and digitalization, which should be effective even when working from home.

Management indicator
After the introduction of the Corporate Governance Code in Japan, the importance of management with anawareness of capital costs has increased among Japanese companies. In addition, since the financial industry is
subject to financial capital regulations, more effective use of capital is required. As a result, our company
believes that the optimal allocation of management resources will become even more important for the company
in the future. Accordingly, beginning in the year ended March 31, 2020, we have adopted ROE as a key
management indicator, which management uses to track the progress of our sustainable business transformation.
ROE is defined and calculated as net income attributable to NHI shareholders divided by total NHI shareholders’equity. We believe that disclosure of ROE is useful to investors in that it helps them to assess our management
and effective use of capital to enhance corporate value.
Our medium to long-term ROE target is a level of 8-10% for the fiscal year ended March 2025, reflecting
the cost of capital demanded by our company. However, ROE may be of limited use in that it does notnecessarily reflect financial soundness. In order to avoid the excessive pursuit of capital efficiency with the aimof improving ROE at the expense of financial soundness, we attach importance to the creation of corporate value,
giving due consideration to financial soundness, and thereby improving ROE.
There are multiple global financial regulations that Nomura Group must comply with, and, among these, thecapital regulations established by Basel Committee on Banking Supervision have a direct impact on the way weconduct business. For this reason, we have set a target of maintaining a common equity Tier 1 ratio (CET1 ratio)of at least 11%. For a detailed description of our CET1 ratio and its calculation, see under Item 5.B.
“Consolidated Regulatory Capital Requirements” While conducting business with an awareness of capitalefficiency through the use of ROE described above, we are also mindful of our financial soundness and is
mindful of the buffer in the event of severe market stress. At a meeting held in May 2020, the Board of Directors
discussed certain aspects of our business strategies.
The challenges and strategies in each division are as follows:•

Retail Division
Based on the basic concept of “Enriching clients by responding to their asset concerns”, Retail Divisionaims to become a financial institution that is required by many people. We will continue working on
improving the skills of our Partners, and enhance wide range of products and services in order toaccurately respond to diversifying clients’ asset issues such as; inheritance or anxiety about lack offunds after retirement. Furthermore, in order to deliver products and services to clients who have neverused Nomura, we will expand our online services and strengthen our remote consulting structure
through call centers and other functions.

•

Asset Management Division
In our investment trust business, we will pursue providing clients with a diverse range of investment
opportunities to meet investors’ various needs, focusing on asset formation and retirement layers,
where asset management needs are expected to increase further in the future. In our investment
advisory business, we will aim to increase assets under management and expand our client baseworldwide by providing value-added investment services.
39

Through our continued effort to deliver superior investment performance, as well as meeting various
investment needs, we aim to become an asset management company highly regarded by investors fromaround the world.
•

Wholesale Division
The Wholesale division faces challenges presented by increasingly sophisticated needs of clients andtechnological advancement, coupled with challenged from uncertain market environment and potential
economic downturn recently on the back of the COVID-19 pandemic. To ensure continuity of service
as well as added value to clients, we will continue to enhance collaboration across regions anddivisions as well as ensure tight risk control. We will continue efforts to diversify business portfolio
and deploy financial resources to selective, high growth opportunities.
Global Markets aims to provide uninterrupted liquidity to our clients while positioning portfolio toweather a possible economic downturn, keeping tight risk control and discipline. Additionally,
opportunistically pursue growth opportunities in areas like asset-side structured business / structured
finance as well as client coverage and continue to make progress in digitization of Flow business andimproved efficiency, differentiation.
In Investment Banking, we will continue to support our clients’ cross-border M&A ambitions, facilitate
their fundraising activities both in Japan and other geographies, as well as provide the full product suiteof our Solutions Business as our clients continue to pursue the globalization of their business activities.

•

Merchant Banking Division
The Merchant Banking Division will primarily provide equity as a new solution for businessreorganizations and revitalizations, business succession as well as management buyouts to cater to theincreasingly diversified and sophisticated needs of our clients. The Merchant Banking Division will,
under proper management of risk, focus on support for improving the enterprise value of portfolio
companies, and will contribute to expansion of the private equity market.

•

Risk Management and Compliance, etc.
At the Nomura Group, the types and levels of risks for the purpose of achieving strategic objectives
and business plans based on management philosophy is set forth as the Risk Appetite. We will continue
to develop a risk management framework which ensures financial soundness, enhances corporate
value, and is strategically aligned to the business plan and incorporated in decision making by senior
management.
With regard to compliance, we will continue to focus on improving the management structure tocomply with local laws and regulations in the countries where we operate. We also continue to review
our internal systems and rules so that all executive management and employees can work
autonomously with high ethical standards.
In March 2019, there was an incident that information related to the listing and delisting criteria for theupper market under review by the Tokyo Stock Exchange was handled improperly from the viewpointof ensuring fair and sound markets in the course of communicating information at Nomura Securities
Co., Ltd. In May the same year, Japan’s Financial Services Agency issued a business improvement
order against Nomura Holdings and Nomura Securities for their management control framework
relating to information management. We have taken this matter very seriously, and are reviewing ourorganizational structures and developing rules. In addition, in order to ensure not only compliance withlaws and regulations, but also that all executive management and employees are able to act inaccordance with social norms, Nomura Group has established the “Nomura Group Code of Conduct”
as guidelines for action to be taken, and is developing an effective internal management system topromote appropriate actions (Conduct) based on the Code of Conduct.
40

In addition, Nomura Group established the Nomura Founding Principles and Corporate Ethics Day in2015. Commemorated annually, this day aims to remind all of our executive officers and employees ofthe lessons learned from the incident and to renew our determination to prevent similar incidents fromrecurring in the future and further improve public trust In this initiative, we strive to maintain a soundcorporate culture through discussions on appropriate conduct, and will make further efforts to enable
all of our executive officers and employee to act with high ethical standards as professionals engaged
in capital markets.
As described above, we are working to achieve our management targets and devote our efforts to thestability and further develop financial and capital markets. Also, we aim to be a financial services group thatsociety needs and our clients trust.

41

C. Organizational Structure.
The following table lists the Company and its significant subsidiaries and their respective countries ofincorporation. Indentation indicates the principal parent of each subsidiary. Proportions of ownership interest
include indirect ownership.
Name

Country/Region

Ownership
Interest(%)

Nomura Holdings, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Securities Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Asset Management Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
The Nomura Trust & Banking Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Babcock & Brown Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Capital Investment Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Investor Relations Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Funds Research and Technologies Co., Ltd. . . . . . . . . . . . . . . . . . . . . . .
Nomura Research & Advisory Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Business Services Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Facilities, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Institute of Capital Markets Research . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Healthcare Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Agri Planning & Advisory Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Land and Building Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Financial Products & Services, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Institute of Estate Planning . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
N-Village Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Capital Partners Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Mezzanine Partners Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Corporate Design Partners Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Kagayaki Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Asia Pacific Holdings Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura International (Hong Kong) Limited . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Singapore Limited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Securities Singapore Pte. Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Australia Limited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
PT Nomura Sekuritas Indonesia . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Asia Investment (Fixed Income) Pte. Ltd. . . . . . . . . . . . . . . . . . . . .
Nomura Asia Investment (Singapore) Pte. Ltd. . . . . . . . . . . . . . . . . . . . . . . .
Capital Nomura Securities Public Co., Ltd. . . . . . . . . . . . . . . . . . . . . .
Nomura Financial Advisory and Securities (India) Private Limited . . . . . . .
Nomura Holding America Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Securities International, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Corporate Research and Asset Management Inc. . . . . . . . . . . . . . .
Nomura Derivative Products Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura America Mortgage Finance, LLC . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Global Financial Products, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
NHI Acquisition Holding, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Instinet Incorporated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Europe Holdings plc . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura International plc . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Bank International plc . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Financial Products Europe GmbH . . . . . . . . . . . . . . . . . . . . . . . . . .
Banque Nomura France . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Bank (Luxembourg) S.A. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Bank (Switzerland) Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Europe Finance N.V. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura European Investment Limited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Asia Investment (India Powai) Pte. Ltd. . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Services India Private Limited . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura International Funding Pte. Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Orient International Securities Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . .

Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Hong Kong
Singapore
Singapore
Australia
Indonesia
Singapore
Singapore
Thailand
India
U.S.
U.S.
U.S.
U.S.
U.S.
U.S.
U.S.
U.S.
U.K.
U.K.
U.K.
Germany
FranceLuxemburg
Switzerland
The Netherlands
U.K.
Singapore
India
Singapore
China

—
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
96
100
100
99
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
51

42

D. Property, Plants and Equipment.
Our Properties
As of March 31, 2020, our principal head office is located in Tokyo, Japan and occupies 1,007,309 square
feet of office space. Our other major offices in Japan are our Osaka branch office, which occupies 125,184 square
feet, our Nagoya branch office, which occupies 82,914 square feet, and the head office of NAM in Tokyo, which
occupies 178,218 square feet.
As of March 31, 2020, our major offices outside Japan are the head offices of NIP located in London, which
occupies 239,777 square feet, the New York head office of Nomura Securities International, Inc., which occupies
194,770 square feet, and the offices of Nomura International (Hong Kong) Limited located in Hong Kong which
occupies 146,389 square feet. We lease most of our overseas office space.
As of March 31, 2020, the major office of Nomura Services India Private Limited, our specialized service
company in Mumbai, India, occupies 562,038 square feet.
As of March 31, 2020, the aggregate book value of the land and buildings we owned was ¥121 billion, andthe aggregate book value of equipment we owned, including communications and data processing facilities, was¥36 billion.
Item 4A. Unresolved Staff Comments
We are a large accelerated filer as defined in Rule 12b-2 under the Securities Exchange Act of 1934. There
are no written comments which have been provided by the staff of the Securities and Exchange Commission
regarding our periodic reports under that Act not less than 180 days before the end of the fiscal year ended
March 31, 2020 and which remain unresolved as of the date of the filing of this annual report with theCommission.
Item 5. Operating and Financial Review and Prospects
A. Operating Results.
You should read the following discussion of our operating and financial review and prospects together with
Item 3.A “Selected Financial Data” of this annual report and our consolidated financial statements included
elsewhere in this annual report.
This discussion and analysis contains forward-looking statements that involve risks, uncertainties andassumptions. Our actual results may differ materially from those anticipated in these forward-looking statements
as a result of factors, including, but not limited to, those under Item 3.D “Risk Factors” and elsewhere in thisannual report.
Business Environment
Japan
The performance of Japan’s economy deteriorated substantially in the latter half of the fiscal year ended
March 31, 2020. Real gross domestic product (GDP) grew by 2.1% on a quarter-on-quarter annualized basis in
April-June 2019, but then flattened out with 0.0% growth in July-September. The country’s economy then saw
two consecutive quarters of substantial contraction, with real GDP shrinking by 7.3% in October-December 2019and by 3.4% in January-March 2020. Exports from Japan were weak since the start of the fiscal year, as global
economic growth had already started slowing as a result of U.S.-China trade friction. Up through the JulySeptember quarter, however, capital spending remained at a high level, buoyed by labor-saving investments
43

pursued by companies dealing with labor shortages, and consumer spending and housing investment trended
upward thanks in part to rush demand ahead of the consumption tax rate hike that went into effect in October
2019. Once the consumption tax rate was raised, however, consumer spending slumped on the backlash from thelast-minute demand ahead of the tax hike, and corporate capital spending followed consumer spending sharply
downward. There were signs early in 2020 that the decline in economic activity was coming to a halt, but the
global spread of COVID-19 then started putting fresh downward pressure on economic activity. China
intentionally suppressed economic activity in Wuhan and many other cities as a way to contain the pandemic,
and European countries and the United States soon followed suit. In Japan, the national government issued a callto the populace in February 2020 to minimize movements outside the home and to consider canceling events witha nationwide audience, and in March 2020, the Tokyo Metropolitan Government called on residents of theprefecture not to venture outside the home on non-urgent business. Restrictions on international arrivals andimmigration were strengthened around the same time. The number of visitors to Japan dropped off steeply as aresult, declining by more than 90% year-on-year on March, and exports, consumer spending, and various othersorts of economic activity all fell off sharply.
With respect to corporate earnings, recurring profits at major companies in the fiscal year ended March 31,
2019 declined steeply year-on-year, hit by both U.S.-China trade friction and the COVID-19 pandemic. The
U.S.-China trade issues blunted global economic growth, and among manufacturers, earnings deteriorated inmaterials industries and processing industries alike. In a number of industry sectors, profits were also dragged
down by the recording of unrealized valuation losses on equity securities, forced by changes in the market
valuations of companies’ shareholdings. However, some industries did manage to achieve strong earnings
performance, including the software industry, where the amusement sub-sector benefitted from strong sales of
new game consoles and the system application sub-sector benefitted from corporate investment in labor-saving
technology. Estimated recurring profits at major companies (those in the Russell/Nomura Large Cap Index) withfiscal years ending in March 2020 fell by 18.7% year-on-year, for the first profit decline in four years. Estimatedreturn on equity (ROE) for the fiscal year ending in March 2020 came to 6.7%, significantly worse than the ROE
result of 9.2% for the previous fiscal year.
In the equity market, Japanese stocks at one point touched highs not seen since 2018, as investors welcomed
the news of progress in U.S.-China trade negotiations. However, Japan’s major stock indices ended up declining
for the second fiscal year in a row due to worries over the impact that the spreading COVID-19 pandemic would
have on the economy, both at home and abroad. From the beginning of the fiscal year ending in March 2020
through August 2019, Japanese equities alternately advanced and retreated in response to the shifting outlook forthe outcome of U.S.-China trade talks. Investor sentiment then improved starting in September 2019 on the
combination of expectations for a resolution to the U.S.-China trade standoff and a swing back to monetaryeasing in Europe and the United States. A marked uptrend in Japanese equities ensued. The Nikkei Stock
Average closed above 24,000 on December 13, 2019, doing so for the first time in roughly 14 months, andremained at a high level into the new year. Shortly thereafter, however, Japanese stocks turned downward as
investors increasingly took to the view that the spreading COVID-19 outbreak in China would cause a slump in
Chinese manufacturing output and consumption. These concerns soon turned into worries over the negative
impact on global economic growth from the growing number of reported new infections in Japan and elsewhere,
and U.S. stocks led what turned into a deep correction in major stock markets worldwide. The Nikkei Stock
Average even briefly dipped below 17,000 in March 2020, but U.S. stocks then rebounded on hopes for
economic stimulus, and Japanese stocks pared their losses by the end of the month. The Tokyo Stock Price Index(“TOPIX”), a broadly representative index of Japanese stock performance, closed at 1,403.4 at the end of March
2020, down 11.8% from its end-March 2019 close of 1,591.64. The Nikkei Stock Average similarly finished theyear down 10.8%, falling from 21,205.81 as of the end of March 2019 to 18,917.01 at the end of March 2020.
In the bond market, yields remained confined to a fairly tight range as a result of the BOJ keeping up its
program of quantitative and qualitative easing (“QQE”) with yield curve control (“YCC”). Even so, yields drifted
generally downward through early September 2019 and then started rising thereafter. The yield on newly issued
10-year Japanese government debt securities started off April 2019 at roughly -0.05%, and from there moved
44

generally downward as U.S.-China trade friction and other forces clouded the global economic outlook,
eventually falling to as low as -0.295% on September 4, 2019. The BOJ was also becoming increasingly
concerned, and at its monetary policy meeting held on July 30, 2019, the Bank formalized its stance that it would“not hesitate to take additional easing measures” if needed. This change in language fueled market expectations
that the BOJ would lower its policy interest rate further or adopt additional easing measures of some other sort,and the result was further downward pressure on yields. Subsequently, however, a U.S.-China trade agreement
began to look more likely, spurring hopes that the global economy was on its way to bottoming out and sending
the yield on newly issued 10-year Japanese government debt securities upward again, to around 0% by
mid-January 2020. In the interim, the BOJ indicated at its September 19 meeting that it would reexamine
economic and price developments when updating its outlook for economic activity and prices at its meeting in
October 2019. Although this brought on heightened expectations in the market for additional monetary easing,the BOJ ultimately did not lower its policy interest rate. From late January 2020 onward, as the spreading
COVID-19 outbreak led to growing worry over the global economic outlook, the yield on newly issued 10-year
Japanese government debt securities turned downward again, falling to -0.165% on March 9, 2020. Thereafter,
the 10-year yield reversed course as dollar-buying demand surged on news of the virus spreading widely in the
United States, and by March 23, 2020 it had climbed to 0.080%. Demand for the dollar then stabilized, and theyield on newly issued 10-year Japanese government debt finished March 2020 back at approximately 0%. The
BOJ held an extraordinary monetary policy meeting on March 16, 2020 at which it promised an ample supply of
liquidity, and it increased the amount of its actual government debt security purchases in March. These actions
seem to have helped to stabilize yields.
In foreign exchange markets, USD/JPY started the fiscal year above $1 = ¥110, but the yen then appreciatedsteeply starting in May 2019 on concerns over U.S.-China friction. The yen gained against the dollar over thecourse of the summer, with USD/JPY even falling below $1 = ¥105 in August 2019 after the Fed’s preemptive
rate cut in July 2019. USD/JPY eventually recovered to above $1 = ¥112 in February 2020, after expectations fora U.S.-China trade agreement began building in September 2019 and the two countries actually reached aphase-one deal in January 2020. However, the spread of the COVID-19 outbreak to Europe and the United Statesfrom China rattled markets starting in late February 2020, and the yen appreciated steeply enough to send USD/
JPY briefly below $1 = ¥102 in early March 2020. The turbulence continued, with USD/JPY actually returning toabove $1 = ¥111 in late March 2020 as global demand for dollar liquidity increased. USD/JPY ended up
finishing March 2020 at $1 = ¥107.54 as the supply of dollar liquidity provided by the FRB and the BOJ late in
the month eased what had been relentless upward pressure on the dollar.
Meanwhile, EUR/JPY started the fiscal of 2019 at around €1 = ¥125, but fell to below €1 = ¥116 during thesummer as concern over the U.S.-China trade standoff caused the mood to turn more risk-off and investors
increasingly came to expect that the European Central Bank (“ECB”) would resume monetary easing. EUR/JPY
ultimately finished at €1 = ¥118.64, as the yen came under upward pressure against the euro again as the
COVID-19 pandemic spread to Europe.
Overseas
Global economic growth slowed during the summer of 2019. The heightened worry over U.S.-China tradetensions destabilized financial markets, prompting major central banks to resume monetary easing. In the UnitedStates, the Federal Reserve Board (“FRB”) began making preemptive rate cuts in July, while in the euro area, the
ECB settled on an easing package in September that included taking the negative policy interest rate lower while
re-introducing quantitative easing. The BOJ, despite also becoming the subject of expectations for further easing,chose not to go deeper with its negative policy interest rate. Beginning in late summer, expectations for a global
economic recovery picked up as the manufacturing sector entered an up leg in the business cycle and a resolution
to the U.S.-China trade standoff began to look more likely. Once 2020 got under way, the threat posed by the
COVID-19 outbreak began to weigh on the global economy. Economic growth in the world’s major economies
fell off steeply in January-March 2020, with the four economic powerhouses of the United States, the euro area,
Japan, and China all sinking into negative growth. Slowed economic growth became a worry for commodity
countries and oil-producing countries as well, with the price of crude oil plummeting in March.
45

In the United States, GDP for calendar year 2019 grew by 2.3%. While this was slower than the growth forcalendar year 2018 at 2.9%, it nevertheless represented a gradual recovery. Up through the middle of 2019, theUnited States hiked tariffs on Chinese imports and broadened the scope of imports subject to the tariffs, andconcerns mounted that the manufacturing sector in particular would suffer a slowdown. The FRB executed aseries of three 25bp rate cuts in response. Trade worries eased over the course of the latter half of 2019 as theUnited States and China worked their way closer to an agreement. The United States and China ultimately signed
a phase-one trade agreement in January 2020. Beginning in late February, however, social distancing measuresand stay-at-home restrictions put in place to combat the COVID-19 outbreak brought about a deep slump in the
U.S. economy. Real GDP in the United States contracted by a steep 4.8% on a quarter-on-quarter annualizedbasis in January-March 2020. The FRB responded to the sharp drop-off in economic activity with a massive
monetary easing package in March. In addition to a zero interest rate policy (with the target range for the federal
funds rate set at 0.00%-0.25%), the range of measures introduced to ease credit and provide liquidity included a
promise to buy U.S. Treasury securities and agency mortgage-backed securities (“MBSs”) in the amounts needed
to preserve market functioning (effectively a commitment to unlimited purchases) and the establishment of a new
facility for purchases of corporate bonds. Also by the end of March, the United States enacted fiscal stimulus
measures totaling more than $2 trillion. Consumer price inflation in the United States slowed from 1.9%
year-on-year as of the end of March 2019 to 1.5% as of the end of March 2020. The Dow Jones Industrial
Average closed at 21,917 at the end of March 2020, down 15% from its end-March 2019 close of 25,929. The
yield on 10-year U.S. Treasury securities dropped by 1.74% over that span, falling from 2.41% as of the end of
March 2019 to 0.67% as of the end of March 2020.
The euro area economy managed to keep up positive growth in 2019, but the pace of growth went slack,particularly in the manufacturing sector. Strengthened environmental regulations that the EU imposed on new
vehicles in the autumn of 2018 had a negative impact on demand for new automobiles by way of the resulting
rise in average new vehicle prices. The automotive sector thus ended up being at the center of a decline in
manufacturing sector output. To address the economic sluggishness, the ECB announced a cut to its deposit
facility interest rate (its primary policy interest rate) in September 2019 along with the resumption of quantitativeeasing. The risk of the bottom dropping out of the euro area economy subsequently receded with the U.K.’s
relatively smooth departure from the EU at the end of January 2020 and the news that economic relations
between the U.K. and the EU would remain unaltered through the end of 2020. In March, however, the numberof reported COVID-19 cases in Europe surged, and the economy rapidly deteriorated as national governments
responded with stay-at-home restrictions. In the January-March 2020 quarter, the euro area’s real GDP suffered
its worst quarter-on-quarter decline since the euro area’s inception in 1999, and the ECB announced an expansionof its quantitative easing measures in March.
In ex-Japan Asia, China’s real GDP grew by 6.1% in 2019, continuing the pattern of slowing growth thathas taken shape in recent years. One major factor here is that Chinese authorities worked harder to control thehidden debts of regional and local governments; another is that U.S.-China trade friction did damage to privatesector appetite for capital spending. Monetary policy stayed on the easing track it has been on since late 2018,
but fundraising by private-sector companies in capital markets stagnated. The Chinese government, for its part,
ramped up economic stimulus measures in dealing with the spread of COVID-19. Already as of March 2020,
growth in domestic infrastructure spending had picked up remarkably year-on-year, and credit expansion has
accelerated again. Ex-Japan Asia managed to achieve solid economic growth in 2019 (excluding Hong Kong,which was hit with widespread demonstrations), although exports from the region and consumption within theregion sharply declined in March as the COVID-19 pandemic took its toll.
Executive Summary
As described in “—Business Environment” above, the business environment surrounding our company haschanged significantly. Furthermore, from a regulatory perspective, in addition to the implementation of Basel III
requirements relating to capital ratio, liquidity ratio, and leverage ratio, Nomura has been identified as one ofDomestic Systemically Important Banks. Nomura will continue to monitor closely and take necessary measures46

in responding to wide-ranging reforms as part of the global tightening of financial regulations. Also, amid the global
economic downturn caused by the COVID-19 pandemic and subsequent changes in monetary policies by central
banks as well as uncertainty created by Brexit in January 2020, Nomura is contemplating and implementing
appropriate measures by paying necessary attention to the changes in global operating environment.
In such a difficult environment, we made a company-wide effort to rebuild the business platform announcedin April 2019, as a result of our ongoing initiatives and continuing focus on providing solutions to our clients inareas where we have a competitive advantage, pretax income rebounded strongly, while our environment ischanging drastically.
We generated net revenue of ¥1,287.8 billion for the year ended March 31, 2020, a 15.3% increase from theprevious fiscal year. Non-interest expenses decreased by 10.0% to ¥1,039.6 billion, income before income taxes
was ¥248.3 billion, and net income attributable to the shareholders of Nomura Holdings, Inc. was ¥217.0 billion.
Return on equity (“ROE”) was 8.2%. Diluted EPS(1) for the year ended March 31, 2020 was ¥66.20, an increase
from diluted loss per share of ¥29.92 for the year ended March 31, 2019.
We have decided to pay a dividend of ¥5 per share to shareholders of record as of March 31, 2020. As aresult, the total annual dividend was ¥20 per share.
Based on our long-term management vision “Vision C & C” which targeted the fiscal year ended March
2020, we have designated net income per share (EPS) as a key management indicator and worked tocontinuously improve this indicator. However, with the establishment of the new structure in April 2020, we
have decided to use return on equity (ROE) as a management indicator and to pursue sustainable businessreforms. At the same time, we have set a pretax profit target of ¥280 billion for the Retail, Asset Management
and Wholesale businesses in fiscal 2023.
In our Retail Division, net revenue for the year ended March 31, 2020 decreased by 0.9% from the previous
fiscal year to ¥336.4 billion. Non-interest expenses decreased by 1.1% to ¥286.9 billion. As a result, income
before income taxes decreased by 0.1% to ¥49.4 billion. Based on the basic concept of “Enriching clients by
responding to their asset concerns”, Retail Division has been working on consulting business in close cooperation
with each customer with the aim of becoming “the most trusted partner”. In the current fiscal year, sales ofinvestment trusts and equities were sluggish due to the decline in customers’ investment mindset against the
backdrop of the unstable market environment, which was exacerbated by the COVID-19 pandemic. However,signs of changes are beginning to appear, as we have made a transition to the sales structure that meets the needsof our clients. In addition to Asset Management, we will enhance our products and services such as; Real Estate,
Inheritance, or Succession, which aims to provide various solutions and advices to clients’ entire asset. We arealso taking digital approaches in addition to face-to-face approaches, to provide services to a wider range ofclients. We will further strengthen our digital approach.
In our Asset Management Division, net revenue for the year ended March 31, 2020 decreased by 5.4% fromthe previous fiscal year to ¥92.6 billion. Non-interest expenses increased by 0.3% to ¥63.8 billion. As a result,income before income taxes decreased by 15.8% to ¥28.8 billion. In the investment trust business, the inflow toETFs, funds that contribute to asset formation and funds for defined contribution pension plans for the concept of“100 years of life” (the idea that Japanese individuals should prepare financially to live to 100 years of age) is
continuing. On the other hand, there was an outflow of funds such as emerging markets funds. In the investment
advisory business, although we saw cash inflow mainly from public pension funds, there was an outflow mainly
from high yield related products in overseas. As a result, revenue decreased as assets under management
decreased from the end of the previous fiscal year as of March 31, 2020, and due to the valuation of American
Century Investments, our strategic partner.
In our Wholesale Division, net revenue for the year ended March 31, 2020 increased by 16.8% from theprevious fiscal year to ¥648.6 billion. Non-interest expenses decreased by 16.6% to ¥556.4 billion. As a result,(1)

Diluted net income attributable to Nomura Holdings’ shareholders per share (loss).
47

income before income taxes was ¥92.2 billion. In Global Markets, the year ended March 2020, we focused oncore strengths in each region and stabilizing our performance, following strategic repositioning of businessundertaken in April 2019. As a result, we delivered steady performance in both Fixed Income and Equities andcontinued to remain engaged with our clients, despite geopolitical uncertainties leading to challenging market
environment for most part of the year. For Investment Banking, the global IB business performed stably until thethird quarter, but the decline in customer activity and in the market caused by the spread of COVID-19 in the
fourth quarter affected business results. On the other hand, the diversification of revenue opportunities that wehave worked on mainly overseas has progressed. Europe, Middle East and Africa (“EMEA”) and Asia ex-Japan(“AEJ”) revenues from M&A and DCM (debt-related fundraising business) exceeded the previous fiscal year’s
revenue respectively. We provide custom-made solutions by carefully grasping the needs of our clients.
On April 1, 2020, we completed the acquisition of Greentech Capital, LLC, an M&A boutique that is strongin sustainable technology and infrastructure.
Results of Operations
Overview
The following table provides selected consolidated statements of income information for the years ended
March 31, 2018, 2019 and 2020.
Millions of yen, except percentages
Year ended March 31% Change from2019
previous year
2020

2018

Non-interest revenues:
Commissions . . . . . . . . . . . . . . . . . ¥ 373,313 ¥Fees from investment banking . . .
101,663
Asset management and portfolio
service fees . . . . . . . . . . . . . . . .
245,616
Net gain on trading . . . . . . . . . . . .
442,885
Gain (loss) on private equity anddebt investments . . . . . . . . . . . .
(869)
Gain (loss) on investments inequity securities . . . . . . . . . . . . .
2,683
Other . . . . . . . . . . . . . . . . . . . . . . .
221,192% Change fromprevious year

293,069
101,521(21.5)%(0.1)¥ 308,805
103,2225.4%
1.7

245,519
342,964—(22.6)

238,202356,609

(3.0)
4.0

1,007

—

(6,983)81,057(93)——(63.4)(14,726)
165,991—
104.8

Total Non-interest revenues . . . . . . . . .
Net interest revenue . . . . . . . . . . . . . . . .

1,386,483
110,486

1,058,154
58,616(23.7)(46.9)

1,158,010
129,8199.4
121.5

Net revenue . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . .

1,496,969
1,168,811

1,116,770
1,154,471(25.4)(1.2)

1,287,829
1,039,568

15.3(10.0)

Income (loss) before income taxes . . . .
Income tax expense . . . . . . . . . . . . . . . .

328,158
103,866(37,701)
57,010—(45.1)

248,261
28,894—(49.3)Net income (loss) . . . . . . . . . . . . . . . . .
Less: Net income attributable tononcontrolling interests . . . . . . . . . . .

¥ 224,292¥ (94,711)— %¥ 219,367

— %

4,949

5,731

2,369

(58.7)¥ 219,343¥ (100,442)¥ 216,998— %Net income (loss) attributable to NHI
shareholders . . . . . . . . . . . . . . . . . . . .
Return on equity . . . . . . . . . . . . . . . . . .

7.9 %(3.7) %

15.8
— %

8.2 %

Net revenue increased from the year ended March 31, 2019 to the year ended March 31, 2020. This increaseis primarily driven by Commissions and Net gain on trading in Retail and Wholesale Division. Commissions
48

increased from the year ended March 31, 2019 to the year ended March 31, 2020 primarily due to an increase incommissions received from the distribution of investment trusts and brokerage commissions received fromequity and equity-related products. Fees from investment banking increased from the year ended March 31, 2019
to the year ended March 31, 2020 primarily due to an increase in revenue from M&A advisory services and oursolution services associated with fund raising. Asset management and portfolio service fees decreased from theyear ended March 31, 2019 to the year ended March 31, 2020 in response to the decrease in assets undermanagement. Net gain on trading increased from the year ended March 31, 2019 to the year ended March 31,
2020, primarily driven by an increase in revenue from the Fixed Income business. Net gain on trading also
included total gains of ¥17.5 billion attributable to changes in Nomura’s own creditworthiness with respect toderivative liabilities primarily due to a widening of Nomura’s credit spreads particularly as a result of the
COVID-19 pandemic during the fiscal year. Other increased from the year ended March 31, 2019 to the year
ended March 31, 2020, primarily due to the realized gain of ¥73,293 million by the partial sale of Nomura’s
investment in ordinary shares of Nomura Research Institute, Ltd.
Net revenue decreased from the year ended March 31, 2018 to the year ended March 31, 2019. Thisdecrease is primarily driven by Commissions and Net gain on trading in Retail and Wholesale Division.
Commissions decreased from the year ended March 31, 2018 to the year ended March 31, 2019 primarily due to adecrease in commissions received from the distribution of investment trusts and brokerage commissions received
from equity and equity-related products. Fees from investment banking primarily led by M&A and ECM, such as
acquisition of Shire Plc by Takeda Pharmaceutical Co. and IPO of Softbank Corp was largely unchanged the year
ended March 31, 2018 to the year ended March 31, 2019. Asset management and portfolio service fees waslargely unchanged from the year ended March 31, 2018 to the year ended March 31, 2019, although assets undermanagement increased by positive net inflows into private placement trust for financial institutions andinvestment trusts for discretionary investments. Net gain on trading decreased from the year ended March 31,2018 to the year ended March 31, 2019, driven by decreases in both Fixed Income and Equity business. Net gain
on trading also included total gains of ¥0.2 billion attributable to changes in Nomura’s own creditworthinesswith respect to derivative liabilities primarily due to a widening of Nomura’s credit spreads during the fiscal
year. Other decreased from for the year ended March 31, 2018 to the year ended March 31, 2019, primarily
driven by a decrease in American Century Investments related revenue and the absence of gains from theliquidation of an investment in a foreign entity and the sale of our controlling financial interest in Asahi Fire andMarine Insurance Co., Ltd recognized in the previous year.
Net interest revenue is a function of the level and mix of total assets and liabilities, which includes trading
assets and financing and lending transactions, and the level, term structure and volatility of interest rates. Net
interest revenue is an integral component of trading activity. In assessing the profitability of our overall businessand of our Global Markets business in particular, we view Net interest revenue and Non-interest revenues inaggregate. For the year ended March 31, 2020, interest revenue, including a dividend from our investment in
American Century Investments increased by 2%, and interest expense decreased by 8% from the year ended
March 31, 2019. As a result, Net interest revenue for the year ended March 31, 2020 increased from the year
ended March 31, 2019. For the year ended March 31, 2019, interest revenue, including a dividend from ourinvestment in American Century Investments increased by 33%, and interest expense increased by 51% from theyear ended March 31, 2018. As a result, Net interest revenue for the year ended March 31, 2019 decreased fromthe year ended March 31, 2018.
Gain (loss) on investments in equity securities includes both realized and unrealized gains and losses oninvestments in equity securities held for operating purposes which are our investments in unaffiliated companies,
which we hold on a long-term basis in order to promote existing and potential business relationships. Losses oninvestments in equity securities increased significantly due to market downturns as a result of the COVID-19
pandemic in the year ended March 31, 2020.
Non-interest expenses for the year ended March 31, 2020 decreased from the year ended March 31, 2019,
primarily due to the absence of the goodwill impairment charge of ¥81,372 million attributable to the Wholesale
Division.
49

Non-interest expenses for the year ended March 31, 2019 decreased from the year ended March 31, 2018,
due to the absence of provisions in connection with legacy transactions in the Americas recorded slightly over
¥30.0 billion in the previous year and lower bonus due to pay for performance offset by goodwill impairment
charge mentioned above.
We are subject to a number of different taxes in Japan and have adopted the consolidated tax filing system
permitted under Japanese tax law. The consolidated tax filing system only imposes a national tax. Nomura’s
domestic effective statutory tax rate was approximately 31% for the fiscal year ended March 31, 2018, 2019 and2020, respectively. Our foreign subsidiaries are subject to the income taxes of the countries in which they
operate, which are generally lower than those in Japan. The Company’s effective statutory tax rate in any one
year is therefore dependent on our geographic mix of profits and losses and also on the specific tax treatment
applicable in each location.
Income tax expense for the year ended March 31, 2020, represented an effective tax rate of 11.6%. The
significant factors causing the difference between the effective tax rate of 11.6% and the effective statutory tax
rate of 31% was the effect of Non-taxable income which decreased the effective tax rate by 23.5%, partially
offset by Non-deductible expenses which increased the effective tax rate by 2.9%.
Income tax expense for the year ended March 31, 2019, represented an effective tax rate of a negative
151.2%. The significant factors causing the difference between the effective tax rate of a negative 151.2% andthe effective statutory tax rate of 31% was the effect of Non-deductible expenses which decreased the effective
tax rate by 110.3%, partially offset by Non-taxable income which increased the effective tax rate by 16.8%.
Income tax expense for the year ended March 31, 2018, represented an effective tax rate of 31.7%. The
significant factors causing the difference between the effective tax rate of 31.7% and the effective statutory tax
rate of 31% was the effect of changes in foreign tax laws which increased the effective tax rate by 23.5%,
partially offset by changes in deferred tax valuation allowances, which decreased the effective tax rate by 22.8%.
Results by Business Segment
Our operating management and management reporting is prepared based on our Retail, Asset Management
and Wholesale divisions and we disclose business segment information in accordance with this structure. Our
Merchant Banking division is reported as part of our Other segment.
Realized gain on investments in equity securities held for operating purposes, our share of equity in theearnings of affiliates, corporate items and other financial adjustments (including the operating results of ourMerchant Banking division) are included as “Other” operating results outside of business segments in our
segment information. Unrealized gain (loss) on investments in equity securities held for operating purposes isclassified as a reconciling item outside of our segment information. The following segment information should
be read in conjunction with Item 4.B “Business Overview” of this annual report and Note 22 “Segment andgeographic information” in our consolidated financial statements included in this annual report. The
reconciliation of our segment results of operations and consolidated financial statements is provided in Note 22“Segment and geographic information” in our consolidated financial statements included in this annual report.
RetailIn our Retail division, our sales activities focus on providing consultation services and investment proposals
to clients for which we receive commissions and fees. Additionally, we receive fees from asset managementcompanies in connection with administration services we provide in connection with investment trust certificatesthat we distribute. We also receive agent commissions from insurance companies for the insurance products wesell as an agent.

50

Operating Results of Retail

2018

2019

Millions of yen
Year ended March 31% Change fromprevious year
2020

% Change fromprevious year

Non-interest revenue . . . . . . . . . . . . . . . . . . . ¥406,295
Net interest revenue . . . . . . . . . . . . . . . . . . . .
6,613¥331,743
7,737(18.3)%
17.0¥329,983
6,376(0.5)%(17.6)Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . . .

412,908
309,771

339,480
289,990(17.8)(6.4)

336,359
286,926

(0.9)
(1.1)

Income before income taxes . . . . . . . . . . . . . . ¥103,137¥ 49,490(52.0)%¥ 49,433(0.1)%Net revenue decreased from the year ended March 31, 2019 to the year ended March 31, 2020 primarily due
to a decrease in fees from investment banking services, offset in part by increased commissions for distributionof investment trusts.
Net revenue decreased from the year ended March 31, 2018 to the year ended March 31, 2019 as a result ofa decrease in retail investors’ transactions of stocks and investment trusts under the uncertain market condition
weighed on investor sentiment.
Non-interest expenses decreased from the year ended March 31, 2019 to the year ended March 31, 2020,
primarily due to a decrease in business development expenses including advertising costs.
Non-interest expenses decreased from the year ended March 31, 2018 to the year ended March 31, 2019,
primarily due to a decrease in compensation and benefit and system-related expenses with the termination ofsystem depreciation.
The following table shows the breakdown of Retail non-interest revenues for the year ended March 31, 2019and 2020.

2019

Millions of yen
Year ended March 31% Change from2020
previous year

Commissions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Brokerage commissions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commissions for distribution of investment trusts . . . . . . . . . . . . . . .
Other commissions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net gain on trading . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fees from investment banking . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asset management fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥142,764 ¥153,170
60,167
61,20757,88066,94024,71725,02355,82956,75633,981
23,23995,384
92,139
3,785
4,679

7.3%
1.7
15.7
1.2
1.7
(31.6)(3.4)
23.6

Non-interest revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥331,743(0.5)%¥329,983

Commissions increased from the year ended March 31, 2019 to the year ended March 31, 2020, primarily
due to increases in commissions received from the distribution of investment trusts and brokerage commissions
received from equity and equity-related products. Net gain on trading increased from the year ended March 31,
2019 to the year ended March 31, 2020, primarily due to an increase in income related to debt securities. Feesfrom investment banking decreased from the year ended March 31, 2019 to the year ended March 31, 2020,
primarily due to the absence of large IPO deals as compared to the previous year.
51Retail Client Assets
The following table presents amounts and details regarding the composition of Retail client assets as ofMarch 31, 2019 and 2020. Retail client assets consist of clients’ assets held in our custody and assets relating tovariable annuity insurance products.
Trillions of yen
Year ended March 31, 2019

Gross outflows

Marketappreciation /(depreciation)

Balance at
end of year

¥22.5
29.2
2.9
0.3
—
0.9

¥(21.4)(27.2)
(2.7)
(0.7)
(0.1)
(0.6)

¥(4.9)
(1.1)
(0.3)
0.1
0.0
0.1

¥ 71.9
18.8
9.0
6.8
1.1
7.1

¥55.8

¥(52.7)¥(6.1)¥114.7

Balance at
end of year

Balance at
beginning of year

Gross inflows

Equities . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities . . . . . . . . . . . . . . . . . . . .
Stock investment trusts . . . . . . . . . . . . .
Bond investment trusts . . . . . . . . . . . . . .
Overseas mutual funds . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 75.7
17.9
9.1
7.1
1.2
6.7

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥117.7

Trillions of yen
Year ended March 31, 2020
Balance at
beginning of year

Gross inflows

Gross outflows

Marketappreciation /(depreciation)

Equities . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities . . . . . . . . . . . . . . . . . . . .
Stock investment trusts . . . . . . . . . . . . .
Bond investment trusts . . . . . . . . . . . . . .
Overseas mutual funds . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 71.9
18.8
9.0
6.8
1.1
7.1

¥12.4
29.3
3.1
0.9
0.1
0.8

¥(13.4)(27.3)
(3.2)
(0.5)
(0.1)
(1.0)

¥ (8.2)
(2.4)
(1.3)
0.1
(0.1)
0.1

¥ 62.7
18.4
7.6
7.3
1.0
7.0

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥114.7¥46.6¥(45.5)¥(11.8)¥104.0Retail client assets decreased from March 31, 2019 to March 31, 2020. The balances of our clients’ equity
and equity-related products decreased by ¥9.2 trillion from ¥71.9 trillion as of March 31, 2019 to ¥62.7 trillion asof March 31, 2020, mainly due to the disruptions in the Japanese equity market from February 2020 reflecting
the effect of the COVID-19 pandemic and increase of net outflows. The balances of our clients’ investment trusts
decreased by ¥1.1 trillion from ¥16.9 trillion as of March 31, 2019 to ¥15.8 trillion as of March 31, 2020.
Retail client assets decreased from March 31, 2018 to March 31, 2019. The balances of our clients’ equity
and equity-related products decreased by ¥3.8 trillion from ¥75.7 trillion as of March 31, 2018 to ¥71.9 trillion asof March 31, 2019, mainly due to the deterioration of Japanese equity market and increase of net outflows. Thebalances of our clients’ investment trusts decreased by ¥0.5 trillion from ¥17.4 trillion as of March 31, 2018 to¥16.9 trillion as of March 31, 2019.
Asset Management
Our Asset Management Division is conducted principally through Nomura Asset Management Co., Ltd.
(“NAM”). We earn portfolio management fees through the development and management of investment trusts,
which are distributed through Nomura Securities Co., Ltd. (“NSC”), other brokers and banks. We also provide
investment advisory services for pension funds and other institutional clients. Net revenue generally consist ofasset management and portfolio service fees that are attributable to Asset Management.

52

Operating Results of Asset Management

2018

Millions of yen
Year ended March 31% Change fromprevious year
2020

2019

% Change fromprevious year

Non-interest revenue . . . . . . . . . . . . . . . . . . . . . ¥118,545
Net interest revenue . . . . . . . . . . . . . . . . . . . . . .
8,792¥89,6078,238(24.4)%(6.3)¥85,1907,415(4.9)%(10.0)Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . . . . .

127,337
61,167

97,84563,660(23.2)
4.1

92,60563,833(5.4)
0.3

Income before income taxes . . . . . . . . . . . . . . . .

¥ 66,170¥34,185(48.3)%¥28,772(15.8)%Net revenue decreased from the year ended March 31, 2019 to the year ended March 31, 2020, primarily due
to American Century Investments related losses and the decrease in asset management and portfolio service fees.
Net revenue decreased from the year ended March 31, 2018 to the year ended March 31, 2019, primarily due
to American Century Investments related losses, while cash inflow in the investment trust business andinvestment advisory business contributed to the increase in assets under management and business performance
improved.
Non-interest expenses increased slightly from the year ended March 31, 2019 to the year ended March 31,
2020.
Non-interest expenses increased from the year ended March 31, 2018 to the year ended March 31, 2019,
mainly due to an increase in system-related expenses.
The following table presents assets under management of each principal Nomura entity within the AssetManagement Division as of March 31, 2019 and 2020.
Billions of yen
Year ended March 31, 2019
Adjustment inMarketBalance at
beginning
appreciation / Balance at
beginning of year
balance
Gross inflows Gross outflows (depreciation) end of year

Nomura Asset Management
Co., Ltd . . . . . . . . . . . . . . . . . .
Nomura Funds Research andTechnologies Co., Ltd. . . . . . .
Nomura Corporate Research andAsset Management Inc. . . . . .

¥52,381¥—¥24,988¥(23,850)¥(148)¥53,371

2,765(2,765)

—

—

—

—

2,684

—

902

(732)

157

3,011

Combined total . . . . . . . . . . . . . .
Shared across groupcompanies . . . . . . . . . . . . . . . .

57,830(2,765)25,890(24,582)

956,382(7,815)2,649(1,187)

1,521

(176)

(5,008)

Total . . . . . . . . . . . . . . . . . . . . . .

¥50,015¥ (116)¥24,703¥(23,061)¥(167)¥51,37453

Billions of yen
Year ended March 31, 2020
Adjustment inMarketBalance at
beginning
appreciation / Balance at
beginning of year
balance
Gross inflows Gross outflows (depreciation) end of year

Nomura Asset Management
Co., Ltd . . . . . . . . . . . . . . . . . .
Nomura Corporate Research andAsset Management Inc. . . . . .

¥53,371¥—¥26,098¥(25,076)¥(3,745)¥50,648

3,011

—

568

(739)

(351)

2,489

Combined total . . . . . . . . . . . . . .
Shared across groupcompanies . . . . . . . . . . . . . . . .

56,382—

26,666(25,815)(4,096)53,137(5,008)

—

(882)

1,501

577

(3,812)

Total . . . . . . . . . . . . . . . . . . . . . .

51,374—25,784(24,314)(3,519)49,325

Notes: Nomura Funds Research and Technologies Co. , Ltd. was reclassified to Other segment as a result of
our organizational structure change in April 2018.
In our investment trust business, asset under management decreased primary due to market depreciation,
partially offset by continuous inflow to ETF.
The following table presents NAM’s share, in terms of net asset value, of the Japanese publicly offeredinvestment trusts market as of March 31, 2018, 2019 and 2020.

Total of publicly offered investment trusts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock investment trusts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Bond investment trusts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2018March 31
2019

2020

27%
25%
44%

28%
26%
45%

28%
26%
44%

The investment trust assets included in assets under management by NAM were ¥34.0 trillion as ofMarch 31, 2020, a ¥1.6 trillion, 4% decrease from March 31, 2019. This decrease is due to positive net inflows of¥1.4 trillion and market depreciation of ¥3.0 trillion. Despite the market depreciation, the balances of certain
investment trusts, such as TOPIX Exchange Traded Fund increased.
The investment trust assets included in assets under management by NAM were ¥35.6 trillion as ofMarch 31, 2019, a ¥1.5 trillion, 4% increase from March 31, 2018. This increase is due to positive net inflows of¥2.2 trillion and market depreciation of ¥0.7 trillion. The balances of investment trusts, such as TOPIX Exchange
Traded Fund and Nikkei 225 Exchange Traded Fund increased.

54

Wholesale
Operating Results of Wholesale
The operating results of our Wholesale Division comprise the combined results of our Global Markets andInvestment Banking businesses.
Millions of yen
Year ended March 31% Change fromprevious year
2020

% Change fromprevious year

2018

2019

Non-interest revenue . . . . . . . . . . . . . . . . . . .
Net interest revenue . . . . . . . . . . . . . . . . . . .

¥587,474
127,859¥ 496,484
58,904(15.5)%(53.9)¥506,203
142,416

2.0%
141.8

Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . . .

715,333
614,745555,388666,787(22.4)
8.5

648,619556,39916.8(16.6)

Income (loss) before income taxes . . . . . . . .

¥100,588¥(111,399)— %¥ 92,220— %Net revenue increased from the year ended March 31, 2019 to the year ended March 31, 2020. Fixed Income
revenues increased year on year due to strong performance in foreign currency and emerging market products,
and Equities revenues also increased due to higher client activities in response to the higher market volatilities.
Income before income taxes for the year ended March 31, 2020 includes approximately ¥35 billion mark down
mainly on our loan-related positions due to market dislocation in March.
Net revenue decreased from the year ended March 31, 2018 to the year ended March 31, 2019. Fixed
Income revenues decreased year on year due to lower performance mainly in rates products because of uncertain
markets, also Equities revenues decreased due to lower client activities and Investment Banking revenues
decreased year on year despite the contribution from M&A and ECM, such as acquisition of Shire Plc by Takeda
Pharmaceutical Co. and IPO of Softbank Corp.
Non-interest expenses decreased from the year ended March 31, 2019 to the year ended March 31, 2020,
primarily due to the absence of the goodwill impairment recognized in December 2018.
Non-interest expenses increased from the year ended March 31, 2018 to the year ended March 31, 2019,
primarily due to the goodwill impairment recognized in December 2018, and one-off expenses related to revisionof business portfolio.
The following table presents a breakdown of net revenue for Wholesale for the year ended March 31, 2018,2019 and 2020.

2018

2019

Millions of yen
Year ended March 31% Change fromprevious year
2020

% Change fromprevious year

Wholesale net revenue:
Global Markets net revenue . . . . . . . . . . . . . . ¥603,197
Investment Banking net revenue . . . . . . . . . .
112,136¥453,044
102,344(24.9)%(8.7)¥562,927
85,692

24.3%(16.3)Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . ¥715,333¥555,388(22.4)%¥648,619

16.8%

Nomura established Client Financing and Solutions (“CFS”) in April, 2018. In CFS, Global Markets andInvestment Banking co-work and revenue generated from CFS is allocated to Global Markets and Investment
Banking in a certain manner. Accordingly, certain net revenue which was previously allocated to Global Markets
has been reclassified to Investment Banking.
55

Global Markets
We have a proven track record in sales and trading of debt securities, equity securities, and foreignexchange, as well as derivative products based on these financial instruments, mainly to domestic and overseas
institutional investors. In response to the increasingly diverse and complex needs of our clients, we continue toenhance our trading and product origination capabilities to offer superior products not only to domestic andoverseas institutional investors, but also to our Retail and Asset Management Divisions. This cross-divisional
approach also extends to Investment Banking, where close collaboration leads to high value-adding solutions forour clients. These ties enable us to identify the types of product of interest for investors and develop and deliverproducts that meet their needs. We continue to develop extensive ties with institutional investors in Japan andinternational markets, as well as wealthy investors, public-sector agencies, and regional financial institutions inJapan, and government agencies, financial institutions, and corporations around the world.
Net revenue increased from the year ended March 31, 2019 to the year ended March 31, 2020. In our Fixed
Income businesses, Net revenue increased from ¥232,835 million for the year ended March 31, 2019 to¥337,480 million for the year ended March 31, 2020 primarily due to strong performance mainly in foreign
currency and emerging market products. In our Equities business, Net revenue increased from ¥220,209 million
for the year ended March 31, 2019 to ¥225,447 million for the year ended March 31, 2020 due to higher client
activities due to market volatilities.
Net revenue decreased from the year ended March 31, 2018 to the year ended March 31, 2019. In our Fixed
Income businesses, Net revenue decreased from ¥341,594 million for the year ended March 31, 2018 to¥232,835 million for the year ended March 31, 2019 primarily due to lower performance mainly in rates products
because of uncertain markets. In our Equities business, Net revenue decreased from ¥261,603 million for the year
ended March 31, 2018 to ¥220,209 million for the year ended March 31, 2019 due to lower client activities under
uncertain markets.
The net revenue figures in Global Markets discussed are non-GAAP financial measures prepared on a
management accounting basis that are a useful supplement to financial information of our Wholesale segment.
We disclose these measures to show the performance of Global Markets as an individual business line, which we
believe can help enhance the understanding of underlying trends in Global Markets.
Investment Banking
We provide a broad range of investment banking services, such as underwriting and advisory activities. We
underwrite offerings of debt, equity and other financial instruments in major financial markets, such as Asia,
Europe and the U.S. We have been enhancing our M&A and financial advisory expertise to secure morehigh-profile deals both across and within regions. We develop and forge solid relationships with clients on along-term basis by providing extensive resources in a seamless fashion to facilitate bespoke solutions.
Net revenue decreased from the year ended March 31, 2019 to the year ended March 31, 2020 primarily due
to market downturn from February 2020 resulting from the effect of the COVID-19 pandemic.
Net revenue decreased from the year ended March 31, 2018 to the year ended March 31, 2019, despite thecontribution from M&A and ECM, such as acquisition of Shire Plc by Takeda Pharmaceutical Co. and IPO of
Softbank Corp on the back of successful collaboration across regions and divisions.
The net revenue figures in Investment Banking discussed are non-GAAP financial measures prepared on a
management accounting basis that we believe are a useful supplement to financial information of our Wholesalesegment. We disclose these measures to show the performance of Investment Banking as an individual businessline, which we believe can help enhance the understanding of underlying trends in Investment Banking.

56

Other Operating Results
Other operating results include net gain (loss) related to economic hedging transactions, realized gain on
investments in equity securities held for operating purposes, equity in earnings of affiliates, operating results of
the Merchant Banking Division, corporate items, and other financial adjustments. See Note 22 “Segment andgeographic information” in our consolidated financial statements included within this annual report.
Income (loss) before income taxes in Other operating results were ¥56,365 million for the year ended
March 31, 2018, ¥(2,773) million for the year ended March 31, 2019 and ¥99,163 million for the year ended
March 31, 2020, primarily due to the realized gain of ¥73,293 million resulting from the partial sale of Nomura’s
investments in ordinary shares of Nomura Research Institute, Ltd.
Other operating results for the year ended March 31, 2020 include the negative impact of our own
creditworthiness on derivative liabilities which resulted in gains of ¥16,333 million and losses from changes incounterparty credit spreads of ¥12,056 million.
Other operating results for the year ended March 31, 2019 include the negative impact of our own
creditworthiness on derivative liabilities which resulted in gains of ¥183 million and losses from changes incounterparty credit spreads of ¥725 million.
Other operating results for the year ended March 31, 2018 include the positive impact of our own
creditworthiness on derivative liabilities which resulted in losses of ¥630 million and gains from changes incounterparty credit spreads of ¥6,846 million.
Summary of Regional Contribution
For a summary of our net revenue, income (loss) before income taxes and long-lived assets by geographic
region, see Note 22 “Segment and geographic information” in our consolidated financial statements included inthis annual report.
Regulatory Capital Requirements
Many of our business activities are subject to statutory capital requirements, including those of Japan, theU.S., the U.K. and certain other countries in which we operate. For further discussion on statutory capitalrequirements, see Note 19 “Regulatory requirements” in our consolidated financial statements included in thisannual report.
Translation Exposure
A significant portion of our business is conducted in currencies other than Japanese Yen—mostsignificantly, U.S. dollars, British pounds and Euros. We prepare financial statements of each of our consolidated
subsidiaries in its functional currency, which is the currency of the primary economic environment in which theentity operates. Translation exposure is the risk arising from the effect of fluctuations in exchange rates on the
net assets of our foreign subsidiaries. Translation exposure is not recognized in our consolidated statements ofincome unless and until we dispose of, or liquidate, the relevant foreign subsidiary.
Critical Accounting Policies and Estimates
Critical accounting policies are the accounting policies which have the most significant impact on the
preparation of our consolidated financial statements included within this annual report and which require themost difficult, subjective and complex judgments by management to develop estimates used in the application ofthese policies. Such estimates determined by management include estimates regarding the fair value of financial
57

instruments, the outcome of litigation and tax examinations, the recovery of the carrying value of goodwill, theallowance for doubtful accounts, the realization of deferred tax assets, the impairment of equity method
investments and other non-financial assets and other matters that affect the reported amounts of assets andliabilities as well as the disclosures in the consolidated financial statements. Estimates, by their nature, are basedon underlying assumptions which require management judgment and depend on the extent of available
information. Actual results in future periods may differ from current estimates, which could have a material
impact on the consolidated financial statements.
The COVID-19 pandemic has impacted some of the critical accounting estimates used in these consolidated
financial statements during the year ended March 31, 2020 and is expected to continue to impact these estimatesin future periods. Assumptions around how long the COVID-19 pandemic will last and how long the economies
and financial markets in the key jurisdictions in which Nomura and its clients operate will take to recover has,
and will continue to, affect these estimates. The key assumptions and estimates impacted by COVID-19 include:•

The ability of clients to perform on their contractual obligations to Nomura arising from financial
instruments for determination of fair value measurements or allowances for doubtful accounts;•

The volatility and dislocation in global financial markets for determination of fair value measurements;•

The expected duration of declines in global equity markets for determination of fair value measurements
and impairment of equity method investments;•

The future use of non-financial assets within Nomura for determination of whether impairments are
required; and•The future profitability of Nomura to realize deferred tax assets.

The following table summarizes critical accounting policies within our consolidated financial statements,
the critical accounting estimates inherent within application of those policies, the nature of the estimates, theunderlying assumptions made by management used to derive those estimates and how the COVID-19 pandemic,
has and is expected to continue to impact these estimates and therefore amounts reported in the consolidated
financial statements. See Note 1 “Summary of Accounting Policies” for more information on the criticalaccounting policies we apply for all of these areas and the relevant additional footnotes referred to in the table formore information around how these critical accounting policies and critical accounting estimates have been
applied.
Criticalaccounting
policyFair value offinancial
instruments
Note 2“Fair value
measurements”

Critical accounting
estimates

Estimating fairvalue forfinancial
instruments

Underlying subjective key
assumptions by management•

Election of appropriate
valuation techniques•

Principal markets are active orinactive•

Significance of level 3 inputs

58

Impact of COVID-19 pandemic•

Dislocated financial markets asa result of the COVID-19
pandemic has increased market
volatility and reduced pricetransparency for certain
financial instruments•

Updates to inputs used todetermine fair value offinancial instruments

Critical
accounting
policyAllowances for
doubtfulaccounts
Note 7“Financing
receivables”

Goodwill andintangible
assets
Note 10“Otherassets—Other/Otherliabilities”

Critical accounting
estimates

Determinationof whether
loans, otherreceivables andloancommitments
are impairedandmeasurement of
impairment
lossesDeterminationof whether
goodwill andintangible
assets are
impaired andmeasurement of
any impairment
loss.

Underlying subjective key
assumptions by management•

Ability of borrowers to pay inaccordance with contractual
terms of the financial
instruments•

Future cash flows for impairedloans where impairment
measurement using a
discounted cash flow method.

•

Fair value of collateral in
impaired collateral dependent
loans.

•

Identifying impairment
indicators which trigger an
impairment test•

Inputs to the fair value ofreporting units which include
goodwill and fair value ofindefinite-life intangibles.

•

Impact of COVID-19 pandemic•

Ability of borrowers to pay
increasingly subjective as has
required consideration both topay in the short-term while
governments imposed
lockdowns and similar
restrictions on trading, and in
the longer-term once therestrictions were lifted andeconomies were expected to
improve.

•

Estimating future cash flows
increasingly subjective due touncertainty in future
performance of borrowers•

Estimating fair value
increasingly subjective due todislocated financial andnon-financial markets•

Allowances for credit losses
increased to ¥13,012 m as ofMarch 31, 2020 from ¥4,169 m
as of March 31, 2019 primarily
due to additional impairments
identified in the fourth quarterdue to the COVID-19.

•

Annual goodwill impairment
test performed in the fourth
quarter. No impairment loss
recognized as estimated fairvalue of reporting units
exceeded carrying value.

•

Annual impairment test ofindefinite-lived intangibles
performed in the fourth quarter.
No impairment loss recognized
as estimated fair value
exceeded carrying value.

•

The COVID -19 pandemic was
not considered an impairment
indicator for finite-lived
intangible assets during thefourth quarter. No impairment
testing of the relevant asset
groups including these
intangible assets was required.

Future cash flows forrecoverability of finite-lived
intangible assets.

59

Critical
accounting
policyEquity method
investees
Note 20“Affiliatedcompanies andother equitymethod
investees”
Litigation
provisions
Note 21“Commitments,
contingencies
andguarantees”

Income taxes
Note 16“Incometaxes”

Critical accounting
estimates

Underlying subjective key
assumptions by management

Impact of COVID-19 pandemic

Determinationof whether
equity method
investees are
impaired.

•

When a decline in the shareprice of listed equity method
investees below carrying value
is other-than-temporary.

•

As a result of significant
declines in global equity
markets during the fourth
quarter due to the COVID-19
pandemic, we assessed andconcluded no other-thantemporary impairment losses
were required to be recognized.

Determinationof whether aloss is probableandmeasurement ofprovisions•

Likelihood of eventual loss andability to appeal or recover theloss from other parties••

Management appetite to settle
the matter•

Loss amounts when claims aresubstantial, indeterminate or at
an early stage

While the COVID-19 pandemic
has delayed the potential
resolution of certain litigation
matters, it has not had a direct
significant impact on ourlitigation provisions as ofMarch 31, 2020.

•

Future profitability of Nomura
entities••

Interpretation of tax rules bycourts and regulatory
authorities and tax
examinations by taxing
authorities.

•

Weighting of positive andnegative evidence around thelikelihood that sufficient futuretaxable income will be
generated to realize deferred
tax assets in the relevant tax
jurisdiction

Although estimating futuretaxable income wasincreasingly subjective due touncertainty in future
profitability of Nomura, it did
not result in a significant
impact on our determination ofrealization of deferred tax
assets as of March 31, 2020.

Realization ofdeferred tax
assetsLevel 3 financial assets as a proportion of total financial assets, carried at fair value on a recurring basis
were 5% as of March 31, 2020 (5% as of March 31, 2019) as listed below:
Billions of yen
March 31, 2020
Counterparty
and CashCollateral
Level 3
Netting

Level 1

Level 2Financial assets measured at fair value (Excluding
derivative assets) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Derivative assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥6,85571¥ 9,699
20,921

¥751
198

¥

—
(19,248)¥17,305
1,942

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥6,926¥30,620¥949¥(19,248)¥19,247

60

Total

See Note 2 “Fair value measurements” in our consolidated financial statements included in this annual
report.
Derivative contracts
We use a variety of derivative financial instruments including futures, forwards, swaps and options, fortrading and non-trading purposes. All derivatives are carried at fair value, with changes in fair value recognizedeither through the consolidated statements of income or the consolidated statements of comprehensive income
depending on the purpose for which the derivatives are used.
Derivative assets and liabilities with the same counterparty documented under a master netting agreement
are offset in the consolidated balance sheets where the specific criteria defined by ASC 210-20 “Balance Sheet—
Offsetting” and ASC 815 “Derivatives and Hedging” are met. These criteria include requirements around thelegal enforceability of such close-out and offset rights under the master netting agreement. In addition, fair value
amounts recognized for the right to reclaim cash collateral (a receivable) and the obligation to return cash
collateral (a payable) are also offset against net derivative liabilities and net derivative assets, respectively, wherecertain additional criteria are met.
Derivative contracts consist of listed derivatives and OTC derivatives. The fair value of listed derivatives
are determined based on quoted market prices or valuation models. OTC derivatives are valued using valuation
models. Listed derivative and OTC derivative assets and liabilities after netting are shown below:
Billions of yen
March 31, 2019
AssetsLiabilities

Listed derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
OTC derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 103
749

¥ 241
574

¥ 852

¥ 815

Billions of yen
March 31, 2020
AssetsLiabilities

Listed derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
OTC derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 559
1,383

¥ 716
1,093

¥1,942¥1,809The following table presents the fair value of OTC derivative assets and liabilities as of March 31, 2020 byremaining contractual maturity.

OTC derivative assets . . . . . . . . . . . . . . .
OTC derivative liabilities . . . . . . . . . . . .

Less than
1 yearBillions of yen
March 31, 2020
Years to Maturity
1 to 33 to 5 5 to 7 More than
years
years years
7 years¥2,026
1,748¥1,319
1,256

¥944
922

¥617
626

¥3,853
3,392

Cross-maturity
netting(1)Totalfair value¥(7,376)(6,851)¥1,383
1,093(1) Represents the impact of netting derivative assets with derivative liabilities for the same counterparty acrossmaturity band categories. Derivative assets and derivative liabilities with the same counterparty in the same
maturity category are netted within the maturity category. This column also includes cash collateral nettingwith the same counterparty.
61

The fair value of derivative contracts includes adjustments for credit risk, both with regards to counterparty
credit risk on positions held and our own creditworthiness on positions issued. We realize gains or losses relating
to changes in credit risk on our derivative contracts together with the movements of trading positions, which
include derivatives that are expected to mitigate the above mentioned impact of changes in credit risk.
Assets and Liabilities Associated with Investment and Financial Services Business
Exposure to Certain Financial Instruments and Counterparties
Market conditions continue to impact numerous products to which we have certain exposures. We also have
exposures to Special Purpose Entities (“SPEs”) and others in the normal course of business.
Leveraged Finance
We provide loans to clients in connection with leveraged buy-outs and leveraged buy-ins. As this type offinancing is usually initially provided through a commitment, we have both funded and unfunded exposures onthese transactions.
The following table sets forth our exposure to leveraged finance with unfunded commitments, presenting
funded and unfunded portions by geographic location of the target company as of March 31, 2020.
Millions of yen
March 31, 2020
FundedUnfunded

Total

Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥120,362 ¥ 71,840 ¥192,202
Americas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
53,87857,280111,158
Asia and Oceania . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7,761
5,166
12,927
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥182,001¥134,286¥316,287

Special Purpose Entities (“SPEs”)
Our involvement with these entities includes structuring, underwriting, as well as, subject to prevailingmarket conditions, distributing and selling debt instruments and beneficial interests issued by these entities. In
the normal course of securitization and equity derivative activities business, we also act as a transferor of
financial assets to, and underwriter, distributor and seller of repackaged financial instruments issued by these
entities. We retain, purchase and sell variable interests in SPEs in connection with our market-making, investingand structuring activities. Our other types of involvement with SPEs include guarantee agreements and derivative
contracts.
For further discussion on Nomura’s involvement with variable interest entities, see Note 6 “Securitizations
and Variable Interest Entities” in our consolidated financial statements included in this annual report.
Accounting Developments
See Note 1 “Summary of accounting policies: New accounting pronouncements adopted during the current
year” in our consolidated financial statements included in this annual report.

62

Deferred Tax Assets
Details of deferred tax assets and liabilities
The following table presents details of deferred tax assets and liabilities reported within Other assets—Other
and Other liabilities, respectively, in the consolidated balance sheets as of March 31, 2020.
Millions of yen
March 31, 2020

Deferred tax assets
Depreciation, amortization and valuation of fixed assets . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in subsidiaries and affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation of financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued pension and severance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other accrued expenses and provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 19,932
1,209
77,05424,356
51,566
308,504
47,6809,394

Gross deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less—Valuation allowances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

539,695(388,411)

Total deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

151,284

Deferred tax liabilities
Investments in subsidiaries and affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation of financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Undistributed earnings of foreign subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation of fixed assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Right-of-use assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

89,63052,7802,423
9,497
47,4382,992

Total deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

204,760

Net deferred tax assets (liabilities) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (53,476)

Calculation method of deferred tax assets
In accordance with U.S. GAAP, we recognize deferred tax assets to the extent we believe that it is more
likely than not that a benefit will be realized. A valuation allowance is provided for tax benefits available to us,which are not deemed more likely than not to be realized.
B. Liquidity and Capital Resources.
Funding and Liquidity Management
Overview
We define liquidity risk as the risk of loss arising from difficulty in securing the necessary funding or from asignificantly higher cost of funding than normal levels due to deterioration of the Nomura Group’s
creditworthiness or deterioration in market conditions. This risk could arise from Nomura-specific or marketwide events such as inability to access the secured or unsecured debt markets, a deterioration in our credit
ratings, a failure to manage unplanned changes in funding requirements, a failure to liquidate assets quickly andwith minimal loss in value, or changes in regulatory capital restrictions which may prevent the free flow of funds
between different group entities. Our global liquidity risk management policy is based on liquidity risk appetite
formulated by the Executive Management Board (“EMB”). Nomura’s liquidity risk management, under marketwide stress and in addition, under Nomura-specific stress, seeks to ensure enough continuous liquidity to meet all63

funding requirements and unsecured debt obligations across one year and 30-day periods, respectively, without
raising funds through unsecured funding or through the liquidation of assets. We are required to meet regulatory
notice on the liquidity coverage ratio issued by the FSA.
We have in place a number of liquidity risk management frameworks that enable us to achieve our primaryliquidity objective. These frameworks include (1) Centralized Control of Residual Cash and Maintenance of
Liquidity Portfolio; (2) Utilization of Unencumbered Assets as Part of Our Liquidity Portfolio; (3) Appropriate
Funding and Diversification of Funding Sources and Maturities Commensurate with the Composition of Assets;(4) Management of Credit Lines to Nomura Group Entities; (5) Implementation of Liquidity Stress Tests; and(6) Contingency Funding Plan.
Our EMB has the authority to make decisions concerning group liquidity management. The Chief Financial
Officer (“CFO”) has the operational authority and responsibility over our liquidity management based on
decisions made by the EMB.
1.

Centralized Control of Residual Cash and Maintenance of Liquidity Portfolio.

We centrally control residual cash held at Nomura Group entities for effective liquidity utilization purposes.
As for the usage of funds, the CFO decides the maximum amount of available funds, provided without posting
any collateral, for allocation within Nomura and the EMB allocates the funds to each business division. Global
Treasury monitors usage by businesses and reports to the EMB.
In order to enable us to transfer funds smoothly between group entities, we limit the issuance of securities
by regulated broker-dealers or banking entities within the Nomura Group and seek to raise unsecured funding
primarily through the Company or through unregulated subsidiaries. The primary benefits of this strategy include
cost minimization, wider investor name recognition and greater flexibility in providing funding to various
subsidiaries across the Nomura Group.
To meet any potential liquidity requirement, we maintain a liquidity portfolio, managed by Global Treasury
apart from other assets, in the form of cash and highly liquid, unencumbered securities that may be sold or
pledged to provide liquidity. As of March 31, 2020, our liquidity portfolio was ¥5,354.4 billion which
sufficiently met liquidity requirements under the stress scenarios even amid the highly volatile financial market
due to the pandemic of the COVID-19 pandemic.
The following table presents a breakdown of our liquidity portfolio by type of financial assets as ofMarch 31, 2019 and 2020 and averages maintained for the years ended March 31, 2019 and 2020. Yearly
averages are calculated using month-end amounts.
Average foryear ended
March 31, 2019

Billions of yen
Average forMarch 31,year ended
2019
March 31, 2020

March 31,2020

Cash, cash equivalents and time deposits(1) . . . . . . . . . . . . .
Government debt securities . . . . . . . . . . . . . . . . . . . . . . . . .
Others(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,280.3
2,553.0
301.1¥2,113.1
2,424.6
332.8¥2,323.6
2,371.5
310.6¥2,540.4
2,412.2
401.8

Total liquidity portfolio . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥5,134.4¥4,870.5¥5,005.7¥5,354.4(1) Cash, cash equivalents, and time deposits include nostro balances and deposits with both central banks andmarket counterparties that are readily available to support the liquidity position of Nomura.
(2) Others include other liquid financial assets such as money market funds and U.S. agency securities.

64

The following table presents a breakdown of our liquidity portfolio by currency as of March 31, 2019 and2020 and averages maintained for the years ended March 31, 2019 and 2020. Yearly averages are calculatedusing month-end amounts.
Average foryear ended
March 31, 2019

Billions of yen
Average forMarch 31,year ended
2019
March 31, 2020

March 31,
2020

Japanese Yen . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
U.S. Dollar . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Euro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
British Pound . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Others(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,696.8
2,231.0
734.0
325.2
147.4

¥1,570.7
1,961.7
898.8
265.7
173.6

¥1,500.6
2,219.9
818.4
310.5
156.3

¥1,341.9
2,732.5
789.5
315.5
175.0

Total liquidity portfolio . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥5,134.4¥4,870.5¥5,005.7¥5,354.4(1) Includes other currencies such as the Australian dollar, the Canadian dollar and the Swiss franc.
We assess our liquidity portfolio requirements globally as well as by each major operating entity in the
Nomura Group. We primarily maintain our liquidity portfolio at Nomura Holdings, Inc. (“NHI”) and Nomura
Securities Co. Ltd. (“NSC”), our other major broker-dealer subsidiaries, our bank subsidiaries, and other group
entities. In determining the amounts and entities which hold this liquidity portfolio, we consider legal, regulatory
and tax restrictions which may impact our ability to freely transfer liquidity across different entities in the
Nomura Group. For more information regarding regulatory restrictions, see Note 19 “Regulatory requirements”
in our consolidated financial statements included within this annual report.
The following table presents a breakdown of our liquidity portfolio by entity as of March 31, 2019 and2020.
Billions of yen
March 31, 2019 March 31, 2020

NHI and NSC(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Major broker-dealer subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Bank subsidiaries(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,142.9
2,473.5
799.4
454.7

¥1,382.9
2,645.8
775.8
549.9

Total liquidity portfolio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥4,870.5¥5,354.4(1) NSC, a broker-dealer located in Japan, holds an account with the Bank of Japan (“BOJ”) and has directaccess to the BOJ Lombard facility through which same day funding is available for our securities pool.
Any liquidity surplus at NHI is lent to NSC via short-term intercompany loans, which can be unwound
immediately when needed.
(2) Includes Nomura Bank International plc (“NBI”), Nomura Singapore Limited and Nomura Bank
Luxembourg S.A.
2.

Utilization of Unencumbered Assets as Part of Our Liquidity Portfolio.

In addition to our liquidity portfolio, we had ¥2,573.6 billion of other unencumbered assets comprising
mainly of unpledged trading assets that can be used as an additional source of secured funding. Global Treasury
monitors other unencumbered assets and can, under a liquidity stress event when the contingency funding plan
has been invoked, monetize and utilize the cash generated as a result. The aggregate of our liquidity portfolio andother unencumbered assets as of March 31, 2020 was ¥7,928.0 billion, which represented 258.0% of our total
unsecured debt maturing within one year.
65Billions of yen
March 31, 2019 March 31, 2020

Net liquidity value of other unencumbered assets . . . . . . . . . . . . . . . . . . . . . . . . . .
Liquidity portfolio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,268.1
4,870.5¥2,573.6
5,354.4

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥7,138.6¥7,928.0

3. Appropriate Funding and Diversification of Funding Sources and Maturities Commensurate with theComposition of Assets
We seek to maintain a surplus of long-term debt and equity above the cash capital requirements of ourassets. We also seek to achieve diversification of our funding by market, instrument type, investors, currency,
and staggered maturities in order to reduce unsecured refinancing risk.
We diversify funding by issuing various types of debt instruments—these include both structured loans andstructured notes with returns linked to interest rates, currencies, equities, commodities, or related indices. We
issue structured loans and structured notes in order to increase the diversity of our debt instruments. We typicallyhedge the returns we are obliged to pay with derivatives and/or the underlying assets to obtain funding equivalent
to our unsecured long-term debt. The proportion of our non-Japanese Yen denominated long-term debt increased
to 46.1% of total long-term debt outstanding as of March 31, 2020 from 43.6% as of March 31, 2019.
3.1

Short-Term Unsecured Debt

Our short-term unsecured debt consists of short-term bank borrowings (including long-term bankborrowings maturing within one year), other loans, commercial paper, deposit at banking entities, certificates ofdeposit and debt securities maturing within one year. Deposits at banking entities and certificates of deposit
comprise customer deposits and certificates of deposit of our banking subsidiaries. Short-term unsecured debt
includes the current portion of long-term unsecured debt.
The following table presents an analysis of our short-term unsecured debt by type of financial liability as ofMarch 31, 2019 and 2020.
Billions of yen
March 31, 2019 March 31, 2020

Short-term bank borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial paper . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deposits at banking entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Certificates of deposit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities maturing within one year . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 107.0
231.4
313.0
1,149.1
11.1
707.2¥ 572.1
154.3
525.1
1,116.2
12.1
692.5

Total short-term unsecured debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,518.8¥3,072.3

3.2

Long-Term Unsecured Debt

We meet our long-term capital requirements and also achieve both cost-effective funding and an appropriate
maturity profile by routinely funding through long-term debt and diversifying across various maturities andcurrencies.
Our long-term unsecured debt includes senior and subordinated debt issued through U.S. registered shelfofferings and our U.S. registered medium-term note programs, our Euro medium-term note programs, registeredshelf offerings in Japan and various other debt programs.
66

As a globally competitive financial services group in Japan, we have access to multiple global markets andmajor funding centers. The Company, NSC, Nomura Europe Finance N.V., NBI, Nomura International Funding
Pte. Ltd. and Nomura Global Finance Co., LTD. are the main group entities that borrow externally, issue debt
instruments and engage in other funding activities. By raising funds to match the currencies and liquidities of ourassets or by using foreign exchange swaps as necessary, we pursue optimization of our funding structures.
We use a wide range of products and currencies to ensure that our funding is efficient and well diversified
across markets and investor types. Our unsecured senior debt is mostly issued without financial covenants, suchas covenants related to adverse changes in our credit ratings, cash flows, results of operations or financial ratios,
which could trigger an increase in our cost of financing or accelerate repayment of the debt.
The following table presents an analysis of our long-term unsecured debt by type of financial liability as ofMarch 31, 2019 and 2020.
Billions of yen
March 31, 2019 March 31, 2020

Long-term deposits at banking entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term bank borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 232.5
2,727.5
87.9
3,435.6¥ 147.9
2,591.5
82.5
3,522.1

Total long-term unsecured debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥6,483.5¥6,344.0(1) Excludes long-term debt securities issued by consolidated special purpose entities and similar entities thatmeet the definition of variable interest entities under ASC 810 “Consolidation” and secured financing
transactions recognized within Long-term borrowings as a result of transfers of financial assets that are
accounted for as financings rather than sales in accordance with ASC 860 “Transfer and Servicing.”
3.3

Maturity Profile

We also seek to maintain an average maturity for our plain vanilla debt securities and borrowings greaterthan or equal to three years. The average maturity for our plain vanilla debt securities and borrowings withmaturities longer than one year was 4.5 years as of March 31, 2020. A significant amount of our structured loans
and structured notes are linked to interest rates, currencies, equities, commodities, or related indices. Thesematurities are evaluated based on internal models and monitored by Global Treasury. Where there is a possibility
that these may be called prior to their scheduled maturity date, maturities are based on our internal stress option
adjusted model. The model values the embedded optionality under stress market conditions in order to determine
when the debt securities or borrowing is likely to be called. The graph below shows the distribution of maturitiesof our outstanding long-term debt securities and borrowings by the model.
On this basis, the average maturity of our structured loans and structured notes with maturities longer than
one year was 6.4 years as of March 31, 2020. The average maturity of our entire long-term debt with maturities
longer than one year including plain vanilla debt securities and borrowings, was 5.5 years as of March 31, 2020.

67

3.4

Secured Funding

We typically fund our trading activities through secured borrowings, repurchase agreements and Japanese“Gensaki Repo” transactions. We believe such funding activities in the secured markets are more cost-efficientand less credit-rating sensitive than financing in the unsecured market. Our secured funding capabilities dependon the quality of the underlying collateral and market conditions. While we have shorter term secured financing
for highly liquid assets, we seek longer terms for less liquid assets. We also seek to lower the refinancing risks of
secured funding by transacting with a diverse group of global counterparties and delivering various types of
securities collateral. In addition, we reserve an appropriate level of liquidity portfolio for the refinancing risks of
secured funding maturing in the short term for less liquid assets. For more detail of secured borrowings andrepurchase agreements, see Note 5 “Collateralized transactions” in our consolidated financial statements.
4.

Management of Credit Lines to Nomura Group Entities

We maintain and expand credit lines to Nomura Group entities from other financial institutions to securestable funding. We ensure that the maturity dates of borrowing agreements are distributed evenly throughout theyear in order to prevent excessive maturities in any given period.
5.

Implementation of Liquidity Stress Tests

We maintain our liquidity portfolio and monitor the sufficiency of our liquidity based on an internal model
which simulates changes in cash outflow under specified stress scenarios to comply with our above mentioned
liquidity management policy.
We assess the liquidity requirements of the Nomura Group under various stress scenarios with differinglevels of severity over multiple time horizons. We evaluate these requirements under Nomura-specific and broad
market-wide events, including potential credit rating downgrades at the Company and subsidiary levels. We callthis risk analysis our Maximum Cumulative Outflow (“MCO”) framework.

68

The MCO framework is designed to incorporate the primary liquidity risks for Nomura and models therelevant future cash flows in the following two primary scenarios:•

Stressed scenario—To maintain adequate liquidity during a severe market-wide liquidity event without
raising funds through unsecured financing or through the liquidation of assets for a year; and•Acute stress scenario—To maintain adequate liquidity during a severe market-wide liquidity event
coupled with credit concerns regarding Nomura’s liquidity position, without raising funds throughunsecured funding or through the liquidation of assets for 30 days.

We assume that Nomura will not be able to liquidate assets or adjust its business model during the time
horizons used in each of these scenarios. The MCO framework therefore defines the amount of liquidity required
to be held in order to meet our expected liquidity needs in a stress event to a level we believe appropriate basedon our liquidity risk appetite.
As of March 31, 2020, our liquidity portfolio exceeded net cash outflows under the stress scenarios
described above.
We constantly evaluate and modify our liquidity risk assumptions based on regulatory and market changes.
The model we use in order to simulate the impact of stress scenarios includes the following assumptions:6.

•

No liquidation of assets;•

No ability to issue additional unsecured funding;•

Upcoming maturities of unsecured debt (maturities less than one year);•

Potential buybacks of our outstanding debt;•

Loss of secured funding lines particularly for less liquid assets;•

Fluctuation of funding needs under normal business circumstances;•

Cash deposits and free collateral roll-off in a stress event;•

Widening of haircuts on outstanding repo funding;•

Additional collateralization requirements of clearing banks and depositories;•

Drawdown on loan commitments;•

Loss of liquidity from market losses;•

Assuming a two-notch downgrade of our credit ratings, the aggregate fair value of assets that we would
be required to post as additional collateral in connection with our derivative contracts; and•Legal and regulatory requirements that can restrict the flow of funds between entities in the Nomura
Group.
Contingency Funding Plan

We have developed a detailed contingency funding plan to integrate liquidity risk control into ourcomprehensive risk management strategy and to enhance the quantitative aspects of our liquidity risk control
procedures. As a part of our Contingency Funding Plan (“CFP”), we have developed an approach for analyzing
and quantifying the impact of any liquidity crisis. This allows us to estimate the likely impact of both Nomuraspecific and market-wide events; and specifies the immediate action to be taken to mitigate any risk. The CFP
lists details of key internal and external parties to be contacted and the processes by which information is to bedisseminated. This has been developed at a legal entity level in order to capture specific cash requirements at the
local level—it assumes that our parent company does not have access to cash that may be trapped at a subsidiary69

level due to regulatory, legal or tax constraints. We periodically test the effectiveness of our funding plans fordifferent Nomura-specific and market-wide events. We also have access to central banks including, but not
exclusively, the BOJ, which provide financing against various types of securities. These operations are accessedin the normal course of business and are an important tool in mitigating contingent risk from market disruptions.
Liquidity Regulatory Framework
In 2008, the Basel Committee published “Principles for Sound Liquidity Risk Management andSupervision”. To complement these principles, the Committee has further strengthened its liquidity framework
by developing two minimum standards for funding liquidity. These standards have been developed to achieve
two separate but complementary objectives.
The first objective is to promote short-term resilience of a financial institution’s liquidity risk profile byensuring that it has sufficient high-quality liquid assets to survive a significant stress scenario lasting for 30 days.
The Committee developed the Liquidity Coverage Ratio (“LCR”) to achieve this objective.
The second objective is to promote resilience over a longer time horizon by creating additional incentives
for financial institutions to fund their activities with more stable sources of funding on an ongoing basis. The Net
Stable Funding Ratio (“NSFR”) has a time horizon of one year and has been developed to provide a sustainablematurity structure of assets and liabilities.
These two standards are comprised mainly of specific parameters which are internationally “harmonized”
with prescribed values. Certain parameters, however, contain elements of national discretion to reflectjurisdiction-specific conditions.
In Japan, the regulatory notice on the LCR, based on the international agreement issued by the BaselCommittee with necessary national revisions, was published by Financial Services Agency (on October 31,2014). The notices have been implemented since the end of March 2015 with phased-in minimum standards.
Average of Nomura’s LCRs for the three months ended March 31, 2020 was 201.1%, and Nomura was compliant
with requirements of the above notices. As for the NSFR, it is not yet implemented in Japan.
Cash Flows
Nomura’s cash flows are primarily generated from operating activities undertaken in connection with ourclient flows and trading and from financing activities which are closely related to such activities. As a financial
institution, growth in operations tends to result in cash outflows from operating activities as well as investing
activities. For the years ended March 2019, we recorded net cash outflows from operating activities and investing
activities. For the years ended March 2020, we recorded net cash outflows from operating activities and net cash
inflow from investing activities as discussed in the comparative analysis below.

70

The following table presents the summary information on our consolidated cash flows for the years ended
March 31, 2019 and 2020.
Billions of yen
Year Ended March 31
2019
2020

Net cash used in operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading assets and private equity and debt investments . . . . . . . . . . . . . . . . . . . . . . .
Trading liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities purchased under agreements to resell, net of securities sold underagreements to repurchase . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities borrowed, net of securities loaned . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by (used in) investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term borrowings, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Increase in short-term borrowings, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Increase (decrease) in deposits received at banks, net . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Effect of exchange rate changes on cash, cash equivalents, restricted cash and restrictedcash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (361.2) ¥ (15.9)(94.7)
219.4
925.4(2,754.7)(143.1)429.0(3,274.9)
1,987.3
238.8(112.5)
761.2
516.7
85.9
257.5
(98.9)

2,224.4
291.8(425.7)216.3
332.1(38.4)
656.2(93.3)(192.5)44.7(27.3)Net increase in cash, cash equivalents, restricted cash and restricted cash equivalents . . . .
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of theyear . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

332.3

505.2

2,354.9

2,687.1

Cash, cash equivalents, restricted cash and restricted cash equivalents at end of theyear . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 2,687.1¥ 3,192.3

See the consolidated statements of cash flows in our consolidated financial statements included within thisannual report for more detailed information.
For the year ended March 31, 2020, our cash, cash equivalents, restricted cash and restricted cash
equivalents increased by ¥505.2 billion to ¥3,192.3 billion. Net cash of ¥332.1 billion was provided by financing
activities due to net cash inflows of ¥656.2 billion from Short-term borrowings. As part of trading activities,
while there were net cash outflows of ¥2,325.7 billion due to an increase in Trading assets and Private equity
and debt investments in combination with cash inflows due to an increase in Trading liabilities, they were offset
by net cash inflows of ¥2,516.1 billion from repo transactions and securities borrowed and loaned transactions
such as Securities purchased under agreements to resell, Securities sold under agreements to repurchase, andSecurities borrowed, net of Securities loaned. As a result, net cash of ¥15.9 billion was used in operating
activities.
For the year ended March 31, 2019, our cash, cash equivalents, restricted cash and restricted cash
equivalents increased by ¥332.3 billion to ¥2,687.1 billion. Net cash of ¥761.2 billion was provided by financing
activities due to net cash inflows of ¥516.7 billion from Long-term borrowings. As part of trading activities,
while there were net cash inflows of ¥782.2 billion due to a decrease in Trading assets and Private equity anddebt investments in combination with cash outflows due to a decrease in Trading liabilities, they were offset by
net cash outflows of ¥1,287.5 billion from repo transactions and securities borrowed and loaned transactions suchas Securities purchased under agreements to resell, Securities sold under agreements to repurchase, andSecurities borrowed, net of Securities loaned. As a result, net cash of ¥361.2 billion was used in operating
activities.

71

Balance Sheet and Financial Leverage
Total assets as of March 31, 2020, were ¥43,999.8 billion, an increase of ¥3,030.4 billion compared with
¥40,969.4 billion as of March 31, 2019, reflecting primarily an increase in Trading assets. Total liabilities as ofMarch 31, 2020, were ¥41,268.6 billion, an increase of ¥2,979.9 billion compared with ¥38,288.6 billion as ofMarch 31, 2019, reflecting primarily an increase in Securities sold under agreements to repurchase. NHI
shareholders’ equity as of March 31, 2020 was ¥2,653.5 billion, an increase of ¥22.4 billion compared with
¥2,631.1 billion as of March 31, 2019, primarily due to an increase in Retained earnings.
We seek to maintain sufficient capital at all times to withstand losses due to extreme market movements.
The EMB is responsible for implementing and enforcing capital policies. This includes the determination of ourbalance sheet size and required capital levels. We continuously review our equity capital base to ensure that it
can support the economic risk inherent in our business. There are also regulatory requirements for minimum
capital of entities that operate in regulated securities or banking businesses.
As leverage ratios are commonly used by other financial institutions similar to us, we voluntarily provide aleverage ratio and adjusted leverage ratio primarily for benchmarking purposes so that users of our annual report
can compare our leverage against other financial institutions. Adjusted leverage ratio is a non-GAAP financial
measure that Nomura considers to be a useful supplemental measure of leverage.
The following table presents NHI shareholders’ equity, total assets, adjusted assets and leverage ratios as ofMarch 31, 2019 and 2020.
Billions of yen, except ratios
March 31
2019
2020

NHI shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjusted assets(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Leverage ratio(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjusted leverage ratio(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 2,631.1
40,969.4
23,662.5
15.6 x
9.0 x¥ 2,653.5
43,999.8
28,092.7
16.6 x10.6 x(1) Represents total assets less Securities purchased under agreements to resell and Securities borrowed.
Adjusted assets is a non-GAAP financial measure and is calculated as follows:
Billions of yen
March 3120192020

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less:Securities purchased under agreements to resell . . . . . . . . . . . . . . . . . . . . . . .
Securities borrowed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥40,969.4¥43,999.8

13,194.5
4,112.4

12,377.3
3,529.8

Adjusted assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥23,662.5¥28,092.7(2) Equals total assets divided by NHI shareholders’ equity.
(3) Equals adjusted assets divided by NHI shareholders’ equity.
Total assets increased by 7.4% reflecting primarily an increase in Trading assets. Total NHI shareholders’equity increased by 0.9% reflecting primarily an increase in Retained earnings. As a result, our leverage ratio
increased from 15.6 times as of March 31, 2019 to 16.6 times as of March 31, 2020.
Adjusted assets increased primarily due to an increase in Trading assets. As a result, our adjusted leverage
ratio was 9.0 times as of March 31, 2019 and 10.6 times as of March 31, 2020.
72

Capital Management
Capital Management Policy
We seek to enhance shareholder value and to capture growing business opportunities by maintaining
sufficient levels of capital. We will continue to review our levels of capital as appropriate, taking into
consideration the economic risks inherent to operating our businesses, the regulatory requirements, andmaintaining our ratings necessary to operate businesses globally.
Dividends
We believe that raising corporate value over the long term and paying dividends is essential to rewarding
shareholders. We will strive to pay dividends using a consolidated pay-out ratio of 30 percent of each semiannual consolidated earnings as a key indicator.
Dividend payments are determined taking into account a comprehensive range of factors such as thetightening of Basel regulations and other changes to the regulatory environment as well as the Company’s
consolidated financial performance.
Dividends will in principle be paid on a semi-annual basis with record dates of September 30 and March 31.
Additionally we will aim for a total payout ratio, which includes dividends and share buybacks, of at least
50 percent.
With respect to retained earnings, in order to implement measures to adapt to regulatory changes and toincrease shareholder value, we seek to efficiently invest in business areas where high profitability and growth
may reasonably be expected, including the development and expansion of infrastructure.
Dividends for the Fiscal Year
Based on our Capital Management Policy described above, we paid a dividend of ¥15 per share toshareholders of record as of September 30, 2019 and have decided to pay a dividend of ¥5 per share toshareholders of record as of March 31, 2020. As a result, the total annual dividend will be ¥20 per share.
The following table sets forth the amounts of dividends per share paid by us in respect of the periods
indicated:
Fiscal year ended or ending March 31,

2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

First Quarter

Second Quarter

Third Quarter

Fourth Quarter

Total

¥—
—
—
—
—
—

¥ 6.00
10.00
9.00
9.00
3.00
15.00

¥—
—
—
—
—
—

¥13.00
3.00
11.00
11.00
3.00
5.00

¥19.00
13.00
20.00
20.00
6.00
20.00

Consolidated Regulatory Capital Requirements
The FSA established the “Guideline for Financial Conglomerates Supervision” (“Financial Conglomerates
Guideline”) in June 2005 and set out the rules on consolidated regulatory capital. We started monitoring ourconsolidated capital adequacy ratio in accordance with the Financial Conglomerates Guideline from April 2005.
The Company has been assigned by the FSA as a Final Designated Parent Company who must calculate aconsolidated capital adequacy ratio according to the Capital Adequacy Notice on Final Designated Parent
73Company in April 2011. Since then, we have been calculating our consolidated capital adequacy ratio according
to the Capital Adequacy Notice on Final Designated Parent Company. The Capital Adequacy Notice on Final
Designated Parent Company has been revised to be in line with Basel 2.5 and Basel III since then. We havecalculated a Basel III-based consolidated capital adequacy ratio from the end of March 2013. Basel 2.5 includes
significant change in calculation method of market risk and Basel III includes redefinition of capital items for the
purpose of requiring higher quality of capital and expansion of the scope of credit risk-weighted assets
calculation.
In accordance with Article 2 of the Capital Adequacy Notice on Final Designated Parent Company, ourconsolidated capital adequacy ratio is currently calculated based on the amounts of common equity Tier 1 capital,
Tier 1 capital (sum of common equity Tier 1 capital and additional Tier 1 capital), total capital (sum of Tier 1
capital and Tier 2 capital), credit risk-weighted assets, market risk and operational risk. As of March 31, 2020,
our common equity Tier 1 capital ratio (common equity Tier 1 capital divided by risk-weighted assets) is
15.34%, Tier 1 capital ratio (Tier 1 capital divided by risk-weighted assets) is 16.40% and consolidated capital
adequacy ratio (total capital divided by risk-weighted assets) is 16.60% and we were in compliance with therequirement for each ratio set out in the Capital Adequacy Notice on Final Designated Parent Company, etc.
(required level including applicable minimum consolidated capital buffers as of March 31, 2020 is 7.51% for thecommon equity Tier 1 capital ratio, 9.01% for the Tier 1 capital ratio and 11.01% for the consolidated capital
adequacy ratio).
The following table presents the Company’s consolidated capital adequacy ratios as of March 31, 2019 andMarch 31, 2020.
Billions of yen, except ratios
March 312019
2020

Common equity Tier 1 capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tier 1 capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Risk-Weighted Assets
Credit risk-weighted assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Market risk equivalent assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operational risk equivalent assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 2,439.7
2,605.9
2,651.9¥ 2,404.6
2,571.5
2,602.4

7,527.4
4,211.1
2,513.1

7,634.7
5,549.3
2,490.5

Total risk-weighted assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥14,251.6¥15,674.5

Consolidated Capital Adequacy Ratios
Common equity Tier 1 capital ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tier 1 capital ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated capital adequacy ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

17.11%
18.28%
18.60%

15.34%
16.40%
16.60%

Since the end of March 2011, we have been calculating credit risk-weighted assets and operational risk
equivalent assets by using the foundation Internal Ratings-Based Approach and the Standardized Approach,respectively, with the approval of the FSA. Furthermore, Market risk equivalent assets are calculated by using
the Internal Models Approach for market risk.
We provide consolidated capital adequacy ratios not only to demonstrate that we are in compliance with therequirements set out in the Capital Adequacy Notice on Final Designated Parent Company but also forbenchmarking purposes so that users of this annual report can compare our capital position against those of otherfinancial groups to which Basel III is applied. Management receives and reviews these capital ratios on a regularbasis.

74

Consolidated Leverage Ratio Requirements
In March 2019, the FSA set out requirements for the calculation and disclosure and minimum requirementof 3% of a consolidated leverage ratio, and the publication of “Notice of the Establishment of Standards for
Determining Whether the Adequacy of Leverage, the Supplementary Measure to the Adequacy of Equity Capitalof a Final Designated Parent Company and its Subsidiary Corporations, etc. is Appropriate Compared to the
Assets Held by the Final Designated Parent Company and its Subsidiary Corporations, etc., under Paragraph 1,
Article 57-17 of the Financial Instruments and Exchange Act” (2019 FSA Regulatory Notice No. 13; “Notice on
Consolidated Leverage Ratio”), through amendments to revising “Specification of items which a final designatedparent company should disclose on documents to show the status of its sound management” (2010 FSARegulatory Notice No. 132; “Notice on Pillar 3 Disclosure”). We started calculating and disclosing a
consolidated leverage ratio from March 31, 2015 in accordance with the Notices. And we have started calculating
a consolidated leverage ratio from March 31, 2019 in accordance with the Notice on Pillar 3 Disclosure, Noticeon Consolidated Leverage Ratio and other related Notices. Management receives and reviews this consolidated
leverage ratio on a regular basis. As of March 31 2020, our consolidated leverage ratio was 4.83%.
Regulatory changes which affect us
The Basel Committee has issued a series of announcements regarding a Basel III program designed tostrengthen the regulatory capital framework in light of weaknesses revealed by the financial crises. The following
is a summary of the proposals which are most relevant to us.
Results of operations and financial condition have been impacted by economic dislocations caused by the
COVID-19 pandemic; risk weighted assets grew by ¥1.6 trillion to ¥16 trillion, common equity Tier 1 capitalratio was 15.34%, Tier 1 capital ratio was 16.40%, and Leverage Ratio was 4.83% for the March 2020
quarter-end. These figures were influenced by increased market volatility, and widening credit spread caused by
COVID-19. Nomura Group has been dedicated to supporting our clients through the extremely challenging
economic and financial market conditions that developed during the quarter.
On December 16, 2010, in an effort to promote a more resilient banking sector, the Basel Committee issued
Basel III, that is, “International framework for liquidity risk measurement, standards and monitoring” and “A
global regulatory framework for more resilient banks and banking systems”. They include raising the quality,
consistency and transparency of the capital base; strengthening the risk coverage of the capital framework suchas the implementation of a credit value adjustment (“CVA”) charge for OTC derivative trades; introducing aleverage ratio requirement as a supplemental measure to the risk-based framework; introducing a series ofmeasures to address concerns over the “procyclicality” of the current framework; and introducing a minimum
liquidity standard including a 30-day liquidity coverage ratio as well as a longer-term structural liquidity ratio.
These standards were implemented from 2013, which includes transitional treatment, (i.e. they are phased in
gradually from 2013). In addition, the Basel Committee has issued interim rules for the capitalization of bank
exposures to central counterparties (“CCPs”) on July 25, 2012, which came into effect in 2013 as part of BaselIII. Moreover, in addition to Basel III leverage ratio framework under which we started the calculation anddisclosure of consolidated leverage ratio as above, a series of final standards on the regulatory frameworks suchas capital requirements for banks’ equity investments in funds, the standardized approach for measuring
counterparty credit risk exposures, capital requirements for bank exposures to CCPs, supervisory framework formeasuring and controlling large exposures, Basel III: The Net Stable Funding Ratio and revisions to thesecuritization framework, and revised framework for market risk capital requirements have been published by theBasel Committee.
At the G-20 summit in November 2011, the Financial Stability Board (“FSB”) and the Basel Committeeannounced the list of global systemically important banks (“G-SIBs”) and the additional requirements to the
G-SIBs including the recovery and resolution plan. The group of G-SIBs have been updated annually andpublished by the FSB each November. Since November 2011, we have not been designated as a G-SIBs. On the75other hand, the FSB and the Basel Committee were asked to work on extending the framework for G-SIBs todomestic systemically important financial institutions (“D-SIBs”) and the Basel Committee developed andpublished a set of principles on the assessment methodology and the higher loss absorbency requirement for
D-SIBs. In December 2015, the FSA identified us as a D-SIB and required additional capital charge of 0.5% after
March 2016, with 3-year transitional arrangement.
In November 2015, the FSB issued the final TLAC standard for G-SIBs. The TLAC standard has been
designed so that failing G-SIBs will have sufficient loss-absorbing and recapitalization capacity available inresolution for authorities to implement an orderly resolution. In response to the FSB’s publication of the TLAC
standard, in April 2016, the FSA published its policy to develop the TLAC framework in Japan applicable to
Japanese G-SIBs and, in April 2018, revised such policy to apply the TLAC requirements in Japan not only to
Japanese G-SIBs but also to Japanese D-SIBs that are deemed (i) of particular need for a cross-border resolution
arrangement and (ii) of particular systemic significance to Japanese financial system if they fail. In the revised
policy, the Japanese G-SIBs and Nomura (“TLAC Covered SIBs”) would be subject to the TLAC requirements
in Japan. On March 2019, the FSA published the notices and revised the guidelines of TLAC regulations.
Although Nomura is not identified as a G-SIB as of the date of this annual report, the TLAC Covered SIBs,
including Nomura, will be required to meet the TLAC requirement alongside the minimum regulatory
requirements set out in the Basel III framework. Specifically, Nomura will be required to meet a minimum
TLAC requirement of holding TLAC in an amount at least 16% of our consolidated risk-weighted assets as fromMarch 31, 2021 and at least 18% as from March 31, 2024 as well as at least 6% of the applicable Basel III
leverage ratio denominator from March 31, 2021 and at least 6.75% from March 31, 2024.
Furthermore, according to the FSA’s revised policy published in April 2018, which is subject to change
based on future international discussions, the preferred resolution strategy for the TLAC Covered SIBs is Single
Point of Entry (“SPE”) resolution, in which resolution powers are applied to the top of a group by a single
national resolution authority (i.e. the FSA), although the actual measures to be taken will be determined on acase-by-case basis considering the actual condition of the relevant the TLAC Covered SIBs in crisis.
To implement this SPE resolution strategy effectively, the FSA requires holding companies of the TLAC
Covered SIBs (“Domestic Resolution Entities”) to (i) meet the minimum external TLAC requirements and(ii) cause their material subsidiaries that are designated as systemically important by the FSA, including but notlimited to certain material sub-groups as provided in the FSB’s TLAC standard, to maintain a certain level ofcapital and debt recognized by the FSA as having loss-absorbing and recapitalization capacity, or Internal TLAC.
In addition, the TLAC Covered SIBs’ Domestic Resolution Entities will be allowed to count the amountequivalent to 2.5% of their consolidated risk-weighted assets from the implementation date of the TLAC
requirements in Japan (March 31, 2021 for Nomura) and 3.5% of their consolidated risk-weighted assets from
3 years after the implementation date (March 31, 2024 for Nomura) as our external TLAC, considering theJapanese Deposit Insurance Fund Reserves.
It is likely that the FSA’s regulation and notice will be revised further to be in line with a series of rules andstandards proposed by the Basel Committee, FSB or International Organization of Securities Commissions.
Credit Ratings
The cost and availability of unsecured funding are generally dependent on credit ratings. Our long-term andshort-term debt is rated by several recognized credit rating agencies. We believe that our credit ratings include
the credit ratings agencies’ assessment of the general operating environment, our positions in the markets inwhich we operate, reputation, earnings structure, trend and volatility of our earnings, risk management
framework, liquidity and capital management. An adverse change in any of these factors could result in adowngrade of our credit ratings, and that could, in turn, increase our borrowing costs and limit our access to thecapital markets or require us to post additional collateral and permit counterparties to terminate transactions
76

pursuant to certain contractual obligations. In addition, our credit ratings can have a significant impact on certainof our trading revenues, particularly in those businesses where longer term counterparty performance is critical,
such as OTC derivative transactions.
On August 2, 2019, S&P Global Ratings downgraded the long-term issuer credit rating of the Company to
BBB+ from A-. S&P Global Ratings also downgraded the long-term issuer credit rating of Nomura Securities
Co., Ltd. (“NSC”) to A- from A, and the short-term credit rating of NSC to A-2 from A-1.
On May 13, 2020, Fitch Ratings placed the bbb+ viability ratings of the Company and NSC on negative
watch. Fitch Ratings affirmed the Issuer Default Rating at A- and the Outlook at Stable.
As of May 28, 2020, the credit ratings of the Company and NSC were as follows.
Nomura Holdings, Inc.

S&P Global Ratings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Moody’s Investors Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fitch Ratings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rating and Investment Information, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan Credit Rating Agency, Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Securities Co., Ltd.

S&P Global Ratings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Moody’s Investors Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fitch Ratings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rating and Investment Information, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan Credit Rating Agency, Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Short-term Debt

Long-term Debt

A-2
—
F1
a-1
—

BBB+ (Stable)
Baa1 (Negative)
A- (Stable)
A+ (Stable)AA- (Stable)

Short-term Debt

Long-term Debt

A-2
P-2
F1
a-1
—

A- (Stable)
A3 (Negative)
A- (Stable)
A+ (Stable)AA- (Stable)

Both Rating and Investment Information, Inc. and Japan Credit Rating Agency, Ltd. are credit rating
agencies nationally recognized in Japan. We rely on, or utilize, credit ratings on our long-term and short-term
debt provided by these Japanese credit rating agencies, as well as S&P Global Ratings, Moody’s InvestorsService, and Fitch Ratings for unsecured funding and other financing purposes and also for our trading and otherbusiness activities. Within the rating classification system of Rating and Investment Information, Inc., “a-1” isthe highest of five categories for short-term debt and indicates “a strong degree of certainty regarding debt
repayment”; and “A” is the third highest of nine categories for long-term debt and indicates “a high degree ofcertainty regarding debt repayment with excellence in specific component factors”, with a plus (+) or minus (-)
sign added to a rating in that category to indicate its relative standing within that category. Within the ratingclassification system of Japan Credit Rating Agency, Ltd., “AA” is the second highest of eleven categories forlong-term debt and indicates “a very high level of capacity to honor the financial commitment on the obligation”,
with a plus (+) or minus (-) sign added to a rating in that category to indicate its relative standing within thatcategory.
There has been no change to the ratings in the above table since the date indicated.
C. Research and Development, Patents and Licenses, etc.
Not applicable.
D. Trend Information.
The information required by this item is set forth in Item 5.A of this annual report.

77

E. Off-Balance Sheet Arrangements.
Off-balance sheet entities
In the normal course of business, we engage in a variety of off-balance sheet arrangements with off-balance
sheet entities which may have an impact on Nomura’s future financial position and performance.
Off-balance sheet arrangements with off-balance sheet entities include where Nomura has:•

an obligation under a guarantee contract;•a retained or contingent interest in assets transferred to an off-balance sheet entity or similararrangement that serves to provide credit, liquidity or market risk support to such entity;•

any obligation, including a contingent obligation, under a contract that would be accounted for as a
derivative instrument; or•

any obligation, including a contingent obligation, arising out of a variable interest in an off-balance
sheet entity that is held by, and material to, us, where such entity provides financing, liquidity, market
risk or credit risk support to, or engages in leasing, hedging or research and development services with,us.

Off-balance sheet entities may take the form of a corporation, partnership, fund, trust or other legal vehicle
which is designed to fulfill a limited, specific purpose by its sponsor. We both create or sponsor these entities andalso enter into arrangements with entities created or sponsored by others.
Our involvement with these entities includes structuring, underwriting, distributing and selling debt
instruments and beneficial interests issued by these entities, subject to prevailing market conditions. In
connection with our securitization and equity derivative activities, we also act as a transferor of financial assets tothese entities, as well as, underwriter, distributor and seller of asset-repackaged financial instruments issued bythese entities. We retain, purchase and sell variable interests in SPEs in connection with our market-making,investing and structuring activities. Our other types of off-balance sheet arrangements include guarantee
agreements and derivative contracts. Significant involvement is assessed based on all of our arrangements withthese entities, even if the probability of loss, as assessed at the balance sheet date, is remote.
For further information about transactions with VIEs, see Note 6 “Securitizations and Variable Interest
Entities” in our consolidated financial statements included in this annual report.
F. Tabular Disclosure of Contractual Obligations.
In the ordinary course of our business, we enter into a variety of contractual obligations and contingent
commitments, which may require future payments. These arrangements include:
Standby letters of credit and other guarantees:•

In connection with our banking and financing activities, we enter into various guarantee arrangementswith counterparties in the form of standby letters of credit and other guarantees, which generally have
fixed expiration dates.

Long-term borrowings and contractual interest payments:•

In connection with our operating activities, we issue Japanese Yen and non-Japanese Yen denominatedlong-term borrowings which incur variable and fixed interest payments in accordance with our funding
policy.
78

Operating lease commitments:•

We lease office space, residential facilities for employees, motor vehicles, equipment and technology
assets in the ordinary course of business both in Japan and overseas as lessee. These arrangements
predominantly consist of operating leases;•

Separately we sublease certain real estate and equipment through operating lease arrangements.

Finance lease commitments:•

We lease certain equipment and facilities in Japan and overseas which are classified as finance leaseagreements.

Purchase obligations:•

We have purchase obligations for goods and services which include payments for construction,
advertising, and computer and telecommunications maintenance agreements.

Commitments to extend credit:•

In connection with our banking and financing activities, we enter into contractual commitments toextend credit, which generally have fixed expiration dates;•

In connection with our investment banking activities, we enter into agreements with clients under which
we commit to underwrite securities that may be issued by clients.

•

As a member of certain central clearing counterparties, Nomura is committed to provide liquidity
facilities through entering into reverse repo transactions backed by government and government agency
debt securities with those counterparties in a situation where a default of another clearing member
occurs.

Commitments to invest in partnerships:•

We have commitments to invest in interests in various partnerships and other entities and commitments
to provide financing for investments related to those partnerships.

Note 8 “Leases” in our consolidated financial statements contains further detail on our operating leases andfinance leases. Note 11 “Borrowings” in our consolidated financial statements contains further detail on our
short-term and long-term borrowing obligations and Note 21 “Commitments, contingencies and guarantees” inour consolidated financial statements included in this annual report contains further detail on our othercommitments, contingencies and guarantees.
The contractual amounts of commitments to extend credit represent the maximum amounts at risk should
the contracts be fully drawn upon, should the counterparties default, and assuming the value of any existing
collateral becomes worthless. The total contractual amount of these commitments may not represent future cash
requirements since the commitments may expire without being drawn upon. The credit risk associated with thesecommitments varies depending on our clients’ creditworthiness and the value of collateral held. We evaluateeach client’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by
us upon extension of credit, is based on management’s credit evaluation of the counterparty.

79

The following table presents information regarding amounts and timing of our future contractual obligations
and contingent commitments as of March 31, 2020.

Total
contractual
amountMillions of yen
Years to maturity
Less than
1 to 33 to 5
1 yearyears
years

More than
5 years

Standby letters of credit and other guarantees . . . ¥2,351 ¥
10 ¥
1,184 ¥
1,156 ¥
1
Long-term borrowings(1) . . . . . . . . . . . . . . . . . . . .
7,720,941
778,008 1,224,258 1,645,653 4,073,022
Contractual interest payments(2) . . . . . . . . . . . . . .
458,021
74,270125,21091,478167,063
Operating lease commitments(3) . . . . . . . . . . . . . .
215,916
41,27056,34943,751
74,546
Purchase obligations(4) . . . . . . . . . . . . . . . . . . . . . .
126,949
20,52335,7208,392
62,314
Commitments to extend credit(5) . . . . . . . . . . . . . .
2,247,433 1,399,086
139,295
167,322541,730
Commitments to invest . . . . . . . . . . . . . . . . . . . . .
15,278
491
4
5,628
9,155
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥10,786,889 ¥2,313,658 ¥1,582,020 ¥1,963,380 ¥4,927,831(1) The amounts disclosed within long-term borrowings exclude financial liabilities recognized within longterm borrowings as a result of transfers of financial assets that are accounted for as financings rather thansales in accordance with ASC 860. These are not borrowings issued for our own funding purposes andtherefore do not represent actual contractual obligations by us to deliver cash.
(2) The amounts represent estimated future interest payments related to long-time borrowings based on the
period through to their maturity and applicable interest rates as of March 31, 2020.
(3) The amounts of operating lease commitments are undiscounted future minimum lease payments. The
amounts of finance lease contracts were immaterial.
(4) The minimum contractual obligations under enforceable and legally binding contracts that specify all
significant terms. Amounts exclude obligations that are already reflected on our consolidated balance sheets
as liabilities or payables. Includes the commitment to purchase parts of the redeveloped real estate in Tokyo
Nihonbashi district from the redevelopment partnership. See Note 23 “Significant subsequent events” forfurther information.
(5) Contingent liquidity facilities to central clearing counterparties are included.
Excluded from the above table are obligations that are generally short-term in nature, including short-termborrowings, deposits received at banks and other payables, collateralized agreements and financing transactions(such as reverse repurchase and repurchase agreements), and trading liabilities.
In addition to amounts presented above, we have commitments under reverse repurchase and repurchaseagreements including amounts in connection with collateralized agreements and collateralized financing. These
commitments amount to ¥1,969 billion for reverse repurchase agreements and ¥677 billion for repurchaseagreements as of March 31, 2020.

80

Item 6. Directors, Senior Management and Employees
A. Directors and Senior Management.
Directors
The following table provides information about Directors of the Company as of June 30, 2020.
Name(Date of Birth)

Koji Nagai(Jan. 25, 1959)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Director
Chairman of Board Directors
Member of the Nomination Committee
Member of the Compensation Committee
Director and Chairman of Nomura
Securities Co., Ltd.

81

Business Experience

Apr. 1981 Joined the Company
Apr. 2003 Director of Nomura Securities
Co., Ltd.
Jun. 2003 Senior Managing Director of
Nomura Securities Co., Ltd.
Apr. 2007 Executive Managing Director of
Nomura Securities Co., Ltd.
Oct. 2008 Senior Corporate Managing
Director of Nomura Securities
Co., Ltd.
Apr. 2009 Executive Managing Directorand Executive Vice President of
Nomura Securities Co., Ltd.
Apr. 2011 Co-COO and Deputy Presidentof Nomura Securities Co., Ltd.
Apr. 2012 Senior Managing Director of
the Company
Director and President of
Nomura Securities Co., Ltd.
Aug. 2012 Representative Executive
Officer & Group CEO of theCompany
Director and President of
Nomura Securities Co., Ltd.
Jun. 2013 Director, Representative
Executive Officer & GroupCEO of the Company
Director and President of
Nomura Securities Co., Ltd.
Apr. 2017 Director, Representative
Executive Officer, President &Group CEO of the Company
Director and Chairman of
Nomura Securities Co., Ltd.
Apr. 2020 Director and Chairman of theCompany (Current)
Director and Chairman of
Nomura Securities Co., Ltd.
(Current)

Name(Date of Birth)

Kentaro Okuda(Nov. 7, 1963)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Director, Representative Executive
Officer, President and Group CEO
Representative Director of Nomura
Securities Co., Ltd.

82

Business Experience

Apr. 1987 Joined the Company
Apr. 2010 Senior Managing Director of
Nomura Securities Co., Ltd.
Apr. 2012 Senior Corporate Managing
Director of Nomura Securities
Co., Ltd.
Aug. 2012 Senior Corporate Managing
Director of the Company
Senior Corporate Managing
Director of Nomura Securities
Co., Ltd.
Apr. 2013 Senior Managing Director of
the Company
Senior Corporate Managing
Director of Nomura Securities
Co., Ltd.
Apr. 2015 Senior Managing Director of
the Company
Executive Vice President of
Nomura Securities Co., Ltd.
Apr. 2016 Senior Managing Director of
the Company
Executive Managing Directorand Executive Vice President of
Nomura Securities Co., Ltd.
Apr. 2017 Senior Managing Director of
the Company
Executive Vice President of
Nomura Securities Co., Ltd.
Apr. 2018 Executive Managing Director,
and Group Co-COO and Headof Americas (based in NewYork) of the Company
Director, Executive Managing
Director and Deputy Presidentof Nomura Securities Co., Ltd.
Apr. 2019 Executive Managing Director
and Deputy President, Group
Co-COO of the Company
Apr. 2020 Representative Executive
Officer and President, GroupCEO of the Company
Representative Director of
Nomura Securities Co., Ltd.
Jun. 2020 Director, Representative
Executive Officer, President &Group CEO of the Company(Current)
Representative Director of
Nomura Securities Co., Ltd.
(Current)

Name(Date of Birth)

Toshio Morita(Apr. 17, 1961)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Director, Representative Executive Officer
Representative Director and President of
Nomura Securities Co., Ltd.

83

Business Experience

Apr. 1985 Joined the Company
Apr. 2008 Executive Managing Director of
Nomura Securities Co., Ltd.
Oct. 2008 Senior Managing Director of
Nomura Securities Co., Ltd.
Apr. 2010 Senior Corporate Managing
Director of Nomura Securities
Co., Ltd.
Apr. 2011 Senior Corporate Managing
Director of the Company
Apr. 2012 Senior Corporate Managing
Director of the Company
Senior Corporate Managing
Director of Nomura Securities
Co., Ltd.
Aug. 2012 Executive Managing Director of
the Company
Executive Vice President of
Nomura Securities Co., Ltd.
Apr. 2015 Executive Managing Director of
the Company
Representative Executive
Officer and Executive Vice
President of Nomura Securities
Co., Ltd.
Apr. 2016 Representative Executive
Officer and Deputy President of
Nomura Securities Co., Ltd.
Apr. 2017 Executive Managing Director of
the Company
Director, Representative
Executive Officer and Presidentof Nomura Securities Co., Ltd.
Apr. 2018 Executive Managing Director
and Group Co-COO of theCompany
Director, Representative
Executive Officer and Presidentof Nomura Securities Co., Ltd.
Apr. 2019 Executive Managing Director
and Group Co-COO of theCompany
Representative Director andPresident of Nomura Securities
Co., Ltd.
Apr. 2020 Representative Executive
Officer of the Company
Representative Director andPresident of Nomura Securities
Co., Ltd.

Name(Date of Birth)

Hisato Miyashita(Dec. 26, 1958)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Director
Member of the Audit Committee(full-time)
Statutory Auditor of Nomura Financial
Products & Services, Inc.

Business Experience

Jun. 2020

Director, Representative
Executive Officer of theCompany (Current)
Representative Director andPresident of Nomura Securities
Co., Ltd. (Current)

Jul. 1987
Jun. 1993

Joined the Company
Joined Union Bank of
Switzerland (currently, UBS)
Joined Bankers Trust Asia
Securities Ltd.
Joined Credit Suisse First
Boston Securities (Japan)
LimitedJoined Nikko Citigroup Limited(currently, Citigroup Global
Markets Japan Inc.)
Executive Officer of Nikko
Citigroup Limited, Internal
Control Supervisory Manager
Managing Director of Group
Compliance Department of theCompany
Senior Managing Director of
the Company, Head ofWholesale Compliance
Senior Managing Director of
the Company, Group
Compliance Head Senior
Managing Director of Nomura
Securities Co., Ltd.
Senior Managing Director of
the Company, Group
Compliance Head
Representative Executive
Officer of Nomura Securities
Co., Ltd., Internal Control
Supervisory Manager
Senior Managing Director of
the Company, Deputy Chief ofStaff and Group Compliance
Head
Representative Executive
Officer and Senior Corporate
Managing Director of Nomura
Securities Co., Ltd., Internal
Control Supervisory Manager
Advisor of the Company
Director of the Company(Current)

Aug. 1996
Apr. 1998

Dec. 1999

Mar. 2005

Jul. 2009

Apr. 2012

Jun. 2012

Apr. 2013

Apr. 2015

Apr. 2016
Jun. 2016

84

Name
(Date of Birth)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Hiroshi Kimura(Apr. 23, 1953)

Outside Director
Chairman of the Nomination Committee
Chairman of the Compensation
Committee
Honorary Company Fellow of Japan
Tobacco Inc.

Apr. 1976 Joined Japan Tobacco and Salt
Public Corporation (currently,
Japan Tobacco Inc.) (“JT”)
Jun. 1999 Director of JT
Jun. 2001 Resigned as Director of JT
Jun. 2005 Director of JT
Jun. 2006 President and CEO and
Representative Director of JT
Jun. 2012 Chairman of the Board of JT
Jun. 2014 Special Advisor of JT
Jun. 2015 Outside Director of theCompany (Current)
Jul. 2016 Advisor of JT
Mar. 2018 Honorary Company Fellow ofJT (Current)

Kazuhiko Ishimura(Sep. 18, 1954)

Outside Director
Member of the Nomination Committee
Member of the Compensation Committee
Director of AGC Inc.
Outside Director of TDK Corporation
Outside Director of IHI Corporation
President of the National Institute ofAdvanced Industrial Science andTechnology

Apr. 1979 Joined Asahi Glass Co., Ltd.
(currently, AGC Inc.) (“AGC”)
Jan. 2006 Executive Officer and GM of
Kansai Plant of AGC
Jan. 2007 Senior Executive Officer and
GM of Electronics & Energy
General Division of AGC
Mar. 2008 Representative Director andPresident & COO of AGC
Jan. 2010 Representative Director andPresident & CEO of AGC
Jan. 2015 Representative Director &Chairman of AGC
Jan. 2018 Director & Chairman of AGC
Jun. 2018 Outside Director of theCompany (Current)
Mar. 2020 Director of AGC (Current)
Apr. 2020 President of the National
Institute of Advanced Industrial
Science andTechnology (Current)

Noriaki Shimazaki(Aug. 19, 1946)

Outside Director
Chairman of the Audit Committee
Director of Nomura Securities Co., Ltd.
Outside Director of Loginet Japan Co.,Ltd.

Apr. 1969 Joined Sumitomo Corporation
Jun. 1998 Director of Sumitomo
Corporation
Apr. 2002 Representative Director andManaging Director of
Sumitomo Corporation
Jan. 2003 Member of the BusinessAccounting Council of the
Financial Services Agency
Apr. 2004 Representative Director andSenior Managing Executive
Officer of Sumitomo
Corporation

85

Business ExperienceName(Date of Birth)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Business Experience

Apr. 2005 Representative Director andExecutive Vice President of
Sumitomo Corporation
Jan. 2009 Trustee of the IASC (currently,
IFRS Foundation)
Jul. 2009 Special Advisor of Sumitomo
Corporation
Jun. 2011 Director of the Financial
Accounting Standards
Foundation
Chairman of Self-regulation
Board and Public Governor of
the Japan Securities Dealers
Association
Sep. 2013 Advisor of the IFRS Foundation
Asia-Oceania Office (Current)
Advisor of the JapaneseInstitute of Certified Public
Accountants (Current)
Jun. 2016 Outside Director of theCompany (Current)
Director of Nomura Securities
Co., Ltd. (Current)
Mari Sono(Feb. 20, 1952)

Outside Director
Member of the Audit Committee

Oct. 1976
Mar. 1979
Nov. 1988
Nov. 1990

Apr. 1992

Dec. 1994
Oct. 2002

Apr. 2005

86

Joined NISSHIN Audit
Corporation(*)
Registered as Certified Public
Accountant
Partner of CENTURY Audit
Corporation(*)
Member of “Certified Public
Accountant Examination
System Subcommittee”,
Certified Public Accountant
Examination and Investigation
Board, Ministry of FinanceMember of “BusinessAccounting Council”, Ministryof Finance
Senior Partner, CENTURY
Audit Corporation(*)
Member of Secretariat of theInformation Disclosure, Cabinet
Office (currently, Secretariat ofthe Information Disclosure andPersonal Information Protection
Review Board, Ministry ofInternal Affairs andCommunications)
External Comprehensive
Auditor, TokyoName(Date of Birth)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Business Experience

Jul. 2008

Senior Partner of Ernst &Young ShinNihon LLC
Aug. 2012 Retired Ernst & Young
ShinNihon LLC
Dec. 2013 Commissioner of the Securities
and Exchange SurveillanceCommission
Jun. 2017 Outside Director of theCompany (Current)* Each of the corporation iscurrently Ernst & Young
ShinNihon LLC
Michael Lim Choo
San
(Sep. 10, 1946)

Outside Director
Non-Executive Chairman of Fullerton
Healthcare Corporation Limited
Non-Executive Chairman of Nomura
Singapore Ltd.

Aug. 1972 Joined Price Waterhouse,
SingaporeJan. 1992 Managing Partner of Price
Waterhouse, Singapore
Oct. 1998 Member of the Singapore
Public Service Commission(Current)
Jul. 1999 Executive Chairman ofPricewaterhouseCoopers,
Singapore
Sep. 2002 Chairman of the Land Transport
Authority of Singapore
Sep. 2004 Independent Director of OlamInternational Limited
Jun. 2011 Outside Director of theCompany (Current)
Nov. 2011 Chairman of the AccountingStandards Council, Singapore
Apr. 2013 Chairman of the Singapore
Accountancy Commission
Sep. 2016 Non-Executive Chairman of
Fullerton Healthcare
Corporation Limited (Current)

Laura Simone
Unger(Jan. 8, 1961)

Outside Director
Independent Director of CIT Group Inc.
Independent Director of Navient
Corporation
Independent Director of Nomura
Securities International, Inc.

Jan. 1988

Oct. 1990

Nov. 1997
Feb. 2001
Jul. 2002
May 2003
Aug. 2004

87

Enforcement Attorney of U.S.
Securities and Exchange
Commission (SEC)
Counsel of U.S. Senate
Committee on Banking,Housing, and Urban Affairs
Commissioner of SEC
Acting Chairperson of SEC
Regulatory Expert of CNBC
Independent Consultant of
JPMorgan Chase & Co.
Independent Director of CA
Inc.

Name
(Date of Birth)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Business ExperienceJan. 2010

Special Advisor of Promontory
Financial Group
Dec. 2010 Independent Director of CITGroup Inc. (Current)
Nov. 2014 Independent Director ofNavient Corporation (Current)
Jun. 2018 Outside Director of theCompany (Current)
Among the Directors listed above, Hiroshi Kimura, Kazuhiko Ishimura, Noriaki Shimazaki, Mari Sono,
Michael Lim Choo San and Laura Simone Unger satisfy the requirements for an “Outside Director” under theCompanies Act.

88

Executive Officers
The following table provides information about the Company’s Executive Officers as of June 30, 2020.
Name(Date of Birth)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Business Experience

Kentaro Okuda(Nov. 7, 1963)

See “Directors” under this Item 6.A.

See “Directors” under this Item 6.A.

Toshio Morita(Apr. 17, 1961)

See “Directors” under this Item 6.A.

See “Directors” under this Item 6.A.

Junko Nakagawa(Jul. 26, 1965)

Executive Managing Director
Head of Asset Management
Representative Director, President andCEO of Nomura Asset Management Co.,Ltd.

Apr. 1988 Joined the Company

89

Mar. 2004 Retired Nomura Securities
Co., Ltd.
Jan. 2008 Joined Nomura HealthcareCo., Ltd.
Apr. 2008 Representative Director andPresident of Nomura HealthcareCo., Ltd.
Jun. 2010 Director of Nomura HealthcareCo., Ltd.
Rejoined Nomura Securities
Co., Ltd.
Apr. 2011 Executive Managing Director
and Chief Financial Officer of
the Company
Executive Managing Director
and Financial Officer of
Nomura Securities Co., Ltd.
Apr. 2013 Senior Managing Director of
the Company
Apr. 2016 Senior Managing Director of
the Company
Senior Managing Director of
Nomura Securities Co., Ltd.
Apr. 2017 Executive Managing Directorand Executive Vice President of
Nomura Asset Management
Co., Ltd.
Apr. 2019 Executive Managing Directorand Head of Asset Managementof the Company (Current)
Representative Director,
President and CEO of Nomura
Asset Management Co., Ltd.
(Current)

Name(Date of Birth)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Business Experience

Tomoyuki
Teraguchi(Aug. 4, 1962)

Executive Managing Director
Chief of Staff and Chief Compliance
Officer
Representative Director and Deputy
President of Nomura Securities
Co., Ltd.

Apr. 1986 Joined the Company
Apr. 2009 Senior Managing Director of
Nomura Securities Co., Ltd.
Apr. 2016 Senior Managing Director of
the Company
Representative Executive
Officer of Nomura Securities
Co., Ltd.
Apr. 2017 Senior Managing Director of
the Company
Representative Executive
Officer and Senior Corporate
Managing Director of Nomura
Securities Co., Ltd.
Apr. 2019 Executive Managing Director
and Chief Compliance Officerof the Company
Representative Director andExecutive Vice President of
Nomura Securities Co., Ltd.
Apr. 2020 Executive Managing Director,
Chief of Staff and Chief
Compliance Officer of theCompany (Current)
Representative Director and
Deputy President of Nomura
Securities Co., Ltd. (Current)

Takumi Kitamura(Nov. 26, 1966)

Executive Managing Director
Chief Financial Officer
Director and Senior Corporate Managing
Director of Nomura Securities Co., Ltd.

Apr. 1990 Joined the Company
Apr. 2016 Executive Managing Director
and Chief Financial Officer of
the Company
Executive Managing Director
and Financial Officer of
Nomura Securities Co., Ltd.
Apr. 2019 Executive Managing Director
and Chief Financial Officer of
the Company (Current)
Director and Senior Corporate
Managing Director of Nomura
Securities Co., Ltd. (Current)

Sotaro Kato
(Oct. 9, 1969)

Executive Managing Director
Chief Risk Officer
Director and Senior Corporate Managing
Director of Nomura Securities Co., Ltd.

Sep. 2002 Joined the Company
Apr. 2020 Executive Managing Director
and Chief Risk Officer of theCompany (based in New York)(Current)
Director and Senior Corporate
Managing Director of Nomura
Securities Co., Ltd. (Current)90

B. Compensation of Statutory Officers
Nomura’s compensation program for statutory officers is outlined as following.
1.

Compensation program(1) Compensation policy
We have developed our compensation policy for both senior management and employees of the Nomura
Group to enable us to achieve sustainable growth, realize a long-term increase in shareholder value, deliver client
excellence, compete in a global market and enhance our reputation.
Our compensation policy is based around the following six key themes. It aims to:1.

align with Nomura values and strategies;2.

reflect group, divisional and individual performance;3.

establish appropriate performance measurement with a focus on risk;

4.

align employee and shareholder interests;

5.

establish appropriate compensation structures; and6.

ensure robust governance and control processes.

(2) Nomura’s compensation framework
Nomura delivers compensation to senior management and employees through fixed and variable
components. The key objectives of these components are provided below, together with the specific elements ofeach component.
.
Compensation
Components

Fixed Compensation

Variable Compensation

Objectives•

Rewards individuals for their knowledge,
skills, competencies and experiences•

Reflects local labor market standards••

Specific Elements•

Base salary

Reflects practices of local labor markets
to deliver allowances as a part of fixedcompensation to individuals•

Housing allowances•

Overtime pay

Rewards team and individual
performances, and their contribution toresults as well as the Company’s
strategic and future value•

Cash bonuses•

Deferred compensation•

Reflects appropriate internal and marketbased peer comparisons•Reflects broad views on compensation,
including individual performances,approaches to risk, compliance andcross-divisional cooperation

Note: Benefits driven by local market regulations and practices are not included in the above.
91

(3) Determination process for fixed and variable compensations
Fixed and variable compensations are determined based on various aspects such as internal and marketbased peer comparisons, local and regional labor market standards and practices, besides some KPIs listed below
sections. The total compensation amount determined here makes the percentage of variable compensation which
is linked to organizational and individual performance.
(a) Fixed compensation
Fixed compensation is primarily consisted of base salary and other allowances.
Base salary is determined by reflecting individual role, responsibility, knowledge, skills, competencies,
experience, etc. Other allowances are determined by reflecting the local labor market standards and practices.
(b) Variable compensation
Variable compensation is consisted of cash bonuses and deferred compensation, which are performancelinked compensations.
In determining performance-linked compensation, following indicators are referred: Income before income
taxes, Net income attributable to NHI shareholders (Diluted), Cash dividends, and share prices. In addition toreferring these financial indicators, the total compensation is determined by comprehensively considering
individual responsibility and performance, as well as trends of global competitors and industry-widecompensation movements.
(b -1) Cash Bonuses
A proportion of variable compensation is delivered in the form of a cash payment following the end of the
fiscal year. Individuals with higher levels of compensation receive a lower proportion in cash. This is in line withregulatory guidance, and while the policy is global in application, specific local regulatory requirements areadhered to when deciding on proportions of cash bonuses.
(b -2) Deferred Compensation
Certain senior management and employees whose compensation is above a certain level receive a portion of
their variable compensation through deferred compensation awards. By linking the economic value of a part ofcompensation to the price of the Company’s stock and imposing certain vesting conditions, such plans will:•align employee interest with that of shareholders;•increase employee retention through providing opportunities to grow personal wealth over the period
from grant to vesting; and•encourage cross-divisional and cross-regional collaboration by focusing individuals on a common goalof long-term increase in corporate value.

As a result of these benefits, deferred compensation awards are also recommended by regulators in the key
jurisdictions in which we operate.
The deferral period over which our deferred compensation awards vest is generally three or more years. This
is in line with the “Principles for Sound Compensation Practices” issued by the Japanese Financial Stability
Board which recommends, among other things, a deferral period of three or more years.
All current deferred compensation awards except Plan A awards include “Full Career Retirement” (“FCR”)
provisions which permit recipients of the awards to continue to vest in the awards upon voluntary termination if
certain criteria are met.
92

The following table summarizes the main features of the key types of deferred compensation awards
currently granted by Nomura to senior management and employees. Unless otherwise stated, deferredcompensation awards are generally reduced, forfeited or clawed back in the event of termination of employment,material conduct issues, material downturns in performance of the Nomura Group and/or a material failure ofrisk management.
Type of award

Restricted Stock Unit(“RSU”) awards

Notional Stock Unit(“NSU”) awards

Stock Acquisition
Right (“SAR”) Plan A
awardsKey features•

Settled in the Company’s common stock.

•

Graded vesting period generally over three years.

•

Extended vesting period of up to seven years for certain senior management
and employees in order to meet local regulatory requirements based on therole they perform in Nomura.

•

New type of award introduced in 2018 as the primary type of deferredcompensation award in Nomura. Granted in May 2018 in respect of the priorfiscal year.

•

Linked to the price of Company’s common stock and cash-settled.

•

Graded vesting period generally over three years. Extended vesting period of
up to seven years for certain senior management and employees based on therole they perform in Nomura in order to meet local regulatory requirements.

•

Used in countries where equity-settled RSU awards are less favorably treatedfrom a tax or other perspective.

•

Following the introduction of RSU awards, NSU awards are less commonlyused in Nomura.

•

Granted in May each year in respect of the prior fiscal year and also quarterly
to new employees as a recruitment incentive to replace awards forfeited fromprior employers.

•

Exercisable into 100 of the Company’s common stock.

•

Exercise price not less than the fair value of the Company’s common stock on
grant date.

•

Cliff vesting period of two years.

•

Expire approximately seven years after grant date.

•

Not subject to claw back.

•Granted in November each year in respect of various performance periods.

Following the introduction of Restricted Stock Unit (“RSU”) awards in 2018 as the primary type of deferredcompensation award to be used by Nomura, certain core deferral awards and all supplemental awards are nolonger used by Nomura.
For fiscal years ended March 31, 2017 and prior fiscal years, we granted SAR Plan B awards as a type ofcore deferral award to certain senior management which are stock unit awards linked to price of the Company’scommon stock pursuant to several stock unit plans designed to replicate the structure of restricted stock awards
commonly used in the United States and Europe. These awards are physically-settled upon exercise into theCompany’s common stock, have an exercise price of ¥1 per share and graded vesting generally over three years
93with certain longer vesting or holding periods where required under local regulations, and are subject toforfeiture, reduction or clawback in the same way as the above awards.
For fiscal years ended March 31, 2011 through to March 31, 2017, we granted supplemental deferral awards
comprising Collared Notional Stock Unit (“CSU”) awards and Notional Index Unit (“NIU”) awards. CSU awards
are linked to the price of the Company’s stock subject to a cap and a floor and NIU awards are linked to a worldstock index quoted by Morgan Stanley Capital International. Both types of award are cash-settled with gradedvesting generally over three years with certain longer vesting periods where required by local regulations, and are
subject to forfeiture, reduction or clawback in the same way as the above awards.
Following the introduction of RSU awards, no new SAR Plan B, CSU or NIU awards were granted in May
2018 in respect of the fiscal year ended March 31, 2018. However, existing unvested awards continue to vest inaccordance with their original contractual terms.
(b -3) Consistency with risk management and linkage to performance
In determining aggregate compensation, Nomura considers the ratio of compensation and benefit expenses
to adjusted net income (defined as net income before income taxes and before deduction of compensation andbenefits expenses followed by a specific risk adjustment). The risk adjustment to income is determined bydeducting a certain proportion of economic capital from each division’s revenue. Such economic capitalcomprehensively recognizes quantitatively assessed risks, and reflects various risks including market, credit,
liquidity, and operational risks.
Nomura recognizes that its aggregate compensation should maintain consistency with the current financial
soundness and future prospects of Nomura, and that it should not have significant impact on capital adequacy inthe future.
2.

Compensation for Directors and Executive Officers

Pursuant to the fundamental approach and framework of compensation as described above, and as acompany which adopts a committee-based corporate governance system, a Compensation Committee of Nomura
determines compensation of its Directors and Executive Officers in accordance with our applicable compensation
policy.
2-1.

Aggregate compensation
Number ofMillions of yen
Directors or
Year
ended
March 31, 2020
Executive
Officers(1) Basic Compensation(2)(3) Bonus Deferred Compensation(4)Total

Directors . . . . . . . . . . . . . . . . . . . . . . . . .
(Outside Directors included in above) . .
Executive Officers . . . . . . . . . . . . . . . . .

8
(6)
8

¥ 253
(129)
560

¥ 100
( — )
538

¥

15
( — )
203

¥ 368
(129)
1,301

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . .

16

¥ 813

¥ 638

¥ 218

¥1,669(1) Compensation to Directors who were concurrently serving as Executive Officers is included in that of
Executive Officers.
(2) Basic compensation of ¥813 million includes other compensation (such as commuter pass allowances) of¥750 thousand.
(3) In addition to basic compensation of Executive Officers, ¥27 million of corporate housing costs, such as
housing allowance and related tax adjustments, were provided.
94

(4) Deferred compensation (such as RSU, SAR Plan A and B) granted during and prior to the fiscal year ended
March 31, 2020 is recognized as expense in the financial statements for the fiscal year ended March 31,
2020.
(5) Subsidiaries of the Company paid ¥61 million to Outside Directors as compensation etc. for theirdirectorship at those subsidiaries for the year ended March 31, 2020.
(6) The Company abolished retirement bonuses to Directors in 2001.
2-2. Individual compensation of Directors and Executive Officers receiving ¥100 million or more

Name

Company

Nobuyuki Koga . . . . . . . . . . .

NomuraCategory

Millions of yen
Fixed Remuneration(Basic Compensation)
Variable Compensation(1)EquityDeferredCompensation
Cash Compensation
Base Salary(RSUs)
Total Bonus (RSUs, etc.) Total Total

Chairman of¥87¥—¥ 87 ¥ 83¥ 83¥167 ¥254
the Board of
Directors
Koji Nagai(2)(3) . . . . . . . . . . Nomura Director,¥94¥ 17¥112 ¥155¥155¥311 ¥422
Representative
Executive
Officer(Group CEO)
Syoichi Nagamatsu(2) . . . . . . Nomura Director,¥72¥ 14¥ 86 ¥106¥106¥211 ¥297
Representative
Executive
Officer,
DeputyPresident
Kentaro Okuda(2)(4) . . . . . . . Nomura Executive¥82¥ 15¥ 97 ¥ 90¥ 90¥181 ¥277
Managing
Director,
DeputyPresident(GroupCo-COO)
Toshio Morita(2) . . . . . . . . . . Nomura Executive¥80¥ 15¥ 95 ¥ 90¥ 90¥181 ¥275
Managing
Director(GroupCo-COO)
Yuji Nakata . . . . . . . . . . . . . . Nomura Executive¥66¥ 13¥ 79 ¥ 46¥ 46¥ 93 ¥172
Managing
Director
Tomoyuki Teraguchi(2) . . . . . Nomura Executive¥59¥ 13¥ 72 ¥ 18¥ 18¥ 37 ¥109
Managing
Director(1) Variable Compensation indicates the amount determined as remuneration based on the performance during the fiscal year ended
March 31, 2020.
(2) The amount reflects voluntary salary cut, conducted in May 2019.
(3) In addition to basic compensation, ¥24 million of corporate housing costs, such as housing allowance and related tax adjustments, were
provided.
(4) In addition to basic compensation, ¥3 million of corporate housing costs, such as housing allowance and related tax adjustments, were
provided.

2-3.

Status of indicators referred in determining performance-linked compensation

Performance-linked compensation has been determined based on the mechanism described in above sections
and certain indicators. Changes of the indicators between actuals of previous fiscal year and current year arereferred in determining the performance-linked compensation as well as other qualitative information,compensation trends among competitors and industry.
95

Please refer to Item 3.A. “Selected Financial Data” for the actual values of the referring indicators.
3.

Compensation governance and control

The Compensation Committee of Nomura, which is a statutory committee, is responsible for approving ouroverall compensation policy and for ensuring that the Nomura Group’s compensation framework supports ourbusiness strategy.
The Compensation Committee was held 8 times during the fiscal year to review and determine policies,
framework, and individual compensation of directors and executive officers. To ensure effective discussion anddetermination at the Compensation Committee, executive officers are invited. Regarding the members of theCompensation Committee, please refer to Item 6.A. “Directors and Senior Management.”
The Compensation Committee’s activities during the fiscal year are following, variable compensation werediscussed and determined on April 25, 2019. In addition, voluntary salary cut was reported on May 24, 2019. On
June 24, 2019, after the appointment of directors at the annual shareholder meeting, the Compensation
Committee reviewed and confirmed our compensation policy and determined fixed compensation for new
directors. Also, checked and confirmed a partial amendment of the Nomura Group Compensation Policy.
Furthermore, held 3 consequtive meetings since August 26, 2019, for discussing compensation control of
directors and executive officers, which resulted to a resolution for a few sections on March 3, 2020, aiming toapply from the performance period ending March 31, 2021. On March 30, 2020, the fixed remuneration wasdetermined for newly appointed executive officers as of April 1.

96

Stock Acquisition Rights (“SARs”)
The following table presents information regarding unexercised Stock Acquisition Rights as of March 31,
2020.
March 31, 2020

Series of SARs

Allotment Date

Number of
Shares under
SARs

Stock Acquisition Rights
No.46
Stock Acquisition Rights
No.47
Stock Acquisition Rights
No.48
Stock Acquisition Rights
No.49
Stock Acquisition Rights
No.50
Stock Acquisition Rights
No.53
Stock Acquisition Rights
No.54
Stock Acquisition Rights
No.55
Stock Acquisition Rights
No.56
Stock Acquisition Rights
No.57
Stock Acquisition Rights
No.58
Stock Acquisition Rights
No.60
Stock Acquisition Rights
No.61
Stock Acquisition Rights
No.62
Stock Acquisition Rights
No.63
Stock Acquisition Rights
No.64
Stock Acquisition Rights
No.65
Stock Acquisition Rights
No.68
Stock Acquisition Rights
No.69
Stock Acquisition Rights
No.70
Stock Acquisition Rights
No.71

June 5, 2012

115,300

June 5, 2012

372,000

June 5, 2012

526,800

June 5, 2012

39,800June 5, 2012

39,700June 5, 2013

93,700June 5, 2013

456,300

November 19, 2013 2,678,200
June 5, 2014

189,200

June 5, 2014

652,400

June 5, 2014

1,014,500

June 5, 2014

375,400

June 5, 2014

1,374,600

November 18, 2014 2,673,700
June 5, 2015

546,100

June 5, 2015

928,200

June 5, 2015

1,497,500

November 18, 2015 2,568,800
June 7, 2016

1,034,100

June 7, 2016

1,552,200

June 7, 2016

2,028,300

97

Exercise Periodof SARs

From April 20, 2015
to April 19, 2020
From April 20, 2016
to April 19, 2021
From April 20, 2017
to April 19, 2022
From October 20, 2015
to April 19, 2021
From October 20, 2016
to April 19, 2022
From April 20, 2015
to April 19, 2020
From April 20, 2016
to April 19, 2021
From November 19, 2015
to November 18, 2020
From April 20, 2015
to April 19, 2020
From April 20, 2016
to April 19, 2021
From April 20, 2017
to April 19, 2022
From March 31, 2016
to March 30, 2021
From March 31, 2017
to March 30, 2022
From November 18, 2016
to November 17, 2021
From April 20, 2016
to April 19, 2021
From April 20, 2017
to April 19, 2022
From April 20, 2018
to April 19, 2023
From November 18, 2017
to November 17, 2022
From April 20, 2017
to April 19, 2022
From April 20, 2018
to April 19, 2023
From April 20, 2019
to April 19, 2024

Exercise
Price perPaid-in
Share under Amount for
SARs
SARs

¥

1

¥ 0

1

0

1

0

1

0

1

0

1

0

1

0

821

0

1

0

1

0

1

0

1

0

1

0

738

0

1

0

1

0

1

0

802

0

1

0

1

0

1

0

March 31, 2020

Series of SARs

Allotment Date

Number of
Shares under
SARs

Exercise Periodof SARs

Exercise
Price perPaid-in
Share under Amount for
SARs
SARs

Stock Acquisition Rights
June 7, 2016
259,200
From October 30, 2016
¥ 1
¥ 0
No.72
to October 29, 2021
Stock Acquisition Rights
June 7, 2016
105,400
From April 30, 2017
1
0
No.73
to April 29, 2022
Stock Acquisition Rights
November 11, 2016 2,535,400 From November 11, 2018
593
0
No.74
to November 10, 2023
Stock Acquisition Rights
June 9, 2017
1,188,600
From April 20, 2018
1
0
No.75
to April 19, 2023
Stock Acquisition Rights
June 9, 2017
1,456,900
From April 20, 2019
1
0
No.76
to April 19, 2024
Stock Acquisition Rights
June 9, 2017
4,258,000
From April 20, 2020
1
0
No.77
to April 19, 2025
Stock Acquisition Rights
June 9, 2017
811,800
From April 20, 2021
1
0
No.78
to April 19, 2026
Stock Acquisition Rights
June 9, 2017
809,900
From April 20, 2022
1
0
No.79
to April 19, 2027
Stock Acquisition Rights
June 9, 2017
136,200
From April 20, 2023
1
0
No.80
to April 19, 2028
Stock Acquisition Rights
June 9, 2017
136,200
From April 20, 2024
1
0
No.81
to April 19, 2029
Stock Acquisition Rights
June 9, 2017276,700
From October 30, 2017
1
0
No.82
to October 29, 2022
Stock Acquisition Rights
June 9, 2017
63,900From April 30, 2018
1
0
No.83
to April 29, 2023
Stock Acquisition Rights
November 17, 2017 2,488,900 From November 17, 2019
684
0
No.84
to November 16, 2024
Stock Acquisition Rights
November 20, 2018 2,507,900 From November 20, 2020
573
0
No.85
to November 19, 2025
(1) SARs (including those granted to Directors and Executive Officers of Nomura which are stated in the tablebelow) are issued in conjunction with deferred compensation plan.
(2) The number of shares issuable under SARs is subject to adjustments under certain circumstances including
stock splits.

98

SARs Held by Directors and Executive Officers of Nomura
The following table presents details of Stock Acquisition Rights held by Directors and Executive Officers asof March 31, 2020.
March 31, 2020
Numbers of Holders
Directors andNumber of
Executive Officers
Shares under(excluding
SARs
Outside Directors)

Series of SARs

Stock Acquisition Rights No.47 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock Acquisition Rights No.48 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock Acquisition Rights No.54 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock Acquisition Rights No.58 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock Acquisition Rights No.60 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock Acquisition Rights No.61 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock Acquisition Rights No.63 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock Acquisition Rights No.64 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock Acquisition Rights No.65 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock Acquisition Rights No.69 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock Acquisition Rights No.70 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock Acquisition Rights No.71 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock Acquisition Rights No.75 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock Acquisition Rights No.76 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock Acquisition Rights No.77 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,700
7,600
4,900
26,4009,500
41,4006,900
20,60057,40045,10093,800113,000
88,90088,700109,900

1
2
1
2
2
3
1
2
3
3
5
6
5
5
7

Pension, Retirement or Similar Benefits
See Note 13 “Employee benefit plans” in our consolidated financial statements included in this annual
report.
C. Board Practices.
Information Concerning Directors
The Companies Act states that a Company with Three Board Committees (as defined below) must establish
three committees; a nomination committee, an audit committee and a compensation committee. The members ofeach committee are chosen from the company’s directors, and the majority of the members of each committee
must be outside directors. At a Company with Three Board Committees, the board of directors is entitled toestablish the basic management policy for the company, has decision-making authority over certain prescribedmatters, and supervises the execution by the executive officers of their duties. Executive officers andrepresentative executive officers appointed by a resolution adopted by the board of directors manage the businessaffairs of the company, based on a delegation of authority by the board of directors.
Since June 2003, the Company has adopted a corporate governance structure that separates management
oversight functions from business execution functions (“Company with Three Board Committees”). Through thisgovernance structure, the Company aims to strengthen management oversight, increase the transparency of theCompany’s management and expedite the decision-making process within the Nomura Group. An outline of theCompany’s Board of Directors, Nomination Committee, Audit Committee and Compensation Committee isprovided below.
Board of Directors
The Company’s Board of Directors consists of Directors who are elected at a general meeting ofshareholders and the Company’s Articles of Incorporation provide that the number of Directors shall not exceed
99

twenty. The term of office of each Director expires upon the conclusion of the ordinary general meeting ofshareholders with respect to the last fiscal year ending within one year after their appointment. Directors may
serve any number of consecutive terms. From among its members, the Company’s Board of Directors elects the
Chairman. The Company’s Board of Directors met eleven times during the fiscal year ended March 31, 2020. As
a group, the Directors attended 100% of the total number of meetings of the Board of Directors during the year.
The Board of Directors has the authority to determine the Company’s basic management policy and supervise theexecution by the Executive Officers of their duties. Although the Board of Directors also has the authority tomake decisions with regard to the Company’s business, most of this authority has been delegated to the
Executive Officers by a resolution adopted by the Board of Directors. There are no Directors’ service contracts
with the Company or any of its subsidiaries providing for benefits upon termination of employment.
Nomination Committee
The Nomination Committee, in accordance with the Company’s Regulations of the Nomination Committee,
determines the details of any proposals concerning the election and dismissal of Directors to be submitted togeneral meetings of shareholders by the Board of Directors. The Nomination Committee met nine times during
the fiscal year ended March 31, 2020. As a group, the member Directors attended all of the meetings of theNomination Committee during the year. As of June 24, 2020, the members of the Nomination Committee are
Koji Nagai, a Director not concurrently serving as an Executive Officer, and Outside Directors Hiroshi Kimura
and Kazuhiko Ishimura. Hiroshi Kimura is the Chairman of this Committee.
Audit Committee
The Audit Committee, in accordance with the Company’s Regulations of the Audit Committee, (i) audits theexecution by the Directors and the Executive Officers of their duties and the preparation of audit reports and(ii) determines the details of proposals concerning the election, dismissal or non-reappointment of the accounting
auditor to be submitted to general meetings of shareholders by the Board of Directors. With respect to financial
reporting, the Audit Committee has the statutory duty to examine financial statements and business reports to beprepared by Executive Officers designated by the Board of Directors and is authorized to report its opinion to theordinary general meeting of shareholders.
The Audit Committee met sixteen times during the fiscal year ended March 31, 2020. As a group, themember Directors attended all of the meetings of the Audit Committee during the year. As of June 24, 2020, themembers of the Audit Committee are Hisato Miyashita (a full-time member of the Audit Committee) and Outside
Directors, Noriaki Shimazaki and Mari Sono. Noriaki Shimazaki is the Chairman of this Committee.
Compensation Committee
The Compensation Committee, in accordance with the Company’s Regulations of the Compensation
Committee, determines the Company’s policy with respect to the determination of the details of each Directorand Executive Officer’s compensation. The Compensation Committee also determines the details of each
Director and Executive Officer’s actual compensation. The Compensation Committee met eight times during the
fiscal year ended March 31, 2020. As a group, the member Directors attended all of the meetings of theCompensation Committee during the year. As of June 24, 2020, the members of the Compensation Committee
are Koji Nagai, a Director not concurrently serving as an Executive Officer, and Outside Directors Hiroshi
Kimura and Kazuhiko Ishimura. Hiroshi Kimura is the Chairman of this Committee.
Limitation of Director Liability
In accordance with Article 33, Paragraph 2 of the Company’s Articles of Incorporation and Article 426,
Paragraph 1 of the Companies Act, the Company may execute agreements with Directors (excluding a person
who serves as an executive director, etc.) that limit their liability to the Company for damages suffered by the100Company if they acted in good faith and without gross negligence. Accordingly, the Company has entered into
agreements to limit Companies Act Article 423 Paragraph 1 liability for damages (“Limitation of Liability
Agreements”) with each of the following Directors: Hisato Miyashita, Hiroshi Kimura, Kazuhiko Ishimura,
Noriaki Shimazaki, Mari Sono, Michael Lim Choo San and Laura Simone Unger. Liability under each suchagreement is limited to either ¥20 million or the amount prescribed by laws and regulations, whichever is greater.
Information Concerning Executive Officers
Executive Officers of the Company are appointed by the Board of Directors, and the Company’s Articles ofIncorporation provide that the number of Executive Officers shall not exceed forty-five. The term of office ofeach Executive Officer expires upon the conclusion of the first meeting of the Board of Directors convened after
the ordinary general meeting of shareholders for the last fiscal year ending within one year after each Executive
Officer’s assumption of office. Executive Officers may serve any number of consecutive terms. Executive
Officers have the authority to determine matters delegated to them by resolutions adopted by the Board of
Directors and to execute business activities.
D. Employees.
The following table shows the number of our employees as of the dates indicated:2018

March 31,
2019

2020

Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15,819 15,852 15,748
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,057
2,909
2,691
Americas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,362
2,357
2,120
Asia and Oceania . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6,810
6,746
6,070
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

28,04827,864

26,629As of March 31, 2020, we had 15,748 employees in Japan, including 9,215 in our Retail Division, 1,630 in
our Wholesale Division and 837 in our Asset Management Division. In overseas, we had 10,881 employees, ofwhich 2,691 were located in Europe, 2,120 in the Americas, and 6,070 in Asia and Oceania.
As of March 31, 2020, 8,856 of Nomura Securities’ employees in Japan were members of the Nomura
employees’ union, with which we have a labor contract. The Company and labor union communicate frequently
in order to resolve labor-related matters.
We have not experienced any strikes or other labor disputes in Japan or overseas and consider our employee
relations to be excellent.
E. Share Ownership.
The following table shows the number of shares owned by our Directors and Executive Officers as of
May 31, 2020. As of that date, none of them owned 1% or more of our issued and outstanding shares. None of
the shares referred to below have different voting rights.

101

Directors
Name

Number of
Shareholdings

Koji Nagai . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Kentaro Okuda . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Toshio Morita . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Hisato Miyashita . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Hiroshi Kimura . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Kazuhiko Ishimura . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noriaki Shimazaki . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Mari Sono . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Michael Lim Choo San . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Laura Simone Unger . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

382,001
103,125
283,642
84,200359—
16,808——(1,000ADR)(1)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

870,135(1) ADRs are not included in the total.
Executive Officers
Number of
Shareholdings

Name

Kentaro Okuda . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Toshio Morita . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Junko Nakagawa . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tomoyuki Teraguchi . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Takumi Kitamura . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sotaro Kato . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

See above
See above
138,558
135,910
46,7493,840

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

325,057

For information regarding stock options granted to our Directors and Executive Officers, see Item 6.B“Compensation” of this annual report.
Item 7. Major Shareholders and Related Party Transactions
A. Major Shareholders.
According to a statement on Schedule 13G (Amendment No.5) filed by BlackRock, Inc. with the SEC on
February 5, 2020, BlackRock, Inc. owned 201,152,010 shares, representing 5.80% of the issued shares of theCompany’s common stock. However the Company has not confirmed the status of these shareholdings as ofMarch 31, 2020.
According to a statement on Schedule 13G filed by Sumitomo Mitsui Trust Holdings, Inc. with the SEC on
February 12, 2020, Sumitomo Mitsui Trust Holdings, Inc. owned 176,742,300 shares, representing 5.10% of theissued shares of the Company’s common stock. However the Company has not confirmed the status of theseshareholdings as of March 31, 2020.
To our knowledge, we are not directly or indirectly owned or controlled by another corporation, by any
government or by any other natural or legal person severally or jointly. We know of no arrangements theoperation of which may at a later time result in a change of control of Nomura. Also as of March 31, 2020, there
were 273 Nomura shareholders of record with addresses in the U.S., and those U.S. holders held 350,494,286
102

shares of the Company’s common stock, representing 10.0% of Nomura’s then outstanding common stock. As of
March 31, 2020, there were 30,223,151 ADSs outstanding, representing 30,223,151 shares of the Company’scommon stock or 0.8% of Nomura’s then outstanding common stock. Our major shareholders above do not havedifferent voting rights.
B. Related Party Transactions.
Nomura Research Institute, Ltd.
NRI develops and manages computer systems and provides research services and management consulting
services. We are one of the major clients of NRI.
We held 28.8% of NRI’s outstanding share capital as of March 31, 2020.
For the year ended March 31, 2020, we purchased ¥17,716 million worth of software and computerequipment and paid ¥45,911 million for other services to NRI, while received ¥642 million from NRI.
See also Note 20 “Affiliated companies and other equity-method investees” in the consolidated financial
statements included in this annual report.
Directors
There were no significant transactions.
C. Interests of Experts and Counsel.
Not applicable.
Item 8. Financial Information
A. Consolidated Statements and Other Financial Information.
Financial Statements
The information required by this item is set forth in our consolidated financial statements included
elsewhere in this annual report.
Legal Proceedings
For a discussion of our litigation and related matters, see Note 21 “Commitments, contingencies andguarantees” in the consolidated financial statements included in this annual report.
Dividend Policy
For our dividend policy, see Item 5.B “Liquidity and Capital Resources—Capital Management—
Dividends” in this annual report.
B. Significant Changes.
Except as disclosed in this annual report, there have been no significant changes since March 31, 2020.
Item 9. The Offer and Listing
A. Offer and Listing Details.
See Item 9. C. “The Offer and Listing—Markets”.
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B. Plan of Distribution.
Not applicable.
C. Markets.
The principal trading market for the Company’s common stock is the Tokyo Stock Exchange. The
Company’s common stock has been listed on the Tokyo Stock Exchange and the Nagoya Stock Exchange since1961. The trading symbol on those trading markets is “8604”.
Since December 2001, the Company’s common stock has been listed on the New York Stock Exchange inthe form of ADSs evidenced by ADRs. Each ADS represents one share of common stock. The trading symbol is“NMR”. The Company’s common stock has been listed on the Singapore Stock Exchange since 1994. The
trading symbol is “N33”.
D. Selling Shareholders.
Not applicable.
E. Dilution.
Not applicable.
F. Expenses of the Issue.
Not applicable.
Item 10. Additional Information
A. Share Capital.
Not applicable.
B. Memorandum and Articles of Association.
Register, Objects and Purposes in the Company’s Articles of Incorporation
Nomura Holdings, Inc. is incorporated in Japan and is registered in the Commercial Register (Shogyo
Tokibo in Japanese) maintained by the Tokyo Legal Affairs Bureau.
Article 2 of the Company’s Articles of Incorporation, which is an exhibit to this annual report, states that theCompany’s purpose is, by means of holding shares, to control and manage the business activities of domestic
companies which engage in the following businesses and the business activities of foreign companies which
engage in the businesses equivalent to the following businesses:(1) Financial instruments business prescribed in the Financial Instruments and Exchange Law;
(2) Banking business prescribed in the Banking Law and trust business prescribed in the Trust Business
Law; and(3) Any other financial services and any business incidental or related to such financial services.
(4) Other than as prescribed in the items above, any other business ancillary or related to survey andresearch in connection with the economy, financial or capital markets, or infrastructure or undertaking
the outsourcing thereof.
104

Provisions Regarding the Company’s Directors
Although there is no provision in the Company’s Articles of Incorporation as to a Director’s power to voteon a proposal or arrangement in which the Director is materially interested, under the Companies Act and theCompany’s Regulations of the Board of Directors, a Director must abstain from voting on such matters at
meetings of the Board of Directors.
As a Company with Three Board Committees, the compensation of the Company’s Directors and Executive
Officers is determined by the Compensation Committee (see Item 6.C. “Board Practices-Information
Concerning Directors-Compensation Committee” in this annual report). The Compensation Committee
establishes the policy with respect to the determination of the individual compensation (including variable
compensation) of each of the Company’s Directors and Executive Officers and makes determinations inaccordance with that compensation policy.
With respect to borrowing powers, these as well as other powers relating to the management of the business(with the exception of certain exclusions specified under the Companies Act) have been delegated to the
Executive Officers by the Board of Directors as a Company with Three Board Committees.
There is no mandatory retirement age for the Company’s Directors under the Companies Act or theCompany’s Articles of Incorporation.
There is no requirement concerning the number of shares an individual must hold in order to qualify him or
her to serve as a Director of the Company under the Companies Act or the Company’s Articles of Incorporation.
Pursuant to the Companies Act and the Company’s Articles of Incorporation, the Company may, by aresolution adopted by the Company’s Board of Directors, release the liabilities of any Directors or Executive
Officers to the Company for damages suffered by the Company due to their acts taken in good faith and withoutgross negligence, to the extent permitted by the Companies Act and the Company’s Articles of Incorporation. In
addition, the Company may execute with Directors (excluding a person who serves as an executive director, etc.)
agreements that limit their liabilities to the Company for damages suffered by the Company if they acted in goodfaith and without gross negligence, to the extent permitted by the Companies Act and the Company’s Articles ofIncorporation. See Item 6.C. “Board Practices-Limitation of Director Liability” in this annual report.
Other Matters
For disclosures under the following items, see “Description of rights of each class of securities registeredunder Section 12 of the Securities Exchange Act of 1934” which is an exhibit to this annual report: Item 10.B.3,
B.4, B.5, B.6, B.7, B.8, B.9 and B.10.
C. Material Contracts.
In addition to the items disclosed in Item 6.C “Board Practices” of this annual report, Nomura tendered tothe self-tender offer made by Nomura Research Institute, Ltd. (“NRI”) conducted between July 1, 2019 andJuly 29, 2019. Upon the settlement on August 21, 2019, Nomura sold ¥101,889,300 ordinary shares it held at¥159,966,201,000 (¥1,570 per share) to NRI. NRI remains an equity method affiliate of NHI.
D. Exchange Controls.
Acquisition of Shares
The following summary is not intended to be a complete analysis of the prior notification or reporting
requirements under Japanese foreign exchange regulations as a result of the acquisition by investors of shares of
the Company. Potential investors should consult their own legal advisors on the consequences of the acquisitionof shares of the Company, including specifically the applicable notification, reporting and other procedures andany available exemption therefrom under Japanese foreign exchange regulations.
105

The Foreign Exchange and Foreign Trade Law of Japan and its related cabinet orders and ministerial
ordinances (“Foreign Exchange Regulations”) governs certain aspects relating to the acquisition and holding ofshares of the Company by “foreign investors,” as defined below.
If a foreign investor acquires shares of the Company and as a result of this acquisition directly or indirectly
holds 1% or more of the issued shares of the Company, together with its existing holdings and those of otherparties who have a close relationship with that foreign investor (the “closely-related person”), the foreign
investor is, in general, required to report the acquisition to the Minister of Finance and any other competent
ministers via the Bank of Japan within 45 days from the date of acquisition. If (i) the foreign investor or its
closely-related person will not become a board member of the Company, (ii) the foreign investor will not
propose, at a general shareholders meeting of the Company, a transfer or disposition of its business, and (iii) the
foreign investor will not have access to any non-public information regarding the Company’s technologies inrelation to its business, in general, a prior notification is exempted.
“Foreign investors” are generally defined as (i) individuals who are not residents in Japan, (ii) corporations
which are organized under the laws of foreign countries or whose principal offices are located outside Japan,(iii) corporations of which (a) 50% or more of the voting rights are held directly or indirectly by (i) and/or(ii) above, (b) a majority of officers consists of non-residents of Japan or (c) a majority of officers having thepower of representation consists of non-residents of Japan, and (iv) partnerships or limited partnerships engaging
in investment business, in which (a) 50% or more of the total amount of contributions are made directly or
indirectly by (i) and/or (ii) above or (b) a majority of the managing partners are (i) and/or (ii) above.
Dividends and Proceeds of Sale
Under the Foreign Exchange Regulations, dividends paid on, and the proceeds of sales in Japan of, shares
held by non-residents of Japan may in general be converted into any foreign currency and repatriated abroad.
Under the terms of the deposit agreement pursuant to which ADSs of the Company will be issued, the depositary
is required, to the extent that in its judgment it can convert yen on a reasonable basis into dollars and transfer the
resulting dollars to the U.S., to convert all cash dividends that it receives in respect of deposited shares into
dollars and to distribute the amount received (after deduction of applicable withholding taxes) to the holders of
ADSs.
“Non-residents of Japan” are generally defined as individuals who are not resident in Japan and corporations
whose principal offices are located outside Japan. Branches and other offices of Japanese corporations locatedoutside Japan are considered non-residents of Japan, and branches and other offices located within Japan of
non-resident corporations are considered residents of Japan.
E. Taxation.
U.S. Federal Income Taxation
This section describes the material U.S. federal income tax consequences of owning shares or ADSs. It
applies to you only if you are a U.S. holder (as defined below), you acquire your shares or ADSs in an offeringand you hold your shares or ADSs as capital assets for tax purposes. This section does not apply to you if you area member of a special class of holders subject to special rules, including:•a dealer in securities,•a trader in securities that elects to use a mark-to-market method of accounting for your securities
holdings,•

a tax-exempt organization,•a life insurance company,106•a person liable for alternative minimum tax,•

a person that actually or constructively owns 10% or more of the combined voting power of our voting
stock or of the total value of our stock,•a person that holds shares or ADSs as part of a straddle or a hedging, conversion, integrated orconstructive sale transaction,•a person that purchases or sells shares or ADSs as part of a wash sale for tax purposes, or•a person whose functional currency is not the U.S. dollar.

This section is based on the Internal Revenue Code of 1986, as amended, its legislative history, existing andproposed regulations, published rulings and court decisions, all as currently in effect, as well as on the Income
Tax Convention Between the U.S. and Japan (“Japan-U.S. Tax Treaty”). These laws are subject to change,
possibly on a retroactive basis. In addition, this section is based in part upon the representations of The Bank of
New York Mellon (“depositary”) and the assumption that each obligation in the deposit agreement and any
related agreement will be performed in accordance with its terms.
If a partnership holds the shares or ADSs, the U.S. federal income tax treatment of a partner will generally
depend on the status of the partner and the tax treatment of the partnership. A partner in a partnership holding theshares or ADSs should consult its tax advisor with regard to the U.S. federal income tax treatment of aninvestment in the shares or ADSs.
You are a U.S. holder if you are a beneficial owner of shares or ADSs and you are:•a citizen or resident of the U.S.,•a corporation created or organized in or under the laws of the U.S. or any political subdivision thereof,•an estate whose income is subject to U.S. federal income tax regardless of its source, or•a trust if a U.S. court can exercise primary supervision over the trust’s administration and one or more
U.S. persons are authorized to control all substantial decisions of the trust.

You should consult your own tax advisor regarding the U.S. federal, state, local and other tax consequences ofowning and disposing of shares and ADSs in your particular circumstances.
This discussion addresses only U.S. federal income taxation.
In general, and taking into account the earlier assumptions, for U.S. federal income tax purposes, if you hold
ADRs evidencing ADSs, you will be treated as the owner of the shares represented by those ADSs. Exchanges ofshares for ADRs, and ADRs for shares, generally will not be subject to U.S. federal income tax.
Taxation of Dividends
Under the U.S. federal income tax laws, and subject to the passive foreign investment company (“PFIC”)
rules discussed below, the gross amount of any dividend we pay out of our current or accumulated earnings andprofits (as determined for U.S. federal income tax purposes) is subject to U.S. federal income taxation. If you area non-corporate U.S. holder, dividends that constitute qualified dividend income will be taxable to you at thepreferential rates applicable to long-term capital gains provided that you hold the shares or ADSs for more than
60 days during the 121-day period beginning 60 days before the ex-dividend date and meet other holding periodrequirements. Dividends we pay with respect to the shares or ADSs generally will be qualified dividend income.
You must include any Japanese tax withheld from the dividend payment in this gross amount even though
you do not in fact receive it.
107

The dividend is taxable when you, in the case of shares, or the depositary, in the case of ADSs, receive thedividend, actually or constructively. The dividend will not be eligible for the “dividends-received deduction”
generally allowed to U.S. corporations in respect of dividends received from other U.S. corporations. The amountof the dividend distribution that you must include in your income as a U.S. holder will be the U.S. dollar value of
the Japanese yen payments made, determined at the spot Japanese yen/U.S. dollar rate on the date the dividend
distribution is includible in your income, regardless of whether the payment is in fact converted into U.S. dollars.
Generally, any gain or loss resulting from currency exchange fluctuations during the period from the date you
include the dividend payment in income to the date you convert the payment into U.S. dollars will be treated asordinary income or loss and will not be eligible for the special tax rate applicable to qualified dividend income.
The gain or loss generally will be income or loss from sources within the U.S. for foreign tax credit limitation
purposes. Distributions in excess of current and accumulated earnings and profits, as determined for U.S. federal
income tax purposes, will be treated as a non-taxable return of capital to the extent of your basis in the shares or
ADSs and thereafter as capital gain. However, we do not expect to calculate earnings and profits in accordancewith United States federal income tax principles. Accordingly, you should expect generally to treat distributions
we make as dividends.
Subject to certain limitations, the Japanese tax withheld in accordance with the Japan-U.S. Tax Treaty andpaid over to Japan will be creditable against your U.S. federal income tax liability. Special rules apply indetermining the foreign tax credit limitation with respect to dividends that are subject to the preferential tax rates.
To the extent a refund of the tax withheld is available under Japanese law or the Japan-U.S. Tax Treaty, theamount of tax withheld that is refundable will not be eligible for credit against your U.S. federal income tax
liability.
For foreign tax credit purposes, dividends will generally be income from sources outside the U.S. and will
generally be “passive income” for purposes of computing the foreign tax credit allowable to you.
Taxation of Capital Gains
Subject to the PFIC rules discussed below, if you are a U.S. holder and you sell or otherwise dispose of yourshares or ADSs, you will recognize capital gain or loss for U.S. federal income tax purposes equal to thedifference between the U.S. dollar value of the amount that you realize and your tax basis, determined in U.S.
dollars, in your shares or ADSs. Capital gain of a non-corporate U.S. holder is generally taxed at preferential
rates where the property is held for more than one year. The gain or loss will generally be income or loss fromsources within the U.S. for foreign tax credit limitation purposes.
PFIC Rules
We do not expect our shares and ADSs to be treated as stock of a PFIC for U.S. federal income tax
purposes, but this conclusion is a factual determination that is made annually and thus may be subject to change.
Moreover, the application of the PFIC rules to a corporation, such as Nomura, that is primarily engaged in an
active business as a securities dealer is not entirely clear.
In general, if you are a U.S. holder, we will be a PFIC with respect to you if for any taxable year in which
you held our ADSs or shares:•

at least 75% of our gross income for the taxable year is passive income, or•at least 50% of the value, determined on the basis of a quarterly average, of our assets is attributable toassets that produce or are held for the production of passive income.

Passive income generally includes dividends, interest, royalties, rents (other than certain rents and royalties
derived in the active conduct of a trade or business), annuities and gains from assets that produce passive income.
If a foreign corporation owns at least 25% by value of the stock of another corporation, the foreign corporation istreated for purposes of the PFIC tests as owning its proportionate share of the assets of the other corporation, andas receiving directly its proportionate share of the other corporation’s income.
108

If we are treated as a PFIC, and you are a U.S. holder that did not make a mark-to-market election, as
described below, you will be subject to special rules with respect to:•

any gain you realize on the sale or other disposition of your shares or ADSs, and•any excess distribution that we make to you (generally, any distributions to you during a single taxable
year that are greater than 125% of the average annual distributions received by you in respect of theshares or ADSs during the three preceding taxable years or, if shorter, your holding period for the sharesor ADSs).

Under these rules:•

the gain or excess distribution will be allocated ratably over your holding period for the shares or ADSs,•

the amount allocated to the taxable year in which you realized the gain or excess distribution, or to prioryears before the first year in which we were a PFIC with respect to you, will be taxed as ordinary
income,•the amount allocated to each other previous year will be taxed at the highest tax rate in effect for thatyear, and•the interest charge generally applicable to underpayments of tax will be imposed in respect of the tax
attributable to each such year.

Special rules apply for calculating the amount of the foreign tax credit with respect to excess distributions
by a PFIC.
If you own shares or ADSs in a PFIC that are regularly traded on a qualified exchange, they will be treatedas marketable stock, and you may elect to mark your shares or ADSs to market. If you make this election, youwill not be subject to the PFIC rules described above. Instead, in general, you will include as ordinary income
each year the excess, if any, of the fair market value of your shares or ADSs at the end of the taxable year overyour adjusted basis in your shares or ADSs. These amounts of ordinary income will not be eligible for thefavorable tax rates applicable to qualified dividend income or long-term capital gains. You will also be allowed
to take an ordinary loss in respect of the excess, if any, of the adjusted basis of your shares or ADSs over theirfair market value at the end of the taxable year (but only to the extent of the net amount of previously included
income as a result of the mark-to-market election). Your basis in the shares or ADSs will be adjusted to reflect
any such income or loss amounts.
Your shares or ADSs will be treated as stock in a PFIC if we were a PFIC at any time during your holding
period in your shares or ADSs, even if we are not currently a PFIC. For purposes of this rule, if you make amark-to-market election with respect to your shares or ADSs, you will be treated as having a new holding period
in your shares or ADSs beginning on the first day of the first taxable year beginning after the last taxable year forwhich the mark-to-market election applies.
In addition, notwithstanding any election you make with regard to the shares or ADSs, dividends that you
receive from us will not constitute qualified dividend income to you if we are a PFIC (or treated as a PFIC withrespect to you) either in the taxable year of the distribution or the preceding taxable year. Dividends that you
receive that do not constitute qualified dividend income are not eligible for taxation at the preferential rates
applicable to qualified dividend income. Instead, you must include the gross amount of any such dividend paidby us out of our accumulated earnings and profits (as determined for U.S. federal income tax purposes) in yourgross income, and it will be subject to tax at rates applicable to ordinary income.
If you own shares or ADSs during any year that we are a PFIC with respect to you, you may be required tofile Internal Revenue Service Form 8621.
109

Japanese Taxation
The following is a summary of the principal Japanese tax consequences to owners of shares of the Company
who are non-resident individuals or non-Japanese corporations (“non-resident shareholders”) without apermanent establishment in Japan to which the relevant income is attributable. As tax laws are frequently revised,
the tax treatments described in this summary are also subject to changes in the applicable Japanese laws and/or
double taxation conventions occurring in the future, if any. This summary is not exhaustive of all possible tax
considerations which may apply to specific investors under particular circumstances. Potential investors should,
by consulting with their own tax advisers, satisfy themselves as to•the overall tax consequences of the acquisition, ownership and disposition of shares or ADSs, including
specifically the tax consequences under Japanese law,•

the laws of the jurisdiction of which they are resident, and•any tax treaty between Japan and their country of residence.

Generally, a non-resident shareholder is subject to Japanese withholding tax on dividends on the shares paidby the Company. A stock split is not subject to Japanese income or corporation tax, as it is characterized merely
as an increase of number of shares (as opposed to an increase of value of shares) from Japanese tax perspectives.
Conversion of retained earnings or legal reserve (but other than additional paid-in capital, in general) into statedcapital on a non-consolidated basis is not characterized as a deemed dividend for Japanese tax purposes, andtherefore such a conversion does not trigger Japanese withholding taxation (Article 2(16) of the JapaneseCorporation Tax Law and Article 8(1)(xiii) of the Japanese Corporation Tax Law Enforcement Order).
Unless an applicable tax treaty, convention or agreement reducing the maximum rate of withholding tax
applies, the rate of Japanese withholding tax applicable to dividends on listed shares such as those paid by theCompany to non-resident shareholders is currently 15%, except for dividends paid to any individual shareholder
who holds 3% or more of the issued shares for which the applicable rate is 20% (please refer to Article 170 and
Article 213(1)(i) of the Japanese Income Tax Law and Article 9-3(1)(i) of the Japanese Special Tax Measures
Law).
On December 2, 2011, the “Special measures act to secure the financial resources required to implement
policy on restoration after the East Japan Earthquake” (Act No. 117 of 2011) was promulgated and special surtax
measures on income tax were introduced to fund the restoration effort from the earthquake. Income tax andwithholding tax payers will need to pay a surtax, calculated by multiplying the base income tax with 2.1% for 25
years starting from January 1, 2013. As a result of the fractional tax rate increase, 15.315% is applicable until
December 31, 2037. If a non-resident taxpayer is a resident of a country that Japan has tax treaty with, as
described below, such non-residents will not be subject to the surtax to the extent that the applicable rate agreed
in the tax treaty is lower than the aggregate domestic rate.
Japan has income tax treaties, conventions or agreements whereby the above-mentioned withholding tax
rate is reduced, generally to 15% for portfolio investors, with, among others, Canada, Denmark, Finland,
Germany, Ireland, Italy, Luxembourg, New Zealand, Norway, Singapore and Spain. Under the Japan-U.S. Tax
Treaty, the withholding tax rate on dividends is 10% for portfolio investors, provided that they do not have apermanent establishment in Japan, or if there is a permanent establishment, the shares with respect to which such
dividends are paid are not effectively connected with such permanent establishment, and that they are qualified
U.S. residents eligible to enjoy treaty benefits. It shall be noted that, under the Japan-U.S. Tax Treaty,
withholding tax on dividends to be paid is exempt from Japanese taxation by way of withholding or otherwise forpension funds which are qualified U.S. residents eligible to enjoy treaty benefits unless such dividends arederived from the carrying on of a business, directly or indirectly, by such pension funds (please refer to Article
10(3)(b) of the Japan-U.S. Tax Treaty). In addition to the Japan-U.S. Tax Treaty, Japan currently has income tax
treaties with, among others, the U.K., France, Australia, the Netherlands, Switzerland, Sweden and Belgium
whereby the withholding tax rate on dividends is also reduced from 15% to 10% for portfolio investors.
110Non-resident shareholders who are entitled to a reduced treaty rate of Japanese withholding tax on payment
of dividends on the shares by the Company are required to submit the “Application Form for Income Tax
Convention regarding Relief from Japanese Income Tax and Special Income Tax for Reconstruction on
Dividends” or the “Application Form for Income Tax Convention regarding Relief from Japanese Income Taxand Special Income Tax for Reconstruction on Dividends with respect to Foreign Depositary Receipt”, as thecase may be, in advance through the Company, which is the case for ADS holders, or (in cases where the relevant
withholding taxpayer for the dividend payment is not the Company but a financial institution in Japan) throughthe financial institution, to the relevant tax authority before payment of dividends. Non-resident shareholders
who receive dividends through a financial institution may select a simplified procedure with respect to dividends
payable on or after January 1, 2014. Under such procedure, non-resident shareholders who submit the “Special
Application Form for Income Tax Convention regarding Relief from Japanese Income Tax and Special Income
Tax for Reconstruction on Dividends of Listed Stocks” to the relevant tax authority through a financial institution
are deemed to have submitted the “Application Form for Income Tax Convention regarding Relief from Japanese
Income Tax and Special Income Tax for Reconstruction on Dividends” mentioned above with respect to any
dividend which will be paid by the Company to non-resident shareholders through the financial institution
thereafter, provided that such non-resident shareholders shall notify the financial institution of certain
information regarding the dividends before the payment of such dividends. Non-resident shareholders who do not
submit an application in advance will be entitled to claim the refund of withholding taxes withheld in excess of
the rate of an applicable tax treaty from the relevant Japanese tax authority. For Japanese tax purpose, the treaty
rate normally applies superseding the tax rate under the domestic law. However, due to the so-called“preservation doctrine” under Article 3-2 of the Special Measures Law for the Income Tax Law, Corporation Tax
Law and Local Taxes Law with respect to the Implementation of Tax Treaties, if the tax rate under the domestic
tax law is lower than that promulgated under the applicable income tax treaty, then the domestic tax rate is still
applicable. Consequently, if the domestic tax rate still applies, no treaty application is required to be filed.
Gains derived from the sale of shares outside Japan by a non-resident shareholder without a permanentestablishment in Japan as a portfolio investor, are, in general, not subject to Japanese income or corporation
taxes.
Japanese inheritance and gift taxes at progressive rates may be payable by an individual who has acquired
shares as a legatee, heir or donee, even if the individual is not a Japanese resident.
You should consult your own tax advisers regarding the Japanese tax consequences of the acquisition,
ownership and disposition of the shares and ADSs in your particular circumstances.
F. Dividends and Paying Agents.
Not applicable.
G. Statement by Experts.
Not applicable.
H. Documents on Display.
The Company is subject to the informational requirements of the Securities Exchange Act of 1934 and, in
accordance therewith, the Company will file with the Securities and Exchange Commission annual reports on
Form 20-F within four months of the Company’s fiscal year-end and other reports and information on Form 6-K.
You can access the documents filed via the Electronic Data Gathering, Analysis, and Retrieval system on the
SEC’s website (http://www.sec.gov).
I. Subsidiary Information.
Not applicable.
111

Item 11. Quantitative and Qualitative Disclosures about Market Risk
Risk Management
Nomura defines risks as (i) the potential erosion of Nomura’s capital base due to unexpected losses arisingfrom risks to which its business operations are exposed, such as market risk, credit risk, operational risk andmodel risk, (ii) liquidity risk, the potential lack of access to funds or higher cost of funding than normal levels
due to a deterioration in Nomura’s creditworthiness or deterioration in market conditions, and (iii) strategic risk,
the potential failure of revenues to cover costs due to a deterioration in the earnings environment or adeterioration in the efficiency or effectiveness of its business operations.
A fundamental principle established by Nomura is that all employees shall regard themselves as principalsof risk management and appropriately manage these risks. Nomura seeks to promote a culture of proactive risk
management throughout all levels of the organization and to limit risks to the confines of its risk appetite. The
risk management framework that Nomura uses to manage these risks consists of its risk appetite, risk
management governance and oversight, the management of financial resources, the management of all risk
classes, and processes to measure and control risks. Each of these key components is explained in further detailbelow.
Risk Appetite
Nomura has determined the types and levels of risk that it will assume in pursuit of its strategic objectives
and business plan and has articulated this in its Risk Appetite Statement. This document is jointly submitted by
the Chief Risk Officer (“CRO”), the Chief Financial Officer (“CFO”) and the Chief Compliance Officer(“CCO”) to the Executive Management Board (“EMB”) for approval.
The Risk Appetite Statement provides an aggregated view of risk and includes capital adequacy, liquidity,
financial risk and non-financial risk. It is subject to regular monitoring and breach escalation as appropriate by
the owner of the relevant risk appetite statement.
Nomura’s Risk Appetite Statement is required to be reviewed at least annually by the EMB but it isreviewed on an ad hoc basis if necessary, and must specifically be reviewed following any significant changes in
Nomura’s strategy. Risk appetite underpins all additional aspects of Nomura’s risk management framework.

112

Risk Management Governance and OversightCommittee GovernanceNomura has established a committee structure to facilitate effective business operations and management of
Nomura’s risks. The formal governance structure for risk management within Nomura is as follows:

Board of Directors (“BoD”)
The BoD determines the policy for the execution of the business of Nomura and other matters prescribed inlaws and regulations, supervises the execution of Directors’ and Executive Officers’ duties and has the authority
to adopt, alter or abolish the regulations of the EMB.
Executive Management Board (“EMB”)
The EMB deliberates on and determines management strategy, the allocation of management resources andimportant management matters of Nomura, and seeks to increase shareholder value by promoting effective use ofmanagement resources and unified decision-making with regard to the execution of business. The EMB delegates
responsibility for deliberation of matters concerning risk management to the Group Integrated Risk Management
Committee (“GIRMC”). Key responsibilities of the EMB include the following:•

Resource Allocation—At the beginning of each financial year, the EMB determines the allocation ofmanagement resources and financial resources such as risk-weighted asset and unsecured funding tobusiness units and establishes usage limits for these resources;•

Business Plan—At the beginning of each financial year, the EMB approves the business plan and budgetof Nomura. Introduction of significant new businesses, changes to business plans, the budget and theallocation of management resources during the year are also approved by the EMB; and•Reporting—The EMB reports the status of its deliberations to the BoD.

Group Integrated Risk Management Committee (“GIRMC”)
Upon delegation from the EMB, the GIRMC deliberates on or determines important matters concerning
integrated risk management of Nomura to assure the sound and effective management of its businesses. The
GIRMC establishes a framework of integrated risk management consistent with Nomura’s risk appetite. The
GIRMC supervises Nomura’s risk management by establishing and operating its risk management framework.
The GIRMC reports the status of key risk management issues and any other matters deemed necessary by thecommittee chairman to the BoD and the EMB.
113

In addition, the GIRMC, upon delegation from the EMB, has established the Risk Management Policy,
describing Nomura’s overall risk management framework including the fundamental risk management principles
followed by Nomura.
Global Portfolio Committee (“GPC”)
Upon delegation from the GIRMC, the GPC deliberates on or determines all matters in relation to the
management of a specific portfolio, for the purpose of achieving a risk profile consistent with the risk allocation
and risk appetite of Nomura. The portfolio consists of businesses and products that fall within at least one of thethree following categories: event financing, term financing and asset-based financing.
Asset Liability Committee (“ALCO”)
Upon delegation from the EMB and the GIRMC, the ALCO deliberates on, based on Nomura’s risk appetite
determined by the EMB, balance sheet management, financial resource allocation, liquidity management andrelated matters. The ALCO reports to the GIRMC the status of discussions at its meetings and any other matters
as deemed necessary by the committee chairman.
Global Transaction Committee (“GTC”)
Upon delegation from the GPC, the GTC deliberates on or determines individual transactions in line with
Nomura’s risk appetite determined by the EMB and thereby assures the sound and effective management of
Nomura’s businesses.
Other Committees
The Global Risk Analytics Committee and the Model Risk Analytics Committee deliberate on or determine
matters concerning the development, management and strategy of risk models and valuation models upondelegation from the CRO, respectively. The primary responsibility of these committees is to govern and provide
oversight of model management, including the approval of new models and significant model changes. Bothcommittees report all significant matters and material decisions taken to the CRO on a regular basis. The
Collateral Steering Committee deliberates on or determines Nomura’s collateral risk management, including
concentrations, liquidity, collateral re-use, limits and stress tests, provides direction on Nomura’s collateral
strategy and ensures compliance with regulatory collateral requirements upon delegation from the CRO.
Chief Risk Officer (“CRO”)
The CRO is responsible for setting the overall strategy and direction of the Risk Management Division. The
CRO is responsible for supervising the Risk Management Division and maintaining the effectiveness of the risk
management framework independently from the business units within Nomura. The CRO regularly reports on thestatus of Nomura’s risk management to the GIRMC, and reports to and seeks the approval of the GIRMC on
measures required for risk management.
Chief Financial Officer (“CFO”)
The CFO is responsible for overall financial strategy of Nomura, and has operational authority andresponsibility over Nomura’s liquidity management based on decisions made by the EMB.
Chief Compliance Officer (“CCO”)
The CCO is responsible for supervising the Legal, Compliance and Controls Division (“LCC Division”) andmaintaining the effectiveness of the non-financial risk management framework (operational risk and reputationalrisk).
114

Risk Management Division, Finance Division and LCC Division
The Risk Management Division, the Finance Division and the LCC Division comprise various departments
or units established independently from Nomura’s business units. These three divisions are responsible forestablishing and operating risk management processes, establishing and enforcing risk management policies andregulations, verifying the effectiveness of risk management methods, gathering reports from Nomura Group
entities, reporting to Executive Officers/Senior Managing Directors and the GIRMC and others, as well asreporting to regulatory bodies and handling regulatory applications concerning risk management methods andother items as necessary. Important risk management issues are closely communicated between these threedivisions and the CRO, CFO and CCO. The CRO, CFO and CCO regularly attend the EMB and GIRMC
meetings to report specific risk issues.
Risk Policy Framework
Policies and procedures are essential tools of governance and define principles, rules and standards, and thespecific processes that must be adhered to in order to effectively manage risk at Nomura. Risk management
operations are run in accordance with these policies and procedures.
Monitoring, Reporting and Data Integrity
Development, consolidation, monitoring and reporting of risk management information (“risk MI”) are
fundamental to the appropriate management of risk. The aim of all risk MI is to provide a basis for sounddecision-making, action and escalation as required. The Risk Management Division, the Finance Division and the
LCC Division are responsible for producing regular risk MI, which reflects the position of Nomura relative tostated risk appetite. Risk MI includes information from across the risk classes defined in the risk management
framework and reflect the use of the various risk tools used to identify and assess those risks. These threedivisions are responsible for implementing appropriate controls over data integrity for risk MI.
Management of Financial Resources
Nomura has established a framework for management of financial resources in order to adequately manage
utilization of these resources. The EMB allocates financial resources to business units at the beginning of eachfinancial year. These allocations are used to set revenue forecasts for each business units. Key components are
set out below:
Risk-weighted assets
A key component used in the calculation of our consolidated capital adequacy ratios is risk-weighted assets.
The EMB determines the risk appetite for our consolidated Tier 1 capital ratio on an annual basis and sets thelimits for the usage of risk-weighted assets by each division and by additional lower levels of the division. In
addition the EMB determines the risk appetite for the level of exposures under the leverage ratio framework
which is a non-risk based measure to supplement risk-weighted assets. See Item 4.B. “Business Overview—
Regulatory Capital Rules”, Item 5.B. “Consolidated Regulatory Capital Requirements” and “Consolidated
Leverage Ratio Requirements” in this annual report for further information on our consolidated capital adequacy
ratios and risk-weighted assets.
Economic Capital
Nomura’s internal measure of the capital required to support its business is the Nomura Capital Allocation
Target (“NCAT”). NCAT is measured as the amount of capital required to absorb maximum potential losses overa one-year time horizon, computed by the risk model at the 99.95th percentile, or the equivalent Expected
Shortfall. NCAT consists of Portfolio NCAT and Non-Portfolio NCAT. Portfolio NCAT consists of market risk,
115

credit risk, event risk, principal finance risk, private equity risk and investment securities risk. Non-Portfolio
NCAT consists of business risk and operational risk. NCAT is aggregated by taking into account the correlation
among its various components. Nomura’s NCAT limit is initially set by the EMB, and the EMB subsequently
allocates it to each business division and additional lower levels of the organization. (Please note themanagement by NCAT was abolished on March 31, 2020 and the management with risk-weighted asset is solely
in place since April 1, 2020.)
Available Funds
The CFO decides the maximum amount of available funds, provided without posting of any collateral, forallocation within Nomura and the EMB approves the allocation of the funds to each business division. Global
Treasury monitors the usage by businesses and reports to the EMB.
Classification and Definition of Risk
Nomura classifies and defines risks as follows and has established departments or units to manage each risk
type.
Risk Category

Definition

Market risk

Risk of loss arising from fluctuations in values of financial assets and liabilities(including off-balance sheet items) due to fluctuations in market risk factors (interest
rates, foreign exchange rates, prices of securities and others).

Credit risk

Risk of loss arising from an obligor’s default, insolvency or administrative proceedingwhich results in the obligor’s failure to meet its contractual obligations in accordancewith agreed terms. This includes both on and off-balance sheet exposures. It is also therisk of loss arising through a credit valuation adjustment (“CVA”) associated withdeterioration in the creditworthiness of a counterparty.

Operational risk

Risk of financial loss or non-financial impact arising from inadequate or failed internal
processes, people and systems, or from external events. Operational risk includes in its
definition Compliance, Legal, IT and Cyber Security, Fraud, Third Party and othernon-financial risks. Operational risk does not include strategic risk and reputationalrisk, however, some operational risks can lead to reputational issues and as suchoperational and reputational risks may be closely linked.

Model risk

Risk of financial loss, incorrect decision making, or damage to the firm’s credibility
arising from model errors or incorrect or inappropriate model application.

Funding and
Liquidity risk

Risk of loss arising from difficulty in securing the necessary funding or from asignificantly higher cost of funding than normal levels due to deterioration of Nomura’s
creditworthiness or deterioration in market conditions.

Business risk

Risk of failure of revenues to cover costs due to deterioration of the earnings
environment or deterioration of the efficiency or effectiveness of business operations.
Business risk is managed by the senior management at Nomura.

Market Risk Management
Market risk is the risk of loss arising from fluctuations in values of financial assets and liabilities (including
off-balance sheet items) due to fluctuations in market risk factors (interest rates, foreign exchange rates, prices of
securities and others).

116Market Risk Management Process
Effective management of market risk requires the ability to analyze a complex and evolving portfolio in aconstantly changing global market environment, identify problematic trends and ensure that appropriate action istaken in a timely manner.
Nomura uses a variety of statistical risk measurement tools to assess and monitor market risk on an ongoingbasis, including, but not limited to, Value at Risk (“VaR”), Stressed VaR (“SVaR”) and Incremental Risk Charge(“IRC”). In addition, Nomura uses sensitivity analysis and stress testing to measure and analyze its market risk.
Sensitivities are measures used to show the potential changes to a portfolio due to standard moves in market risk
factors. They are specific to each asset class and cannot usually be aggregated across risk factors. Stress testingenables the analysis of portfolio risks or tail risks, including non-linear behaviors and can be aggregated acrossrisk factors at any level of the group hierarchy, from group level to business division, units or desk levels. Market
risk is monitored against a set of approved limits, with daily reports and other management information provided
to the business units and senior management.
Value at Risk
VaR is a measure of the potential loss due to adverse movements of market factors, such as equity prices,interest rates, credit, foreign exchange rates, and commodities with associated volatilities and correlations.
VaR Methodology Assumptions
Nomura uses a single VaR model which has been implemented globally in order to determine the total
trading VaR. A historical simulation is implemented, where historical market moves over a two-year window areapplied to current exposure in order to construct a profit and loss distribution. Potential losses can be estimated atrequired confidence levels or probabilities. A scenario weighting scheme is employed to ensure that the VaRmodel responds to changing market volatility. Nomura uses the same VaR model for both internal risk
management purposes and for regulatory reporting. For internal risk management purposes, VaR is calculated
across Nomura at a 99% confidence level and using a 1-day time horizon. For regulatory reporting purposes,
Nomura uses the same confidence level but a 10-day time horizon, calculated using actual 10-day historicalmarket moves. To complement VaR under Basel 2.5 regulations, Nomura also computes SVaR, which samples
from a one-year window during a period of financial stress. The SVaR window is regularly calibrated andobservations are equally weighted.
Nomura’s VaR model uses exact time series for each individual risk factor. However, if good quality data is
not available, a ‘proxy logic’ maps the exposure to an appropriate time series. The level of proxying taking place
is carefully monitored through internal risk management processes and there is a continual effort to source newtime series to use in the VaR calculation.
VaR Backtesting
The performance of Nomura’s VaR model is constantly monitored to ensure that it remains fit for purpose.
The main approach for validating VaR is to compare actual 1-day trading losses with the corresponding VaRestimate. Nomura’s VaR model is backtested at different hierarchy levels. Backtesting results are reviewed on amonthly basis by Nomura’s Risk Management Division. One-day trading losses did not exceed the 99% VaRestimate at the Nomura Group level on any occasion for the twelve months ended March 31, 2020.
Limitations and Advantages of VaRVaR aggregates risks from different asset classes in a transparent and intuitive way. However, there arelimitations. VaR is a backward-looking measure: it implicitly assumes that distributions and correlations of117

recent factor moves are adequate to represent moves in the near future. VaR is appropriate for liquid markets andis not appropriate for risk factors that exhibit sudden jumps. Therefore it may understate the impact of severe
events. Given these limitations, Nomura uses VaR only as one component of a diverse market risk management
process.
VaR metrics
The following graph shows the daily VaR over the last six quarters for substantially all of Nomura’s trading
positions:

The following tables show the VaR as of each of the dates indicated for substantially all of Nomura’s
trading positions:
Billions of yen
As ofMarch 31, March 31, March 31,
2018
2019
2020

Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 1.21
3.10
3.20¥ 1.072.85
1.88¥ 8.8822.35
5.08

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Diversification Benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

7.52(1.13)

5.79(1.30)

36.31(11.00)VaR . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 6.38¥ 4.49¥ 25.31Billions of yen
For the twelve months ended
March 31, March 31, March 31,
2018
2019
2020

Maximum daily VaR(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Average daily VaR(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Minimum daily VaR(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 8.98
4.25
3.05¥10.61
4.58
3.05¥ 32.89
6.67
3.62(1) Represents the maximum, average and minimum VaR based on all daily calculations for the twelve months
ended March 31, 2018, March 31, 2019, and March 31, 2020.
Total VaR increased to ¥253.12 billion as of March 31, 2020 from ¥4.49 billion as of March 31, 2019. VaR
relating to foreign exchange risk increased to ¥50.83 billion as of March 31, 2020, compared to ¥1.88 billion as118

of March 31, 2019. VaR relating to equity risk increased to ¥88.82 billion as of March 31, 2020, compared to¥1.07 billion as of March 31, 2019. VaR relating to interest rate risk increased to ¥223.54 billion as of March 31,
2020, compared to ¥2.85 billion as of March 31, 2019.
Total VaR decreased to ¥4.49 billion as of March 31, 2019 from ¥6.38 billion as of March 31, 2018. VaR
relating to foreign exchange risk decreased to ¥1.88 billion as of March 31, 2019, compared to ¥3.20 billion as ofMarch 31, 2018. VaR relating to equity risk decreased to ¥1.07 billion as of March 31, 2019, compared to¥1.21 billion as of March 31, 2018. VaR relating to interest rate risk decreased to ¥2.85 billion as of March 31,
2019, compared to ¥3.10 billion as of March 31, 2018.
Stress Testing
Nomura conducts market risk stress testing since VaR and sensitivity analysis have limited ability to capture
all portfolio risks or tail risks. Stress testing for market risk is conducted regularly, using various scenarios based
upon features of trading strategies. Nomura conducts stress testing not only at each desk level, but also at the
Nomura Group level with a set of common global scenarios in order to capture the impact of market fluctuations
on the entire Nomura Group.
Non-Trading Risk
A major market risk in Nomura’s non-trading portfolio relates to equity investments held for operating
purposes and on a long-term basis. Equity investments held for operating purposes are minority stakes in theequity securities of unaffiliated Japanese financial institutions and corporations held in order to promote existingand potential business relationships. This non-trading portfolio is exposed mainly to volatility in the Japanesestock market. One method that can estimate the market risk in this portfolio is to analyze market sensitivity basedon changes in the TOPIX, which is a leading index of prices of stocks on the First Section of the Tokyo Stock
Exchange.
Nomura uses regression analysis covering the previous 90 days which tracks and compares fluctuations in
the TOPIX and the fair value of Nomura’s equity investments held for operating purposes, which allows todetermine a correlation factor. Based on this analysis for each 10% change in the TOPIX, the fair value of
Nomura’s operating equity investments held for operating purposes can be expected to change by 10,043 million
at the end of March 2019 and 7,658 million at the end of March 2020. The TOPIX closed at 1,591.64 points at
the end of March 2019 and at 1,403.04 points at the end of March 2020. This simulation analyzes data for theentire portfolio of equity investments held for operating purposes at Nomura and therefore actual results may
differ from Nomura’s expectations because of price fluctuations of individual equities.
Credit Risk Management
Credit risk is the risk of loss arising from an obligor’s default, insolvency or administrative proceedingwhich results in the obligor’s failure to meet its contractual obligations in accordance with agreed terms. This
includes both on and off-balance sheet exposures. It is also the risk of loss arising through a CVA associated withdeterioration in the creditworthiness of a counterparty.
Nomura manages credit risk on a global basis and on an individual Nomura legal entity basis.
Credit Risk Management Framework
The measurement, monitoring and management of credit risk at Nomura are governed by a set of global
policies and procedures. Credit Risk Management (“CRM”), a global function within the Risk Management
Division, is responsible for the implementation and maintenance of these policies and procedures. These policies
are authorized by the GIRMC and/or Global Risk Strategic Committee (“GRSC”), prescribe the basic principles
of credit risk management and set delegated authority limits, which enables CRM personnel to set credit limits.
119Credit risk is managed by CRM together with various global and regional risk committees. This ensurestransparency of material credit risks and compliance with established credit limits, the approval of material
extensions of credit and the escalation of risk concentrations to appropriate senior management.
Credit Risk Management Process
CRM operates as a credit risk control function within the Risk Management Division, reporting to the CRO.
The process for managing credit risk at Nomura includes:•

Evaluation of likelihood that a counterparty defaults on its payments and obligations;•

Assignment of internal ratings to all active counterparties;•

Approval of extensions of credit and establishment of credit limits;•

Measurement, monitoring and management of Nomura’s current and potential future credit exposures;•

Setting credit terms in legal documentation; and•Use of appropriate credit risk mitigants including netting, collateral and hedging.

The scope of credit risk management includes counterparty trading and various debt or equity instruments
including loans, private equity investments, fund investments, investment securities and any other as deemednecessary from a credit risk management perspective.
The evaluation of counterparties’ creditworthiness involves a thorough due diligence and analysis of thebusiness environments in which they operate, their competitive positions, management and financial strength andflexibility. Credit analysts also take into account the corporate structure and any explicit or implicit credit
support. CRM evaluates credit risk not only by counterparty, but also by counterparty group.
Following the credit analysis, CRM estimates the probability of default of a given counterparty or obligor
through an alphanumeric ratings scale similar to that used by rating agencies and a corresponding numeric scale.
Credit analysts are responsible for assigning and maintaining the internal ratings, ensuring that each rating isreviewed and approved at least annually.
Nomura’s internal rating system employs a range of ratings models to ensure global consistency andaccuracy. These models are developed and maintained by the Risk Methodology Group. Internal ratings
represent a critical component of Nomura’s approach to managing counterparty credit risk. They are used as key
factors in:•Establishing the amount of counterparty credit risk that Nomura is willing to take to an individual
counterparty or counterparty group (setting of credit limits);•

Determining the level of delegated authority for setting credit limits (including tenor);•

The frequency of credit reviews (renewal of credit limits);•

Reporting counterparty credit risk to senior management within Nomura; and•Reporting counterparty credit risk to stakeholders outside of Nomura.

The Credit Risk Control Unit is a function within the Model Validation Group (“MVG”) which is
independent of CRM. It ensures that Nomura’s internal rating system is properly reviewed and validated,
reporting any breaks or issues to senior management for timely resolution. The unit is responsible for ensuringthat the system remains accurate and predictive of risk and provides periodic reporting on the system to senior
management.
120

For regulatory capital calculation purposes, Nomura has been applying the Foundation Internal Rating
Based Approach in calculating credit risk-weighted assets since the end of March 2011. The Standardized
Approach is applied to certain business units or asset types, which are considered immaterial to the calculation of
credit risk-weighted assets.
Credit Limits and Risk Measures
Internal ratings form an integral part in the assignment of credit limits to counterparties. Nomura’s credit
limit framework is designed to ensure that Nomura takes appropriate credit risk in a manner that is consistent
with its overall risk appetite. Global Credit policies define the delegated authority matrices that establish the
maximum aggregated limit amounts and tenors that may be set for any single counterparty group based on theirinternal rating.
Nomura’s main type of counterparty credit risk exposures arise from derivatives transactions or securities
financing transactions. Credit exposures against counterparties are managed by means of setting credit limits
based upon credit analysis of individual counterparty. Credit risk is managed daily through the monitoring ofcredit exposure against approved credit limits and the ongoing monitoring of the creditworthiness of Nomura’s
counterparties. Any change in circumstance that alters Nomura’s risk appetite for any particular counterparty,
sector, industry or country is reflected in changes to the internal rating and credit limit as appropriate.
Nomura’s global credit risk management systems record all credit limits and capture credit exposures to
Nomura’s counterparties allowing CRM to measure, monitor and manage utilization of credit limits, ensure
appropriate reporting and escalation of any limit breaches.
For derivatives and securities financing transactions, Nomura measures credit risk primarily by way of aMonte Carlo-based simulation model that determines a Potential Exposure profile at a specified confidence level.
The exposure calculation model used for counterparty credit risk management has also been used for the Internal
Model Method based exposure calculation for regulatory capital reporting purposes since the end of December
2012.
Loans and lending commitments are measured and monitored on both a funded and unfunded basis.
Wrong Way Risk
Wrong Way Risk (“WWR”) occurs when exposure to a counterparty is highly correlated with thedeterioration of creditworthiness of that counterparty. Nomura has established global policies that govern the
management of any WWR exposures. Stress testing is used to support the assessment of any WWR embedded
within existing portfolios and adjustments are made to credit exposures and regulatory capital, as appropriate.
Stress Testing
Stress Testing is an integral part of Nomura’s management of credit risk. Regular stress tests are used tosupport the assessment of credit risks by counterparties, sectors and regions. The stress tests include potential
concentrations that are highlighted as a result of applying shocks to risk factors, probabilities of default or rating
migrations.
Risk Mitigation
Nomura utilizes financial instruments, agreements and practices to assist in the management of credit risk.
Nomura enters into legal agreements, such as the International Swap and Derivatives Association, Inc. (“ISDA”)
agreements or equivalent (referred to as “Master Netting Agreements”), with many of its counterparties. Master
Netting Agreements allow netting of receivables and payables and reduce losses potentially incurred as a result121

of a counterparty default. Further reduction in credit risk is achieved through entering into collateral agreementsthat allow Nomura to obtain collateral from counterparties either upfront or contingent on exposure levels,changes in credit rating or other factors.
Credit Risk to Counterparties in Derivatives Transaction
The credit exposures arising from Nomura’s trading-related derivatives as of March 31, 2020 are
summarized in the table below, showing the positive fair value of derivative assets by counterparty credit rating
and by remaining contractual maturity. The credit ratings are internally determined by Nomura’s CRM.

Credit Rating

Less than
1 yearBillions of yen
Years to Maturity
Cross1 to 3
3 to 5 5 to 7 More than Maturity
years
years years
7 years
Netting(1)AAA . . . . . . . . . . . . . . . . . ¥ 41 ¥ 33 ¥ 12 ¥ 4
AA . . . . . . . . . . . . . . . . . .
704
318 144 108
A ...................
785
511 416 185
BBB . . . . . . . . . . . . . . . . .
282
224 185 134
BB and lower . . . . . . . . . .
136
147
52
34
Other(2) . . . . . . . . . . . . . . .
78
86 135 152
Sub-total . . . . . . . . . . . . . . ¥2,026 ¥1,319 ¥944 ¥617
Listed . . . . . . . . . . . . . . . . 1,027
88
6 —Total . . . . . . . . . . . . . . . . . ¥3,053 ¥1,407 ¥950 ¥617

¥

65
686
1,280
761
108
953
¥3,853—¥3,853¥ (134)(1,528)(2,873)(1,206)(216)(1,419)¥(7,376)(562)¥(7,938)

Total
Collateral Replacement
Fair Value obtainedcost(3)(a)(b)(a)-(b)

¥

21
432
304
380
261
(15)
¥1,383559¥1,942

¥ 20
48
126
79
243
60
¥576
194
¥770

¥

1
384
178
301
18
0
¥ 882
365
¥1,247(1) Represents netting of derivative liabilities against derivatives assets entered into with the same counterparty
across different maturity bands. Derivative assets and derivative liabilities with the same counterparty in thesame maturity band are net within the relevant maturity band. Cash collateral netting against net derivative
assets in accordance with ASC 210-20 “Balance Sheet—Offsetting” and ASC 815 “Derivatives andHedging” is also included.
(2) “Other” comprises unrated counterparties and certain portfolio level valuation adjustments not allocated to
specific counterparties.
(3) Zero balances represent instances where total collateral received is in excess of the total fair value;
therefore, Nomura’s credit exposure is zero.
Country Risk
At Nomura, country risk is defined as the risk of loss arising from country-specific events (such as political,
economic, legal and other events) that affect counterparties and/or issuers within that country, causing thosecounterparties and/or issuers to be unable to meet financial obligations. Nomura’s country risk framework acts as
a complement to other risk management areas and encompasses a number of tools including, but not limited to,country limits, which restrict credit exposure concentration to any given country. Other tools to manage country
risk include country ratings as well as country risk policies and procedures that describe responsibilities anddelegation for decision-making.

122

Nomura’s credit portfolio remains well-diversified by country and concentrated towards highly-rated
countries. Over 95% of the exposure was from investment-grade rated countries. The breakdown of top 10
country exposures is as follows:
Billions of Yen(As of March 31, 2020)

Top 10 Country Exposures(1)United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,880

Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,713

United Kingdom . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

710

India . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

210

Singapore . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

207

France . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

144

South Korea . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

130

China . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

116

Hong Kong S.A.R. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

113

Saudi Arabia . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

106(1) The table represents the Top 10 country exposures as of March 31, 2020 based on country of risk,
combining counterparty and inventory exposures-

Counterparty exposures include cash and cash equivalents held at banks; the outstanding default fundand initial margin balances posted by Nomura to central clearing counterparties as legally required
under its direct and affiliate clearing memberships; the aggregate marked-to-market exposure bycounterparty of derivative transactions and securities financing transactions (net of collateral where thecollateral is held under a legally enforceable margin agreement); and the fair value of total commitment
amount less any applicable reserves-

Inventory exposures are the market value of debt and equity securities, and equity and credit derivatives,using the net of long versus short positions.

Operational Risk Management
Operational risk is the risk of financial loss or non-financial impact arising from inadequate or failed
internal processes, people and systems, or from external events. Operational risk includes in its definition
Compliance, Legal, IT and Cyber Security, Fraud, Third Party and other non-financial risks. Operational risk
does not include strategic risk and reputational risk, however, some operational risks can lead to reputational
issues and as such operational and reputational risks may be closely linked.
The Three Lines of Defense
Nomura adopts the industry standard “Three Lines of Defense” for the management of operational risk,
comprising the following elements:
1)

1st Line of Defense: The business which owns and manages its risks

2)

2nd Line of Defense: The Operational Risk Management (“ORM”) function, which co-ordinates the
Operational Risk Management Framework and its implementation

3)

3rd Line of Defense: Internal Audit, who provide independent assurance

123Operational Risk Management Framework
An Operational Risk Management Framework has been established in order to allow Nomura to identify,
assess, manage, monitor and report on operational risk. The GIRMC, with delegated authority from the EMB has
formal oversight over the management of operational risk.
This framework is set out below:
Infrastructure of the framework•

Policy framework: Sets standards for managing operational risk and details how to monitor adherence tothese standards.

•

Training and awareness: Action taken by ORM to improve business understanding of operational risk.

Products and Services•

Event Reporting: This process is used to identify and report any event which resulted in or had thepotential to result in a loss or gain or other impact associated with inadequate or failed internal
processes, people and systems, or from external events.

•

Risk and Control Self-Assessment (“RCSA”): This process is used to identify the inherent risks thebusiness faces, the key controls associated with those risks and relevant actions to mitigate the residual
risks. Global ORM are responsible for developing the RCSA process and supporting the business in its
implementation.

•

Key Risk Indicators (“KRI”): KRIs are metrics used to monitor the business’ exposure to operationalrisk and trigger appropriate responses as thresholds are breached.

•

Scenario Analysis: The process used to assess and quantify potential high impact, low likelihood
operational risk events. During the process actions may be identified to enhance the control environment
which are then tracked via the Operational Risk Management Framework.

Outputs•

Analysis and reporting: A key aspect of ORM’s role is to analyze, report, and challenge operational risk
information provided by business units, and work with business units to develop action plans to mitigate
risks.

•

Operational risk capital calculation: Calculate operational risk capital as required under applicable Baselstandards and local regulatory requirements.

Regulatory Capital Calculation for Operational Risk
Nomura uses the Standardized Approach for calculating regulatory capital for operational risk. This
involves using a three-year average of gross income allocated to business lines, which is multiplied by a fixed
percentage (“Beta Factor”) determined by the FSA, to establish the amount of required operational risk capital.

124

Nomura uses consolidated net revenue as gross income, however for certain consolidated subsidiaries, grossoperating profit is used as gross income. Gross income allocation is performed by mapping the net revenue ofeach business segment as defined in Nomura’s management accounting data to each business line defined in theStandardized Approach as follows:Business Line

Retail Banking
Commercial Banking
Payment and Settlement
Retail Brokerage
Trading and Sales
Corporate FinanceAgency Services
Asset Management

Description

Beta Factor

Retail deposit and loan-related services
Deposit and loan-related services except for Retail Banking business
Payment and settlement services for clients’ transactions
Securities-related services mainly for individuals
Market-related business
M&A, underwriting, secondary and private offerings, and other funding
services for clients
Agency services for clients such as custody
Fund management services for clients

12%
15%
18%
12%
18%
18%
15%
12%

Nomura calculates the required amount of operational risk capital for each business line by multiplying theallocated annual gross income amount by the appropriate Beta Factor defined above. The operational risk capitalfor any gross income amount not allocated to a specific business line is determined by multiplying such
unallocated gross income amount by a fixed percentage of 18%.
The total operational risk capital for Nomura is calculated by aggregating the total amount of operationalrisk capital required for each business line and unallocated amount and by determining a three-year average.
Where the aggregated amount for a given year is negative, then the total operational risk capital amount for thatyear will be calculated as zero.
In any given year, negative amounts in any business line are offset against positive amounts in otherbusiness lines. However, negative unallocated amounts are not offset against positive amounts in other businesslines and are calculated as zero.
Operational risk capital is calculated at the end of September and March each year.
Model Risk Management
Model Risk is the risk of financial loss, incorrect decision making, or damage to the firm’s credibility
arising from Model errors or incorrect or inappropriate Model application.
To effectively manage the Firm’s Model Risk, Nomura has established a Model Risk Management
Framework to govern the development, ownership, validation, approval, usage, ongoing monitoring, and periodic
review of the Firm’s Models. The framework is supported by a set of policies and procedures that articulate
process requirements for the various elements of the model lifecycle, including monitoring of model risk withrespect to the Firm’s appetite.
New models and material changes to approved models must be independently validated prior to official use.
Thresholds to assess the materiality of model changes are defined in Model Risk Management’s procedures.
During independent validation, validation teams analyze a number of factors to assess a model’s suitability,
identify model limitations, and quantify the associated model risk, which is ultimately mitigated through theimposition of approval conditions, such as usage conditions, model reserves and capital adjustments. Approved
models are subject to Model Risk Management’s annual re-approval process and ongoing performancemonitoring to assess their continued suitability. Appropriately delegated Model Risk Management Committees
provide oversight, challenge, governance, and ultimate approval of validated Models.
125Funding and Liquidity Risk Management
For further information on funding and liquidity risk management, see Item 5.B. “Liquidity and Capital
Resources—Funding and Liquidity Management” in this annual report.
Risk Measures and Controls
Limit Frameworks
The establishment of robust limit monitoring and management is central to appropriate monitoring andmanagement of risk. The limit management frameworks incorporate clear escalation policies to ensure approvalof limits at appropriate levels of seniority. The Risk Management Division, the Finance Division and the LCC
Division are responsible for day-to-day operation of these limit frameworks including approval, monitoring, andreporting as required. Business units are responsible for complying with the agreed limits. Limits apply across a
range of quantitative measures of risk and across market and credit risks.
New Business Risk Management
The new business approval process represents the starting point for new business in Nomura and exists to
support management decision-making and ensure that risks associated with new products and transactions are
identified and managed appropriately. The new business approval process consists of two components:
1)

Transaction committees are in place to provide formal governance over the review and decisionmaking process for individual transactions.

2)

The new product approval process allows business unit sponsors to submit applications for new
products and obtain approval from relevant departments prior to execution of the new products. The
process is designed to capture and assess risks across various risk classes as a result of the new productor business.

The new business approval process continues to seek assuring the sound and effective management to better
meet the various changes observed in the market environment.
Stress Testing
Stress testing performed at the Nomura Group provides comprehensive coverage of risks across different
hierarchical levels, and covers different time horizons, severities, plausibilities and stress testing methodologies.
The results of stress tests are used in capital planning processes, capital adequacy assessments, liquidity
adequacy assessments, recovery and resolution planning, assessments of whether risk appetite is appropriate, andin routine risk management.
Stress tests are run on a regular basis or on an ad hoc basis as needed, for example, in response to materialchanges in the external environment and/or in the Nomura Group risk profile. The results of stress tests withsupporting detailed analysis are reported to senior management and other stakeholders as appropriate for the
stress test being performed.
Stress testing is categorized either as sensitivity analysis or scenario analysis and may be performed on a
Nomura Group-wide basis or at more granular levels.
•

Sensitivity analysis is used to quantify the impact of a market move in one or two associated risk factors(for example, equity prices, equity volatilities) in order primarily to capture those risks which may not
be readily identified by other risk models;•

Scenario analysis is used to quantify the impact of a specified event across multiple asset classes andrisk classes. This is a primary approach used in performing stress testing at the different hierarchicallevels of the Nomura Group;126

Scenario analysis includes following examples.
•

Nomura Group establishes several stress scenarios to validate risk appetite for capital and liquidity
soundness, taking into account the business environment, business’s risk profile, economic environment
and forecasts.

•

Group-wide stress to assess the capital adequacy of the Nomura Group under severe but plausible
market scenarios is conducted on a quarterly basis at a minimum; and•Reverse stress testing, a process of considering the vulnerabilities of the firm and hence how it may
react to situations where it becomes difficult to continue its business and reviewing the results of thatanalysis, is conducted on an annual basis at a minimum.

Stress testing is an integral part of the Nomura Group’s overall governance and is used as a tool for forwardlooking risk management, decision-making and enhancing communication amongst Corporate Functions,
Business Divisions, and senior management.
Item 12. Description of Securities Other Than Equity Securities
A. Debt Securities
Not applicable.
B. Warrants and Rights
Not applicable.
C. Other Securities
Not applicable.

127

D. American Depositary Shares
Fees payable by ADR Holders
The following table shows the fees and charges that a holder of the Company’s ADR may have to pay,either directly or indirectly:
Type of Services:

Amount of Fee (U.S. Dollars)

Taxes and other governmental charges

As applicable. The depositary may offset any taxes orgovernmental charges it is obligated to withhold, if
applicable, against the proceeds from sale of theproperty received.

Transfers of the Company’s shares to or from the nameof the depositary (or its nominee) or the Custodian (orits nominee) in connection with deposits orwithdrawals

Such registration fees as may be in effect for theregistration of transfers of the Company’s shares on
the Company’s share register (or any entity that
presently carries out the duties of registrar).

Cable, telex and facsimile transmission expenses

As applicable.

Expenses incurred by the depositary in the conversion offoreign currency

As applicable.

Execution and delivery of Receipts in connection withdeposits, stock splits or exercise of subscription rights$5.00 or less per 100 ADSs (or portion thereof).

Surrender of Receipts in connection with a withdrawal
or termination of the Deposit Agreement$5.00 or less per 100 ADSs (or portion thereof).

Any cash distribution pursuant to the Deposit
Agreement, including, but not limited to, cash
distribution(s) made in connection with cash
dividends; distributions in securities, property or
subscription rights; and stock splits.

$.02 or less per ADS (or portion thereof). Only the
cash amounts net of this fee, if applicable, aredistributed.

Distribution by the depositary of securities (other thancommon shares of the Company) that accrued on theunderlying shares to owners of the Receipts

Treating for the purpose of this fee all such securities
as if they were common shares of the Company,$5.00 or less per 100 ADSs (or portion thereof).

General depositary services$.02 or less per ADS (or portion thereof), accruing on
the last day of each calendar year, except where thefee for cash distribution described above was assessed
during that calendar year.

Any other charge payable by the depositary, any of thedepositary’s agents, including the Custodian, or theagents of the depositary’s agents in connection withthe servicing of the Company’s shares or otherdeposited securities

As applicable.

Fees paid to Nomura by the depositary
The Bank of New York Mellon, as depositary, has agreed to pay all its standard out-of-pocket
administration and maintenance expenses for providing services to the registered shareholders and up to 100,000
non-registered shareholders of ADRs. From April 1, 2019 to March 31, 2020, the Bank of New York Mellon has
waived a total of $159,315.68 in fees (including $28,435.84 in connection with the expenses related to theAnnual General Meeting of Shareholders) associated with the administration of the ADR program andadministrative fees for routine corporate actions and for providing investor relations information services.
128

PART II
Item 13. Defaults, Dividend Arrearages and Delinquencies
None.
Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds
None.
Item 15. Controls and Procedures
Disclosure Controls and Procedures.
Our Disclosure Committee is responsible for the establishment and maintenance of our disclosure controls
and procedures. As of March 31, 2020, an evaluation was carried out under the supervision and with theparticipation of our management, including our Group Chief Executive Officer and Chief Financial Officer, andthe Disclosure Committee, of the effectiveness of the disclosure controls and procedures (as defined in Rules
13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934). Based on that evaluation, our Group Chief
Executive Officer and Chief Financial Officer concluded that, as of March 31, 2020, our disclosure controls andprocedures were effective.
Management’s Annual Report on Internal Control Over Financial Reporting.
Our management is responsible for establishing and maintaining adequate internal control over financial
reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934). Our
management, with the participation of our Group Chief Executive Officer and Chief Financial Officer, evaluatedthe effectiveness of our internal control over financial reporting using the criteria set forth in the Internal
Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway
Commission (COSO). Based on this evaluation, management concluded that our internal control over financial
reporting was effective as of March 31, 2020. Our independent registered public accounting firm, Ernst & Young
ShinNihon LLC, has issued an attestation report on the effectiveness of our internal control over financial
reporting, which appears on page F-6 of this annual report.
Changes in Internal Control Over Financial Reporting.
Our management also carried out an evaluation, with the participation of our Group Chief Executive Officer
and Chief Financial Officer, of changes in our internal control over financial reporting during the year ended
March 31, 2020. Based upon that evaluation, there was no change in our internal control over financial reporting
during the year ended March 31, 2020 that has materially affected, or is reasonably likely to affect, our internal
control over financial reporting.
We have implemented remote work arrangements over a significant portion of our workforce in response to
the COVID-19 pandemic and announced a delay in the announcement of our results for the fiscal year ended
March 31, 2020 due to a delay in the necessary procedures caused by the pandemic. Nevertheless, we completed
such procedures and announced our results well within the timeframes applicable to us by law and/or stock
exchange rule, and we do not believe that the shift to remote work has had or is likely to have a material affect on
our internal control over financial reporting, although we are continually monitoring and assessing the impact ofthe pandemic on our internal control over financial reporting.
Item 16A. Audit Committee Financial Expert
The Company’s Board of Directors has determined that Mr. Noriaki Shimazaki, a member of the Audit
Committee, qualifies as an “audit committee financial expert” as such term is defined by the General Instructions
129

for Item 16A of Form 20-F. Additionally, Mr. Noriaki Shimazaki meets the independence requirements
applicable to him under Section 303A.06 of the NYSE Listed Company Manual. For a description of his businessexperience, see Item 6.A “Directors and Senior Management—Directors” in this annual report.
Item 16B. Code of Ethics
We adopted on December 2019 a new code of ethics (as defined in Item 16B of Form 20-F) consisting of
the “Nomura Group Code of Conduct 2020” and the “Nomura Group Code of Ethics for Financial Professionals”
to replace the prior code of ethics. The new code of ethics presents ethics rules and requirements with morevisual aids than the previous code of ethics without substantively altering the rules and requirements. A copy ofthe code of ethics is attached as Exhibit 11.1 and Exhibit 11.2 to this annual report.
Item 16C. Principal Accountant Fees and Services
Ernst & Young ShinNihon LLC has been our principal accountant for the last eighteen fiscal years. The
table set forth below contains the aggregate fees billed for each of the last two fiscal years by our principal
accountant in each of the following categories: (i) Audit Fees, which are fees for professional services for theaudit or review of our financial statements or services that are normally provided in connection with statutory
and regulatory filings or engagements for those fiscal years, (ii) Audit-Related Fees, which are fees for assurance
and related services that are related to the performance of the audit or review of our financial statements and are
not reported as Audit Fees, (iii) Tax Fees, which are fees for professional services provided for tax compliance,
tax advice and tax planning, and (iv) All Other Fees, which are fees for products and services other than Audit
Fees, Audit-Related Fees and Tax Fees, such as advisory services concerning risk management and regulatory
matters.
Millions of yen
Year ended March 31
2019
2020

Audit Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Audit-Related Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
All Other Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥3,414179
293
39¥3,409136
113
7Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥3,925¥3,665

Audit-Related Fees included fees for consultations on accounting issues relating to our business. Tax Fees
included fees for services relating to tax planning and compliance. All Other Fees included fees for services
relating to advice with respect to regulations and disclosures under the Financial Instruments and Exchange Act
in connection with our underwriting business.
In accordance with the regulations of the Securities and Exchange Commission issued pursuant to Sections
202 and 208 of the Sarbanes-Oxley Act of 2002, our Audit Committee has adopted a pre-approval policy
regarding the engagements of our principal accountant. Under the pre-approval policy, there are two types ofpre-approval procedures, “General Pre-Approval” and “Specific Pre-Approval.”
Under “General Pre-Approval,” our CFO in conjunction with our principal accountant must make a proposal
to our Audit Committee for the types of services and estimated fee levels of each category of services to begenerally pre-approved. Such a proposal must be made at least annually. The Audit Committee will discuss the
proposal and if necessary, consult with outside professionals as to whether the proposed services would impair
the independence of our principal accountant. If such proposal is accepted, the Audit Committee will inform our
CFO and principal accountant of the services that have been pre-approved and are included in a “General
Pre-Approved List.” Our Audit Committee is informed of each such service that is provided.
130Under “Specific Pre-Approval,” if any proposed services are not on the General Pre-Approved List, our
CFO is required to submit an application to the Audit Committee for such services. After reviewing the details
and estimated fee levels for each engagement and if necessary, consulting with outside professionals as towhether the proposed services would impair the independence of the principal accountant, the Audit Committee
may make a specific pre-approval decision on these services. Also, if any approved services in the General
Pre-Approved List exceed the fee levels prescribed on the List, our CFO is required to submit an application to
the Audit Committee for new fee levels for such services. The Audit Committee may make a pre-approval
decision after reviewing the details of the services and the estimated fee levels for each engagement.
None of the services described in the first paragraph under this Item 16C were waived from the pre-approvalrequirement pursuant to Rule 2-01(c)(7)(i)(C) of Regulation S-X.
Item 16D. Exemptions from the Listing Standards for Audit Committees
Not applicable.
Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers
During the year ended March 31, 2020, we acquired 19,481 shares of the Company’s common stock bymeans of repurchase of shares constituting less than one unit upon the request of the holders of those shares and
300,000,000 shares under a share buyback program in accordance with Article 459-1 of the Companies Act. For
an explanation of the right of our shareholders to demand such repurchases by us, see “Description of rights ofeach class of securities registered under Section 12 of the Securities Exchange Act of 1934” which is an exhibit
to this annual report. As of March 31, 2020, we had 3,038,937,493 outstanding shares of our common stock
excluding 454,625,108 shares held as treasury stock.
The following table sets forth certain information with respect to our purchases of shares of our common
stock during the year ended March 31, 2020.

Month

Total
Number of
SharesPurchased

Average Price
Paid perShare(in yen)

Total
Number of
SharesPurchased
as Part of
Publicly
Announced
ProgramApril 1 to 30, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . .
May 1 to 31, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . .
June 1 to 30, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . .
July 1 to 31, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . .
August 1 to 31, 2019 . . . . . . . . . . . . . . . . . . . . . . . . .
September 1 to 30, 2019 . . . . . . . . . . . . . . . . . . . . . .
October 1 to 31, 2019 . . . . . . . . . . . . . . . . . . . . . . . . .
November 1 to 30, 2019 . . . . . . . . . . . . . . . . . . . . . . .
December 1 to 31, 2019 . . . . . . . . . . . . . . . . . . . . . . .
January 1 to 31, 2020 . . . . . . . . . . . . . . . . . . . . . . . . .
February 1 to 29, 2020 . . . . . . . . . . . . . . . . . . . . . . . .
March 1 to 31, 2020 . . . . . . . . . . . . . . . . . . . . . . . . . .

937
1,049
1,203
1,724
45,819,214
50,074,124
63,977,892
34,922,851
47,518,385
45,000,953
12,062,257
1,192

¥416
387
354
378
404
456
481
544
561
567
562
442

—
—
—
—
45,817,600
50,072,700
63,976,200
34,921,100
47,515,800
44,998,000
12,060,900———
300,000,000
300,000,000
254,182,400
204,109,700
140,133,500
105,212,400
57,696,600
12,698,600
637,700—

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

299,381,781¥501

299,362,300—

Maximum
Number of
Shares thatMay Yet Be
Purchased
Under theProgram

On June 18, 2019, a resolution of the Board of Directors authorized the Company to purchase up to
300,000,000 shares of our common stock or to a maximum of ¥150 billion during the period from June 19,
2019 through March 31, 2020.
131

Nomura recognizes the need to set out flexible financial strategies that allow the Board of Directors to
respond quickly to any changes in the business environment and is looking into implementing further sharebuybacks. Details will be announced when finalized.
As of May 31, 2020, 3,055,764,370 shares of common stock were outstanding, excluding 437,798,231
shares held as treasury stock.
Item 16F. Change in Registrant’s Certifying Accountant
Not applicable.
Item 16G. Corporate Governance
Companies listed on the NYSE must comply with certain standards regarding corporate governance under
Section 303A of the NYSE Listed Company Manual. However, listed companies that are foreign private issuers,
such as the Company, are permitted to follow home country practice in lieu of certain provisions ofSection 303A.
The following table shows the significant differences between the corporate governance practices followedby U.S. listed companies under Section 303A of the NYSE Listed Company Manual and those followed by theCompany. The information set forth below is current as of the date of this annual report.
Corporate Governance Practices Followed
by NYSE-listed U.S. Companies

Corporate Governance Practices Followed by the Company

A NYSE-listed U.S. company must have a majority of
Directors meeting the independence requirements under
Section 303A of the NYSE Listed Company Manual.

Under the Companies Act, a company which adopts
the Company with Three Board Committees structure
is not required to have a majority of outside directors,
but is required to have a majority of outside directors
on each of the audit, nomination and compensationcommittees.
The Company currently has six outside directors
among its ten Directors.

A NYSE-listed U.S. company must have an audit
committee that satisfies the requirements under
Section 303A of the NYSE Listed Company Manual,including those imposed by Rule 10A-3 under the U.S.
Securities Exchange Act of 1934. The audit committee
must be composed entirely of independent directors andhave at least three members.

The Company has an Audit Committee consisting of
three Directors, two of whom are outside directors incompliance with the requirements under theCompanies Act. All three Audit Committee members
are independent directors under Rule 10A-3 under the
U.S. Securities Exchange Act of 1934 with one
member qualified as audit committee financial expert.

A NYSE-listed U.S. company must have a nominating/corporate governance committee with responsibilities
described under Section 303A of the NYSE Listed
Company
Manual.
Thenominating/corporate
governance committee must be composed entirely of
independent directors.

The Company has a Nomination Committee
consisting of three Directors, two of whom areoutside directors and the chairman is an outside
director in compliance with the requirements under
the Companies Act.

A NYSE-listed U.S. company must have acompensation committee composed entirely of
independent directors. Compensation committee
members must satisfy the additional independence

The Company has a Compensation Committee
consisting of three Directors, two of whom areoutside directors and the chairman is an outside132

Corporate Governance Practices Followed
by NYSE-listed U.S. Companies

Corporate Governance Practices Followed by the Company

requirements under Section 303A.02(a)(ii) of the NYSE director in compliance with the requirements under
Listed Company Manual. A compensation committee the Companies Act.
must also have authority to retain or obtain the advice ofcompensation and other advisers, subject to prescribedindependence criteria that the committee must consider
prior to engaging any such adviser.
A NYSE-listed U.S. company must generally obtainshareholder approval with respect to any equity
compensation plan.

Under the Companies Act, Restricted Stock Unit(“RSU”) and Stock Acquisition Right (“SAR”) awards
are deemed to be compensation for the services
performed by the Company’s Directors and Executive
Officers and do not require shareholders’ approval. The
Compensation Committee establishes the policy withrespect to the determination of the individualcompensation of each of the Company’s Directors andExecutive Officers (including RSU and SAR awards as
equity compensation) and makes determinations inaccordance with that compensation policy.

A NYSE-listed U.S. company must adopt and disclose
corporate governance guidelines.

Under the Companies Act, the Company is not
required to adopt and disclose corporate governanceguidelines. However, in response to Japan’s
Corporate Governance Code, which was incorporated
into the Tokyo Stock Exchange’s Securities Listing
Regulations, the Company has established andpublicly disclosed the “Nomura Holdings Corporate
Governance Guidelines.”

The non-management directors of a NYSE-listed U.S. Under the Companies Act, outside directors of thecompany must meet at regularly scheduled executive Company are not required to meet at regularly
sessions without management.
scheduled executive sessions without management.
However, in accordance with the “Nomura Holdings
Corporate Governance Guidelines,” outside directors
hold meetings consisting solely of outside directors inorder to discuss matters such as the business andcorporate governance of the Company.
A NYSE-listed U.S. company must adopt and disclose acode of business conduct and ethics for directors,
officers and employees, and promptly disclose any
waivers of the code for directors or executive officers.

Item 16H. Mine Safety Disclosure
Not applicable.

133

Under the Companies Act, the Company is not
required to adopt and disclose a code of businessconduct and ethics for directors, officers or
employees. However, the Company has adopted the“Nomura Group Code of Conduct” Please see
Item 16B of this annual report for further information
regarding the “Nomura Group Code of Conduct.”

PART III
Item 17. Financial Statements
In lieu of responding to this item, we have responded to Item 18 of this annual report.
Item 18. Financial Statements
The information required by this item is set forth in our consolidated financial statements included in thisannual report.

134

Item 19. Exhibits
Exhibit
NumberDescription

1.1

Articles of Incorporation of Nomura Holdings, Inc. (English translation) (filed on June 25, 2015 as an exhibit to
the Annual Report on Form 20-F (File No. 001-15270) and incorporated herein by reference)

1.2

Share Handling Regulations of Nomura Holdings, Inc. (English translation) (filed on June 25, 2015 as an
exhibit to the Annual Report on Form 20-F (File No. 001-15270) and incorporated herein by reference)

1.3

Regulations of the Board of Directors of Nomura Holdings, Inc. (English translation)

1.4

Regulations of the Nomination Committee of Nomura Holdings, Inc. (English translation) (filed on June 23,
2016 as an exhibit to the Annual Report on Form 20-F (File No. 001-15270) and incorporated herein byreference)

1.5

Regulations of the Audit Committee of Nomura Holdings, Inc. (English translation)

1.6

Regulations of the Compensation Committee of Nomura Holdings, Inc. (English translation) (filed on June 27,
2012 as an exhibit to the Annual Report on Form 20-F (File No. 001-15270) and incorporated herein byreference)

2.1

Form of Deposit Agreement among Nomura Holdings, Inc., The Bank of New York Mellon as depositary andall owners and holders from time to time of American Depositary Receipts, including the form of American
Depositary Receipt (filed on April 28, 2010 as an exhibit to the Registration Statement on Form F-6(File No. 333-166346) and incorporated herein by reference)

2.2

Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of1934 (filed on June 25, 2019 as an exhibit to the Annual Report on Form 20-F (File No. 001-15270) andincorporated herein by reference)

4.1

Limitation of Liability Agreement (filed on June 30, 2011 as an exhibit to the Annual Report on Form 20-F
(File No. 001-15270) and incorporated herein by reference)(1)4.2

Limitation of Liability Agreement (English translation) (filed on June 25, 2015 as an exhibit to the Annual
Report on Form 20-F (File No. 001-15270) and incorporated herein by reference)(2)4.3

Limitation of Liability Agreement (filed on June 25, 2015 as an exhibit to the Annual Report on Form 20-F
(File No. 001-15270) and incorporated herein by reference)(3)8.1

Subsidiaries of Nomura Holdings, Inc.—See Item 4.C. “Organizational Structure” in this annual report.

11.1

Nomura Group Code of Conduct 2020 (English translation)

11.2

Nomura Group Code of Ethics for Financial Professionals (English translation)

12.1

Certification of the principal executive officer required by 17 C.F.R. 240. 13a-14(a)12.2

Certification of the principal financial officer required by 17 C.F.R. 240. 13a-14(a)13.1

Certification of the chief executive officer required by 18 U.S.C. Section 1350

13.2

Certification of the chief financial officer required by 18 U.S.C. Section 1350

15.1

Consent of Ernst & Young ShinNihon LLC with respect to its report on the audit of the financial statements
included in this annual report

101.INS

Inline XBRL Instance Document—the instance document does not appear in the Interactive Data File because
its XBRL tags are embedded within the Inline XBRL document

101.SCH

Inline XBRL Taxonomy Extension Schema Document

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104

The cover page for the Company’s Annual Report on Form 20-F for the year ended March 31, 2020, has beenformatted in Inline XBRL

135

(1) The Company and Michael Lim Choo San entered into a Limitation of Liability Agreement substantially inthe form of this exhibit.
(2) The Company and each of Hiroshi Kimura, Noriaki Shimazaki, Hisato Miyashita, Mari Sono and Kazuhiko
Ishimura entered into a Limitation of Liability Agreement substantially in the form of this exhibit.
(3) The Company and Laura Simone Unger entered into a Limitation of Liability Agreement substantially in theform of this exhibit.
The Company has not included as exhibits certain instruments with respect to our long-term debt. The
amount of debt authorized under each such debt instrument does not exceed 10% or our total assets. We will
furnish a copy of any such instrument to the SEC upon request.

136

NOMURA HOLDINGS, INC.
INDEX TO THE CONSOLIDATED FINANCIAL STATEMENTS
Page

Consolidated Financial Statements of Nomura Holdings, Inc.:
Report of Independent Registered Public Accounting Firm . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-2

Consolidated Balance Sheets as of March 31, 2019 and 2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-7

Consolidated Statements of Income for the Years Ended March 31, 2018, 2019 and 2020 . . . . . . . . . .

F-10

Consolidated Statements of Comprehensive Income for the Years Ended March 31, 2018, 2019and 2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-11

Consolidated Statements of Changes in Equity for the Years Ended March 31, 2018, 2019and 2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-12

Consolidated Statements of Cash Flows for the Years Ended March 31, 2018, 2019 and 2020 . . . . . .

F-14Notes to the Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-16

F-1

Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of
Nomura Holdings, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Nomura Holdings, Inc. (the Company) as ofMarch 31, 2020 and 2019, the related consolidated statements of income, comprehensive income, changes inequity, and cash flows for each of the three years in the period ended March 31, 2020, and the related notes(collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial
statements present fairly, in all material respects, the consolidated financial position of the Company atMarch 31, 2020 and 2019, and the consolidated results of its operations, and its cash flows for each of the three
years in the period ended March 31, 2020, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board(United States) (PCAOB), the Company’s internal control over financial reporting as of March 31, 2020, basedon criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (2013 framework) and our report dated June 30, 2020 expressed an
unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express
an opinion on the Company’s financial statements based on our audits. We are a public accounting firm
registered with the PCAOB and are required to be independent with respect to the Company in accordance with
the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange
Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we planand perform the audit to obtain reasonable assurance about whether the financial statements are free of material
misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks ofmaterial misstatement of the financial statements, whether due to error or fraud, and performing procedures that
respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts anddisclosures in the financial statements. Our audits also included evaluating the accounting principles used andsignificant estimates made by management, as well as evaluating the overall presentation of the financial
statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current period audit of the financial
statements that were communicated or required to be communicated to the audit committee and that: (1) relate toaccounts or disclosures that are material to the financial statements and (2) involved our especially challenging,
subjective or complex judgments. The communication of critical audit matters does not alter in any way our
opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical
audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures towhich they relate.

F-2

Descriptionof theMatterValuation—Less Liquid Financial Instruments
The Company holds investment positions in the fixed income and equity markets both fortrading and customer facilitation. The Company had JPY 949 billion and JPY 668 billion offinancial instruments assets and liabilities, respectively, categorized within Level 3 of the fairvalue hierarchy. In determining the fair value of these financial instruments, the Company used
unobservable valuation inputs which reflect their assumptions and specific data. These inputs
are significant to the fair value of the financial instruments and are supported by little or nomarket activity as of March 31, 2020. The methodologies applied by management to determine
the fair value of such instruments are described in Note 2 to the consolidated financial
statements.
Auditing the fair value of the Company’s Level 3 financial instruments was complex and highly
judgmental due to the subjectivity of the judgments used and estimations made by management
in determining the fair value for these financial instruments especially considering the impact of
COVID-19 on global financial markets. In particular, to value certain financial instruments,
management used a variety of valuation techniques which involved certain underlying
assumptions and significant unobservable valuation inputs, including weighted average cost ofcapital (WACC), growth rates, liquidity discounts, market multiples including enterprise value
over earnings before interest, taxes, depreciation, and amortization (EV/ EBITDA) ratios,
volatilities and correlations which are significant to the value of these investments.

How WeAddressed
the Matterin OurAudit

We obtained an understanding, evaluated the design and tested the operating effectiveness ofcontrols that address the risk of material misstatement relating to management’s assessment of
the significant inputs and estimates included in fair value measurement. This included thetesting of model validation controls by various departments within the Company. It also
included the testing of model performance and suitability controls as a result of significant
market volatility due to the impact of COVID-19.
Our audit procedures to evaluate the valuation methodologies used by the Company included,
among others, testing significant unobservable inputs, estimates and the mathematical accuracyof the Company’s valuation models. We independently developed fair value estimates andcompared them to the Company’s results, and involved our valuation specialists to assist withthe application of these procedures, on a sample basis. We also agreed significant inputs andunderlying data used in the Company’s valuations to agreements, information available fromthird party sources and market data, where available. We evaluated subsequent events andtransactions and considered whether they corroborate or contradict the Company’s year-end
valuations.

Descriptionof theMatter

Income Taxes—Valuation Allowance
As disclosed in Note 16 to the consolidated financial statements at March 31, 2020, theCompany had deferred tax assets of JPY 151 billion, net of a JPY 388 billion valuation
allowance. The gross deferred tax assets are reduced by a valuation allowance if, based upon theweight of all available evidence, it is more likely than not that some portion, or all, of thedeferred tax assets will not be realized.
Auditing management’s analysis of the assessment for realizing the deferred tax asset wascomplex and highly judgmental because the assessment process involves significant judgment.
For example, assumptions used may be affected by future market events, economic conditions
and decisions made by the management, including the impact associated with rebuilding thebusiness platform and COVID-19. These assumptions feed into the revenue and cost projections
used to assess whether the deferred tax assets will be realized.

F-3

How We
Addressed
the Matterin OurAudit

We obtained an understanding, evaluated the design and tested the operating effectiveness ofcontrols that address the risks of material misstatement relating to management’s assessment forrealizing the deferred tax assets. This included controls over management’s projections of futuretaxable income, that included the impact of rebuilding the business platform and COVID-19,
and the future reversal of existing taxable temporary differences, and management’s
identification and use of available tax planning strategies.
Our audit procedures to evaluate the realizability of deferred tax assets included, among others,
inspecting the supporting documents and meeting minutes of the Board of Directors andExecutive Management Board, and assessing whether management’s estimate of future taxable
income and schedule of future deductible temporary differences to be reversed are consistent
with the business plan. We evaluated the reasonableness of assumptions used by the Company
to develop the projections of future taxable income and tested the completeness and accuracy of
the underlying data used in its projections. For example, we compared the projections of futuretaxable income with the actual results of prior periods, as well as management’s considerationof current industry and economic trends with the corresponding actual results and evaluated thesensitivity of the outcomes by making reasonably possible changes in the assumptions of the
projections.

Descriptionof theMatter

Provisions for conduct and litigation
As disclosed in Note 21 to the consolidated financial statements, the Company is involved ininvestigations, lawsuits and other legal proceedings. The Company recognizes a liability for
those contingencies for which it is probable that a liability has been incurred at the date of theconsolidated financial statements and the amount is reasonably estimable. As part of this,management performs an assessment of the materiality of contingencies where a loss is either
reasonably possible or it is reasonably possible that an exposure to loss exists in excess of theamount accrued. If it is reasonably possible that such a loss or an additional loss may have been
incurred and the effect on the consolidated financial statements is material, the Company
discloses the nature of the loss contingency and an estimate of the possible loss or range of loss
or a statement that such an estimate cannot be made within the notes to the consolidated
financial statements.
Auditing management’s determination of whether a loss contingency is probable and reasonably
estimable, reasonably possible or remote, and the related disclosures, is highly subjective,complex and requires significant judgment. Management judgment is needed to determine
whether an obligation exists, and a loss contingency should be recorded at March 31, 2020. This
includes judgment in the determination of whether an outflow in respect of identified loss
contingency is probable and can be estimated reliably. In addition, management judgment isneeded to determine if an estimated loss is only reasonably possible rather than probable.

How WeAddressed
the Matterin OurAudit

We obtained an understanding, evaluated the design and tested the operating effectiveness ofcontrols that address the risks of material misstatement relating to management’s assessment for
timely identification of contingencies that may arise out of lawsuits and regulatory
investigations including the Company’s assessment of whether they are probable or reasonably
possible and the associated measurement of the best estimate.
Our audit procedures to test the assessment of the probability of incurrence of a loss andwhether the loss was reasonably estimable included, among others, reading the minutes of themeetings of the Board of Directors and Executive Management Board, and reading relevant
regulatory and legal correspondence to assess developments in significant matters, requesting
and receiving external legal counsel confirmation letters, meeting with internal and external
legal counsel to discuss the allegations, and obtaining a representation letter from theCompany’s management. In addition, our audit procedures to test the measurement of the loss
contingency and the disclosure of the reasonably possible additional loss in excess of amounts
F-4

recognized as a liability included, among others, evaluating the method of measuring thecontingency, testing the accuracy and completeness of the data, reading correspondence
received from internal and external counsel used to determine a range of reasonably possible
loss and performing a search for new or contrary evidence affecting the estimate.
/s/ Ernst & Young ShinNihon LLC
We have served as the Company’s auditor for SEC reporting purposes since 2002, and as its Japanese statutory
auditor since 1973, which includes the years we served as joint auditors between 1978 and 2002.
Tokyo, Japan
June 30, 2020

F-5

Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of
Nomura Holdings, Inc.
Opinion on Internal Control over Financial Reporting
We have audited Nomura Holdings, Inc.’s internal control over financial reporting as of March 31, 2020, basedon criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Nomura
Holdings, Inc. (the Company) maintained, in all material respects, effective internal control over financial
reporting as of March 31, 2020, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board(United States) (PCAOB), the consolidated balance sheets of Nomura Holdings, Inc. (the Company) as ofMarch 31, 2020 and 2019, the related consolidated statements of income, comprehensive income, changes inequity and cash flows for each of the three years in the period ended March 31, 2020, and the related notes andour report dated June 30, 2020 expressed an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting andfor its assessment of the effectiveness of internal control over financial reporting included in the accompanying
Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion
on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm
registered with the PCAOB and are required to be independent with respect to the Company in accordance with
the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange
Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we planand perform the audit to obtain reasonable assurance about whether effective internal control over financial
reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk thata material weakness exists, testing and evaluating the design and operating effectiveness of internal control basedon the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We
believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes inaccordance with generally accepted accounting principles. A company’s internal control over financial reporting
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financial statements in accordancewith generally accepted accounting principles, and that receipts and expenditures of the company are being madeonly in accordance with authorizations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of thecompany’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the degree of compliance with thepolicies or procedures may deteriorate.
/s/ Ernst & Young ShinNihon LLC
Tokyo, Japan
June 30, 2020
F-6

NOMURA HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETSMillions of yen
March 312019
2020

ASSETSCash and cash deposits:
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Time deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deposits with stock exchanges and other segregated cash . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 2,686,659
289,753
285,457¥ 3,191,889
309,373373,686

Total cash and cash deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3,261,869

3,874,948

2,544,218

2,857,405

449,706
892,283(4,169)541,284
1,731,236(13,012)

Total loans and receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3,882,038

5,116,913

Collateralized agreements:
Securities purchased under agreements to resell (including ¥647,545 million and¥548,043 million measured at fair value by applying the fair value option as ofMarch 31, 2019 and March 31, 2020, respectively) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities borrowed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

13,194,543
4,112,416

12,377,315
3,529,797

Total collateralized agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

17,306,959

15,907,112

14,355,712

16,853,822

30,07744,278

Total trading assets and private equity and debt investments . . . . . . . . . . . . . . . . . . . . .

14,385,789

16,898,100

Other assets:
Office buildings, land, equipment and facilities (net of accumulated depreciation andamortization of ¥416,052 million and ¥397,114 million as of March 31, 2019 andMarch 31, 2020, respectively) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-trading debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in and advances to affiliated companies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other (including ¥151,233 million and ¥144,756 million measured at fair value by
applying the fair value option as of March 31, 2019 and March 31, 2020,
respectively) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

349,365
460,661
138,447
436,220440,512455,392
112,175
367,641

748,091

827,022

Total other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,132,784

2,202,742

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥40,969,439¥43,999,815

Loans and receivables:
Loans receivable (including ¥664,585 million and ¥805,141 million measured at fair value
by applying the fair value option as of March 31, 2019 and March 31, 2020,
respectively) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Receivables from customers (including ¥8,318 million and ¥11 million measured at fairvalue by applying the fair value option as of March 31, 2019 and March 31, 2020,
respectively) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Receivables from other than customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowance for doubtful accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Trading assets and private equity and debt investments:
Trading assets (including securities pledged as collateral of ¥5,200,360 million and¥5,332,640 million as of March 31, 2019 and March 31, 2020, respectively; including¥10,273 million and ¥12,407 million measured at fair value by applying the fair value
option as of March 31, 2019 and March 31, 2020, respectively) . . . . . . . . . . . . . . . . . . . .
Private equity and debt investments (including ¥4,047 million and ¥6,395 million
measured at fair value by applying the fair value option in March 31, 2019 andMarch 31, 2020, respectively) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

The accompanying notes are an integral part of these consolidated financial statements.
F-7

NOMURA HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETS—(Continued)
Millions of yen
March 31
2019
2020

LIABILITIES AND EQUITY
Short-term borrowings (including ¥362,612 million and ¥376,910 million measured at fair value
by applying the fair value option as of March 31, 2019 and March 31, 2020, respectively) . . . . .
Payables and deposits:
Payables to customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payables to other than customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deposits received at banks (including ¥—million and ¥14,392 million measured at fair value
by applying the fair value option as of March 31, 2019 and March 31, 2020,
respectively) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥841,758¥ 1,486,733

1,229,083
1,146,336

1,467,434
1,653,495

1,392,619

1,276,153

Total payables and deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3,768,038

4,397,082

Collateralized financing:
Securities sold under agreements to repurchase (including ¥159,430 million and¥111,609 million measured at fair value by applying the fair value option as of March 31,
2019 and March 31, 2020, respectively) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities loaned (including ¥131,677 million and ¥105,968 million measured at fair value by
applying the fair value option as of March 31, 2019 and March 31, 2020, respectively) . . . .
Other secured borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

15,036,503

16,349,182

1,229,595
418,305

961,446
717,711

Total collateralized financing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

16,684,403

18,028,339

Trading liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities (including ¥15,011 million and ¥9,183 million measured at fair value by applying
the fair value option as of March 31, 2019 and March 31, 2020, respectively) . . . . . . . . . . . . . . .
Long-term borrowings (including ¥3,576,293 million and ¥3,707,643 million measured at fairvalue by applying the fair value option as of March 31, 2019 and March 31, 2020,
respectively) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

8,219,811

8,546,284

858,867

1,034,448

7,915,769

7,775,665

Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

38,288,646

41,268,551

Commitments and contingencies (Note 21)
Equity:Nomura Holdings, Inc. (“NHI”) shareholders’ equity:
Common stock
No par value shares;
Authorized—6,000,000,000 shares as of March 31, 2019 and March 31, 2020
Issued—3,493,562,601 shares as of March 31, 2019 and March 31, 2020
Outstanding—3,310,800,799 shares as of March 31, 2019 and 3,038,587,493 shares as ofMarch 31, 2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Additional paid-in capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

594,493687,761
1,486,825(29,050)

594,493683,232
1,645,451(26,105)

Total NHI shareholders’ equity before treasury stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common stock held in treasury, at cost—182,761,802 shares as of March 31, 2019 and454,975,108 shares as of March 31, 2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,740,029

2,897,071(108,968)(243,604)

Total NHI shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,631,061

2,653,467

Noncontrolling interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

49,7322,680,793

77,7972,731,264

Total liabilities and equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥40,969,439¥43,999,815

The accompanying notes are an integral part of these consolidated financial statements.
F-8

The following table presents the classification of consolidated variable interest entities’ (“VIEs”) assets andliabilities included in the consolidated balance sheets above. The assets of a consolidated VIE may only be used
to settle obligations of that VIE. Creditors do not typically have any recourse to Nomura beyond the assets heldin the VIEs. See Note 6 “Securitizations and Variable Interest Entities” for further information.
Billions of yen
March 312019
2020

Cash and cash deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading assets and private equity and debt investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

20
1,273
126

¥

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,419¥1,221

Trading liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

23
3
1,035

¥

Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,061¥ 970

The accompanying notes are an integral part of these consolidated financial statements.
F-9

10
1,172
39
19
4
947

NOMURA HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF INCOME

2018

Millions of yen
Year ended March 31
2019

Revenue:Commissions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 373,313 ¥Fees from investment banking . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
101,663
Asset management and portfolio service fees . . . . . . . . . . . . . . . . . .
245,616
Net gain on trading . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
442,885
Gain (loss) on private equity and debt investments . . . . . . . . . . . . .
(869)
Interest and dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
585,675
Gain (loss) on investments in equity securities . . . . . . . . . . . . . . . . .
2,683
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
221,192

293,069 ¥
101,521245,519
342,964
1,007
776,964(6,983)81,057

2020

308,805
103,222238,202356,609(93)
794,472(14,726)
165,991

Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,972,158
475,189

1,835,118
718,348

1,952,482
664,653

Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,496,969

1,116,770

1,287,829

Non-interest expenses:
Compensation and benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commissions and floor brokerage . . . . . . . . . . . . . . . . . . . . . . . . . .
Information processing and communications . . . . . . . . . . . . . . . . . .
Occupancy and related depreciation . . . . . . . . . . . . . . . . . . . . . . . . .
Business development expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

530,641
99,868
184,781
67,89536,762
248,864

497,065
82,637
166,865
64,94036,915306,049

479,420
106,123
170,317
72,98631,885
178,837

Total non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,168,811

1,154,471

1,039,568

Income (loss) before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

328,158(37,701)

248,261

Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

103,866

57,01028,894

Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 224,292

Less: Net income attributable to noncontrolling interests . . . . . . . . . . . .

4,949

Net income (loss) attributable to NHI shareholders . . . . . . . . . . . . . . . . .

¥ 219,343¥ (94,711) ¥ 219,367
5,731

2,369

¥ (100,442) ¥ 216,998
Yen

Per share of common stock:
Basic—Net income (loss) attributable to NHI shareholders per share . . . . .

¥

63.13

¥

(29.90) ¥67.76

Diluted—
Net income (loss) attributable to NHI shareholders per share . . . . .

¥

61.88

¥

(29.92) ¥66.20

The accompanying notes are an integral part of these consolidated financial statements.
F-10

NOMURA HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Millions of yen
Year ended March 31
2018
2019
2020

Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss):
Change in cumulative translation adjustments:
Change in cumulative translation adjustments . . . . . . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥224,292¥(94,711) ¥219,367(77,067)
14,26336,031(1,852)(45,000)
591

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(62,804)

34,179(44,409)

Defined benefit pension plans:
Pension liability adjustment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(10,124)
3,307(23,431)
161

7,843
693

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(6,817)(23,270)

8,536

Non-trading securities:
Net unrealized gain (loss) on non-trading securities . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(38,717)
12,216————

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(26,501)——

Own credit adjustments:
Own credit adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(2,867)383

25,135(4,988)48,295(9,779)Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(2,484)

20,14738,516

Total other comprehensive income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(98,606)

31,056

2,643

Comprehensive income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Comprehensive income (loss) attributable to noncontrolling interests . . .

125,686(649)(63,655)
6,481

222,010
2,067

Comprehensive income (loss) attributable to NHI shareholders . . . . . . . . . . . .

¥126,335¥(70,136) ¥219,943

The accompanying notes are an integral part of these consolidated financial statements.
F-11

NOMURA HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

2018

Millions of yen
Year ended March 31
2019

2020

Common stock
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 594,493¥ 594,493¥ 594,493

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

594,493594,493594,493

Additional paid-in capital
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock-based compensation awards . . . . . . . . . . . . . . . . . . . . . . . . . .
Changes in ownership interests in subsidiaries . . . . . . . . . . . . . . . . .

681,329(5,465)(584)

675,280
12,481—

687,761(4,326)(203)

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

675,280

687,761

683,232

Retained earnings
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cumulative effect of change in accounting principle(1) . . . . . . . . . .
Net income (loss) attributable to NHI shareholders . . . . . . . . . . . . .
Cash dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain (loss) on sales of treasury stock . . . . . . . . . . . . . . . . . . . . . . . .
Cancellation of treasury stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,663,234—
219,343(68,703)(5,043)(111,941)

1,696,890
1,564(100,442)(20,080)(1,191)(89,916)

1,486,825
5,592
216,998(63,670)(294)—

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,696,890

1,486,825

1,645,451

Accumulated other comprehensive income (loss)
Cumulative translation adjustments
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

47,767(63,363)(15,596)
33,42917,833(44,107)

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(15,596)

17,833(26,274)

Defined benefit pension plans
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pension liability adjustment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(41,020)(6,817)(47,837)(23,270)(71,107)8,536

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(47,837)(71,107)(62,571)

Own credit adjustments
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Own credit adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

6,561(2,484)

4,077
20,147

24,22438,516

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,077

24,22462,740

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(59,356)(29,050)(26,105)(1) Represents the adjustment to initially apply Accounting Standards Update (“ASU”) 2014-09, “Revenue fromContracts with Customers” for the year ended March 31, 2019 and ASU 2016-02, “Leases” for the year
ended March 31, 2020.

F-12

NOMURA HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY—(Continued)

2018

Millions of yen
Year ended March 31
2019

2020

Common stock held in treasury
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Repurchases of common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common stock issued to employees . . . . . . . . . . . . . . . . . . . . . . . . .
Cancellation of treasury stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other net change in treasury stock . . . . . . . . . . . . . . . . . . . . . . . . . .

(182,792)(109,096)
0
21,398111,941
562(157,987)(51,714)0
10,817
89,916—(108,968)(150,009)
0
15,373——

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(157,987)(108,968)(243,604)

Total NHI shareholders’ equity
Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,749,320

2,631,061

2,653,467

53,875(1,955)
4,949

50,504(2,685)5,731

49,732(1,483)
2,369

559(6,157)(9,392)
8,625

750
—
1,183
(5,751)(302)—
18,264
9,217

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

50,50449,732

77,797

Total equity
Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,799,824¥2,680,793¥2,731,264

Noncontrolling interests
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income attributable to noncontrolling interests . . . . . . . . . . . . .
Accumulated other comprehensive income (loss) attributable tononcontrolling interests
Cumulative translation adjustments . . . . . . . . . . . . . . . . . . . . .
Net unrealized gain (loss) on non-trading securities . . . . . . . . .
Purchase/sale (disposition) of subsidiary shares, etc., net . . . . . . . .
Other net change in noncontrolling interests . . . . . . . . . . . . . . . . . .

The accompanying notes are an integral part of these consolidated financial statements.
F-13

NOMURA HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWSMillions of yen
Year ended March 31
2018
2019
2020
Cash flows from operating activities:
Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impairment of goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Gain) loss on investments in equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Gain) loss on investments in subsidiaries and affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity in earnings of affiliates, net of dividends received . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loss on disposal of office buildings, land, equipment and facilities . . . . . . . . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Changes in operating assets and liabilities:
Time deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deposits with stock exchanges and other segregated cash(2) . . . . . . . . . . . . . . . . . . . . . . . .
Trading assets and private equity and debt investments(1) . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading liabilities(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities purchased under agreements to resell, net of securities sold under agreements
to repurchase . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities borrowed, net of securities loaned . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other secured borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loans and receivables, net of allowance for doubtful accounts(1) . . . . . . . . . . . . . . . . . . . .
Payables(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Bonus accrual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued income taxes, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash used in operating activities(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash flows from investing activities:
Payments for purchases of office buildings, land, equipment and facilities . . . . . . . . . . . . . . . .
Proceeds from sales of office buildings, land, equipment and facilities . . . . . . . . . . . . . . . . . . .
Payments for purchases of investments in equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from sales of investments in equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Decrease (increase) in loans receivable at banks, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Decrease (increase) in non-trading debt securities, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Business combinations or disposals, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Decrease (increase) in investments in affiliated companies, net . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by (used in) investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash flows from financing activities:
Increase in long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Decrease in long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Increase in short-term borrowings, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Increase (decrease) in deposits received at banks, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from sales of common stock held in treasury . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payments for repurchases of common stock held in treasury . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payments for cash dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contribution from noncontrolling interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Effect of exchange rate changes on cash, cash equivalents, restricted cash and restricted cash
equivalents(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net increase (decrease) in cash, cash equivalents, restricted cash and restricted cash
equivalents(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of year(2) . . .
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of year(2) . . . . . . . . .
Supplemental information:
Cash paid during the year for—
Interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax payments, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥224,292(94,711) ¥219,367

71,579—9,650(2,683)(66,982)(21,226)
3,747
60,25957,924
81,372
21,814
6,983
5,719(19,043)
2,455
21,56563,583—
12,694
14,726(72,841)(20,342)(3,957)(23,911)(100,642)(72,069)(239,331)
227,302

21,832
13,752925,384(143,141)(33,029)(97,424)(2,754,743)
428,997(453,239)
763,297
79,121(1,006,580)
209,460(2,957)(5,842)(122,846)(445,690)(3,274,866)
1,987,331
1,198
157,599(63,683)(46,602)8,241(32,288)(361,165)

2,224,371
291,777
301,019(1,358,242)
788,007
16,202(2,787)(9,410)(15,943)(285,161)
224,220(61)
932(105,387)
80,634(13,125)
43,849(2,073)(56,172)(319,090)
262,908—
519(74,048)
29,452—(8,290)(3,954)(112,503)(206,745)
209,197—
13,32343,920(2,359)(2,484)
160,799685
216,336

2,314,609(1,964,657)
215,001(13,254)764(109,096)(70,199)—
373,168

2,142,212(1,625,516)
85,900257,471313(51,714)(47,475)—
761,191

2,364,260(2,402,621)
656,205(93,260)
285(150,009)(58,416)
15,618332,062(53,504)

44,741(27,277)(182,198)
332,264
2,537,066
2,354,868¥ 2,354,868 ¥ 2,687,132

505,178
2,687,132¥ 3,192,310

¥
¥

¥
¥

473,758
49,449¥¥¥700,855
27,204

677,160
55,592(1) Due to changes in accounting policy which Nomura adopted on April 1, 2018, certain reclassifications ofamounts previously reported have been made to conform to the current year presentation. See Note 1“Summary of accounting policies: New accounting pronouncements adopted during the current year” inour consolidated financial statements included in this annual report.

F-14

NOMURA HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS—(Continued)(2) In accordance with ASU 2016-18 “Restricted Cash” which Nomura adopted on April 1, 2018, certain
reclassification of amounts previously reported as cash, cash equivalents, restricted cash and restricted cash
equivalents for the years ended March 31, 2018 have been made to conform to the current year presentation.
The following table presents a reconciliation of cash and cash equivalents, and restricted cash and restrictedcash equivalents reported in deposits with stock exchanges and other segregated cash within the consolidatedbalance sheets to the total of the same such amounts shown in the statements of cash flows above. Restricted cash
and restricted cash equivalents are amounts where access, withdrawal or usage by Nomura is substantively
prohibited by a third party entity outside of the Nomura group.

2018

Cash and cash equivalents reported in Cash and cash equivalents . . . . .
Restricted cash and restricted cash equivalents reported in Deposits withstock exchanges and other segregated cash . . . . . . . . . . . . . . . . . . . . .
Total cash, cash equivalent, restricted cash and restricted cash
equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Millions of yen
Year ended March 31
2019¥2,354,639¥2,686,659¥3,191,889

229

473

421

¥2,354,868¥2,687,132¥3,192,310

The accompanying notes are an integral part of these consolidated financial statements.
F-15

2020

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. Summary of accounting policies:
Description of business—
Nomura Holdings, Inc. (“Company”) and its broker-dealer, banking and other financial services subsidiaries
provide investment, financing and related services to individual, institutional and government clients on a global
basis. The Company and other entities in which it has a controlling financial interest are collectively referred toas “Nomura” within these consolidated financial statements.
Nomura operates its business through various divisions based upon the nature of specific products andservices, its main client base and its management structure. Nomura reports operating results through threebusiness segments: Retail, Asset Management, and Wholesale.
In its Retail segment, Nomura provides investment consultation services mainly to individual clients inJapan. In its Asset Management segment, Nomura develops and manages investment trusts, and provides
investment advisory services. In its Wholesale segment, Nomura engages in the sales and trading of debt andequity securities, derivatives, and currencies on a global basis, and provides investment banking services such as
the underwriting of debt and equity securities as well as mergers and acquisitions and financial advice.
Basis of presentation—
The accounting and financial reporting policies of the Nomura conform to accounting principles generally
accepted in the United States (“U.S. GAAP”) as applicable to broker-dealers.
These consolidated financial statements include the financial statements of the Company and other entities
in which it has a controlling financial interest. Nomura initially determines whether it has a controlling financial
interest in an entity by evaluating whether the entity is a variable interest entity (“VIE”) under Financial
Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) 810 “Consolidation” (“ASC810”). VIEs are entities in which equity investors do not have the characteristics of a controlling financial interest
or which do not have sufficient equity at risk for the entity to finance its activities without additional
subordinated financial support. Nomura consolidates VIEs where Nomura is the primary beneficiary, which iswhere Nomura holds variable interests that provide power over the most significant activities of the VIE and theright to receive benefits or the obligation to absorb losses meeting a significance test, provided that Nomura is
not acting as a fiduciary for other interest holders.
For entities other than VIEs, Nomura is generally determined to have a controlling financial interest in an
entity when it owns a majority of the voting interests.
Equity investments in entities in which Nomura has significant influence over operating and financial
decisions (generally defined as a holding of 20 to 50 percent of the voting stock of a corporate entity, or at least
3 percent of a limited partnership) are accounted for under the equity method of accounting (“equity method
investments”) and reported within Other assets—Investments in and advances to affiliated companies or at fairvalue by electing the fair value option permitted by ASC 825 “Financial Instruments” (“ASC 825”) and reported
within Trading assets, Private equity investments or Other assets—Other. Other financial investments are
generally reported within Trading assets. Equity investments in which Nomura has neither control nor significant
influence are carried at fair value, with changes in fair value recognized through the consolidated statements ofincome or the consolidated statements of comprehensive income.
Certain entities in which Nomura has a financial interest are investment companies under ASC 946“Financial Services—Investment Companies” (“ASC 946”). These entities carry all of their investments at fairvalue, with changes in fair value recognized through the consolidated statements of income.
F-16

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The Company’s principal subsidiaries include Nomura Securities Co., Ltd. (“NSC”), Nomura Securities
International, Inc. (“NSI”), Nomura International plc (“NIP”) and Nomura Financial Products & Services, Inc.
(“NFPS”).
All material intercompany transactions and balances have been eliminated on consolidation. Certain
reclassifications of previously reported amounts have been made to conform to the current year presentation.
Use of estimates—
Critical accounting estimates are those that are the most important accounting estimates used to prepare
these consolidated financial statements and which require the most difficult, subjective and complex judgments
by management. Such estimates determined by management include estimates regarding the fair value offinancial instruments, the outcome of litigation and tax examinations, the recovery of the carrying value of
goodwill, the allowance for doubtful accounts, the realization of deferred tax assets, the impairment of equity
method investments and other non-financial assets and other matters that affect the reported amounts of assets
and liabilities as well as the disclosures in these consolidated financial statements. Estimates, by their nature, arebased on underlying assumptions which require management judgment and depend on the extent of available
information. Actual results in future periods may differ from current estimates, which could have a material
impact on these consolidated financial statements.
The COVID-19 pandemic has impacted some of the critical accounting estimates used in these consolidated
financial statements during the year ended March 31, 2020 and is expected to continue to impact these estimatesin future periods. Assumptions around how long the COVID-19 pandemic will last and how long the economies
and financial markets in the key jurisdictions in which Nomura and its clients operate will take to recover has,
and will continue to, affect these estimates. The key assumptions and estimates impacted by COVID-19 include:•

The ability of clients to perform on their contractual obligations to Nomura arising from financial
instruments for determination of fair value measurements or allowances for doubtful accounts;•

The volatility and dislocation in global financial markets for determination of fair value measurements;•

The expected duration of declines in global equity markets for determination of fair value measurements
and impairment of equity method investments;•

The future use of non-financial assets within Nomura for determination of whether impairments are
required; and•The future profitability of Nomura to realize deferred tax assets.

Various references are made throughout the notes to these consolidated financial statements where criticalaccounting estimates based on management judgment have been made, the nature of the estimates, theunderlying assumptions made by management used to derive those estimates and how the COVID-19 pandemic,
has and is expected to continue to impact these estimates and therefore amounts reported in these consolidated
financial statements.
Fair value of financial instruments—
A significant amount of Nomura’s financial assets and financial liabilities are carried at fair value, withchanges in fair value recognized through the consolidated statements of income or the consolidated statements ofcomprehensive income. Use of fair value is either specifically required under U.S. GAAP or Nomura makes anelection to use fair value for certain eligible items under the fair value option.
F-17

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Other financial assets and financial liabilities are carried at fair value on a nonrecurring basis, where theprimary measurement basis is not fair value. Fair value is only used in specific circumstances after initialrecognition, such as to measure impairment.
In both cases, fair value is generally determined in accordance with ASC 820 “Fair Value Measurements
and Disclosures” (“ASC 820”) which defines fair value as the amount that would be exchanged to sell a financial
asset or transfer a financial liability in an orderly transaction between market participants at the measurement
date. It assumes that the transaction occurs in Nomura’s principal market, or in the absence of a principal market,
the most advantageous market for the relevant financial asset or financial liability. See Note 2 “Fair value
measurements” for further information regarding how Nomura estimates fair value for specific types of financial
instruments used in the ordinary course of business.
The fair value of financial assets and financial liabilities of consolidated VIEs which meet the definition ofcollateralized financing entities are both measured using the more observable fair value of the financial assets
and financial liabilities.
Transfers of financial assets—
Nomura accounts for the transfer of a financial asset as a sale when Nomura relinquishes control over theasset by meeting the following conditions: (a) the asset has been isolated from the transferor (even in bankruptcy
or other receivership), (b) the transferee has the right to pledge or exchange the asset received, or if the transferee
is an entity whose sole purpose is to engage in securitization or asset-backed financing activities, if, the holdersof its beneficial interests have the right to pledge or exchange the beneficial interests held and (c) the transferor
has not maintained effective control over the transferred asset.
In connection with its securitization activities, Nomura utilizes special purpose entities (“SPEs”) tosecuritize commercial and residential mortgage loans, government and corporate securities and other types offinancial assets. Nomura’s involvement with SPEs includes structuring and underwriting, distributing and sellingdebt instruments and beneficial interests issued by SPEs to investors. Nomura derecognizes financial assets
transferred in securitizations provided that Nomura has relinquished control over such assets and does notconsolidate the SPE. Nomura may obtain or retain an interest in the financial assets, including residual interestsin the SPEs dependent upon prevailing market conditions. Any such interests are accounted for at fair value andreported within Trading assets in the consolidated balance sheets with the change in fair value reported within
Revenue—Net gain on trading in the consolidated statements of income.
Foreign currency translation—
The financial statements of the Company’s subsidiaries are measured using their functional currency whichis the currency of the primary economic environment in which the entity operates. All assets and liabilities ofsubsidiaries which have a functional currency other than Japanese Yen are translated into Japanese Yen at
exchange rates in effect at the balance sheet date, and all revenue and expenses are translated at the averageexchange rates for the respective years and the resulting translation adjustments are accumulated and reported
within Accumulated other comprehensive income (loss) in NHI shareholders’ equity.
Foreign currency assets and liabilities are translated at exchange rates in effect at the balance sheet date andthe resulting translation gains or losses are credited or charged to the consolidated statements of income.

F-18

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Revenue from services provided to clients—
Nomura earns revenue through fees and commissions from providing financial services to customers acrossall three business divisions. These services primarily include trade execution and clearing services, financial
advisory services, asset management services, underwriting services, syndication services and distribution
services.
Revenues are recognized when or as the customer obtains control of the service provided by Nomura which
depends on when each of the key distinct substantive promises made by Nomura within the contract with thecustomer (“performance obligations”) are satisfied. Such performance obligations are generally satisfied at aparticularly point in time or, if certain criteria are met, over a period of time.
Revenues from providing trade execution and clearing services are reported in the consolidated statements
of income within Revenue—Commissions, revenues from financial advisory services, underwriting services andsyndication services are reported in Revenue—Fees from investment banking and revenues from asset
management services are reported in Revenue—Asset management and portfolio service fees.
Costs to obtain or fulfill the underlying contract to provide services to a customer are deferred as assets if
certain criteria are met. These deferred costs, which are reported in the consolidated balance sheets within Other
assets are released to the consolidated statements of income when the related revenue from providing the service
is also recognized or earlier if there is evidence that the costs are not recoverable and therefore impaired.
Trading assets and trading liabilities—
Trading assets and Trading liabilities primarily comprise debt securities, equity securities and derivatives
which are recognized on the consolidated balance sheets on a trade date basis and loans which are recognized on
the consolidated balance sheets on a settlement date basis. Trading assets and liabilities are carried at fair value
and changes in fair value are generally reported within Revenue—Net gain on trading in the consolidated
statements of income.
Certain trading liabilities are held to economically hedge the price risk of investments in equity securities
held for operating purposes. Changes in fair value of these trading liabilities are reported within Revenue—Gain(loss) on investments in equity securities in the consolidated statements of income.
Collateralized agreements and collateralized financing—
Collateralized agreements consist of reverse repurchase agreements disclosed as Securities purchased underagreements to resell and securities borrowing transactions disclosed as Securities borrowed. Collateralized
financing consists of repurchase agreements disclosed as Securities sold under agreements to repurchase,
securities lending transactions disclosed as Securities loaned and certain other secured borrowings.
Reverse repurchase and repurchase agreements principally involve the buying or selling of securities underagreements with clients to resell or repurchase these securities to or from those clients, respectively. Thesetransactions are generally accounted for as collateralized agreements or collateralized financing transactions andare recognized in the consolidated balance sheets at the amount for which the securities were originally acquiredor sold. Certain reverse repurchase and repurchase agreements are carried at fair value through election of the fairvalue option. No allowance for credit losses is generally recognized against reverse repurchase agreements due tothe strict collateralization requirements.

F-19

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Nomura also enters into Gensaki Repo transactions which are the standard type of repurchase agreement
used in Japanese financial markets. Gensaki Repo transactions contain margin requirements, rights of security
substitution, and certain restrictions on the client’s right to sell or repledge the transferred securities. Gensaki
Repo transactions are accounted for as collateralized agreements or collateralized financing transactions and arerecognized on the consolidated balance sheets at the amount that the securities were originally acquired or sold.
Reverse repurchase agreements and repurchase agreements accounted for as collateralized agreements andcollateralized financing transactions, respectively, entered into with the same counterparty and documented undera master netting agreement are offset in the consolidated balance sheets where the specific criteria defined by
ASC 210-20 “Balance Sheet—Offsetting” (“ASC 210-20”) are met. These criteria include requirements aroundthe maturity of the transactions, the underlying systems on which the collateral is settled, associated banking
arrangements and the legal enforceability of close-out and offsetting rights under the master netting agreement.
Securities borrowing and lending transactions are generally accounted for as collateralized agreements andcollateralized financing transactions, respectively. These transactions are generally cash collateralized and arerecognized on the consolidated balance sheets at the amount of cash collateral advanced or received. No
allowance for credit losses is generally recognized against securities borrowing transactions due to the strict
collateralization requirements.
Securities borrowing and lending transactions accounted for as collateralized agreements and collateralized
financing transactions, respectively, entered into with the same counterparty and documented under a masternetting agreement are also offset in the consolidated balance sheets where the specific criteria defined by ASC
210-20 are met.
Other secured borrowings consist primarily of secured borrowings from financial institutions and central
banks in the inter-bank money market, and are carried at contractual amounts due.
Trading balances of secured borrowings consist of liabilities related to transfers of financial assets that are
accounted for as secured financing transactions rather than sales under ASC 860 “Transfers and Servicing”(“ASC 860”) and are reported in the consolidated balance sheets within Long-term borrowings. The fair value
option is generally elected for these transactions, which are carried at fair value on a recurring basis. See Note 7“Securitizations and Variable Interest Entities” and Note 11 “Borrowings” for further information regardingthese transactions.
All Nomura-owned securities pledged to counterparties where the counterparty has the right to sell or
repledge the securities, including collateral transferred under Gensaki Repo transactions, are reported
parenthetically within Trading assets as Securities pledged as collateral in the consolidated balance sheets.
See Note 5 “Collateralized transactions” for further information.
Derivatives—
Nomura uses a variety of derivative financial instruments, including futures, forwards, swaps and options,for both trading and non-trading purposes. All freestanding derivatives are carried at fair value in the
consolidated balance sheets and reported within Trading assets or Trading liabilities depending on whether fairvalue at the balance sheet date is positive or negative, respectively. Certain derivatives embedded in hybrid
financial instruments such as structured notes and certificates of deposit are bifurcated from the host contract andare also carried at fair value in the consolidated balance sheets and reported within Short-term borrowings orLong-term borrowings depending on the maturity of the underlying host contract.
F-20

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Changes in fair value are recognized either through the consolidated statements of income or the
consolidated statements of comprehensive income depending on the purpose for which the derivatives are used.
Derivative assets and liabilities with the same counterparty documented under a master netting agreement
are offset in the consolidated balance sheets where the specific criteria defined by ASC 210-20 and ASC 815“Derivatives and Hedging” (“ASC 815”) are met. These criteria include requirements around the legal
enforceability of such close-out and offset rights under the master netting agreement. In addition, fair value
amounts recognized for the right to reclaim cash collateral (a receivable) and the obligation to return cash
collateral (a payable) are also offset against net derivative liabilities and net derivative assets, respectively, wherecertain additional criteria are met.
Exchange traded and centrally cleared OTC derivatives typically involve daily variation margin payments
and receipts which reflect changes in the fair value of the related derivative. Such variation margin amounts areaccounted for as either a partial settlement of the derivative or as a separate cash collateral receivable or payabledepending on the legal form of the arrangement.
Trading
Derivative financial instruments used for trading purposes, including bifurcated embedded derivatives, arecarried at fair value with changes in fair value reported in the consolidated statements of income within
Revenue—Net gain on trading.
Non-trading
In addition to its trading activities, Nomura uses derivative financial instruments for other than trading
purposes such as to manage risk exposures arising from recognized assets and liabilities, forecasted transactions
and firm commitments. Certain derivatives used for non-trading purposes are formally designated as fair value
and net investment hedges under ASC 815.
Nomura designates certain derivative financial instruments as fair value hedges of interest rate risk andforeign exchange risk arising from specific financial liabilities and foreign currency denominated non-trading
debt securities, respectively. These derivatives are effective in reducing the risk associated with the exposure
being hedged and they are highly correlated with changes in the fair value of the underlying hedged items, bothat inception and throughout the life of the hedging relationship. Changes in fair value of the hedging derivatives
are reported together with those of the hedged financial assets and liabilities through the consolidated statements
of income within Interest expense and Revenue—Other, respectively.
Derivative financial instruments designated as hedges of the net investment in foreign operations related to
specific subsidiaries with non-Japanese Yen functional currencies. When determining the effectiveness of net
investment hedges, the effective portion of the change in fair value of the hedging derivative is determined bychanges in spot exchange rates. Changes in fair value of the hedging derivatives attributable to changes in the
difference between the forward rate and spot rate is excluded from the measurement of hedge effectiveness andare reported in the consolidated statements of income within Revenue—Other. All other movements in fair valueof highly effective hedging derivatives are reported through NHI shareholders’ equity within Accumulated othercomprehensive income (loss).
See Note 3 “Derivative instruments and hedging activities” for further information.

F-21

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Loans receivable—
Loans receivable are loans which management intends to hold for the foreseeable future. Loans receivable
are either carried at fair value or at amortized cost. Interest earned on loans receivable is generally reported in the
consolidated statements of income within Revenue—Interest and dividends.
Loans receivable carried at fair value
Certain loans which are risk managed on a fair value basis are carried at fair value through election of thefair value option. Nomura makes this election to mitigate volatility in the consolidated statements of income
caused by the difference in measurement basis that would otherwise exist between the loans and the derivatives
used to risk manage those loans. Changes in the fair value of loans receivable carried at fair value are reported in
the consolidated statements of income within Revenue—Net gain on trading.
Loans receivable carried at amortized cost
Loans receivable which are not carried at fair value are carried at amortized cost. Amortized cost represents
cost adjusted for deferred fees and direct costs, unamortized premiums or discounts on purchased loans and after
deducting any applicable allowance for credit losses when loans receivable are identified as impaired.
Loan origination fees, net of direct origination costs, are amortized to Revenue—Interest and dividends as an
adjustment to yield over the life of the loan. Net unamortized deferred fees and costs were immaterial as ofMarch 31, 2019 and March 31, 2020.
Modifications of loans receivable where the borrower is in financial difficulty and Nomura has granted afinancial concession are typically accounted for as troubled debt restructurings (“TDRs”) and the loan receivableclassified as impaired with recognition of an appropriate allowance for credit losses. However, consistent withguidance issued by U.S. banking regulators in March 2020 as a result of the COVID-19 pandemic, certain
modifications of loans receivable which meet the above criteria have not been accounted for TDRs nor the loanclassified as impaired provider the borrower was current with payments prior to the COVID-19 pandemic, thenature of the concession is short-term and only permits a payment delay, waiver of fees or extension of
repayment terms.
See Note 7 “Financing receivables” for further information including how allowances for credit losses are
determined and the impact of the COVID-19 pandemic on the approach.
Other receivables—
Receivables from customers include amounts receivable on client securities transactions, amounts receivablefrom customers for securities failed to deliver and receivables for commissions. Receivables from other thancustomers include amounts receivable from brokers and dealers for securities failed to deliver, margin deposits,
cash collateral receivables for derivative transactions, and net receivables arising from unsettled securities
transactions. The net receivable arising from unsettled securities transactions reported within Receivables fromother than customers was ¥345,850 million and ¥680,727 million as of March 31, 2019 and March 31, 2020,
respectively.
These amounts are carried at contractual amounts due less any applicable allowance for credit losses whichreflects management’s best estimate of probable losses incurred within these receivables which have been
specifically identified as impaired. The allowance for credit losses is reported in the consolidated balance sheets
within Allowance for doubtful accounts.
F-22

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Loan commitments—
Unfunded loan commitments written by Nomura are accounted for as either off-balance sheet instruments,
or are carried at fair value on a recurring basis either as trading instruments or through election of the fair value
option.
These loan commitments are generally accounted for in a manner consistent with the accounting for the loan
receivable upon funding. Where the loan receivable will be classified as a trading asset or will be elected for thefair value option, the loan commitment is also generally held at fair value, with changes in fair value reported in
the consolidated statements of income within Revenue—Net gain on trading. Loan commitment fees integral to
the loan commitment are recognized as part of the fair value of the commitment.
For loan commitments where the loan will be held for the foreseeable future, Nomura recognizes anallowance for credit losses which is reported within Other liabilities—other in the consolidated balance sheets
which reflects management’s best estimate of probable losses incurred within the loan commitments which havebeen specifically classified as impaired.
Loan commitment fees are generally deferred and recognized over the term of the loan when funded as an
adjustment to yield. If drawdown of the loan commitment is considered remote, loan commitment fees arerecognized over the commitment period as service revenue.
Payables and deposits—
Payables to customers include amounts payable on client securities transactions and are generally measured
at contractual amounts due.
Payables to other than customers include payables to brokers and dealers for securities failed to receive,
cash collateral payable for derivative transactions, certain collateralized agreements and financing transactions
and net payables arising from unsettled securities transactions. Amounts are measured at contractual amounts
due.
Deposits received at banks represent amounts held on deposit within Nomura’s banking subsidiaries and aremeasured at contractual amounts due.
Office buildings, land, equipment and facilities—
Office buildings, land, equipment and facilities, owned and held for use by Nomura are stated at cost, net ofaccumulated depreciation and amortization, except for land, which is stated at cost. Significant renewals andadditions are capitalized at cost. Maintenance, repairs and minor renewals are expensed as incurred in the
consolidated statements of income.
Leases and subleases entered into by Nomura as either lessor or lessee are classified as either operating or
finance leases on inception date in accordance with ASC 842 “Leases” (“ASC842”) which Nomura adopted from
April 1, 2019. On lease commencement date, Nomura as lessee recognizes right-of-use (“ROU”) assets and leaseliabilities which are reported within Other assets—Office buildings, land, equipment and facilities and Otherliabilities, respectively in the consolidated balance sheets.
Lease liabilities are initially measured at present value of the future minimum lease payments over the
expected lease term. The future minimum lease payments are discounted using a relevant Nomura incremental
F-23

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
borrowing rate as derived from information available at lease commencement date. The expected lease term isgenerally determined based on the contractual maturity of the lease, and adjusted for periods covered by options
to extend or terminate the lease when Nomura is reasonably certain to exercise those options. ROU assets are
initially measured at the amount of lease liabilities, and adjusted for any prepaid lease payments, initial direct
costs incurred and any lease incentives received.
After lease commencement date, for operating leases Nomura as lessee recognizes lease expense over thelease term generally on a straight-line basis within Occupancy and related depreciation or Information
processing and communications in the consolidated statements of income. While for finance leases, Nomura
recognizes amortization charges of ROU assets over the lease term and interest expense on finance leaseliabilities.
The following table presents a breakdown of owned and leased office buildings, land, equipment andfacilities as of March 31, 2019 and 2020.
Millions of yen
March 3120192020

Land . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Office buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment and facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Software . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Construction in progress . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating lease ROU assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 49,474
103,423
75,206
121,24517—¥ 49,214
71,46836,279111,031
1,738
170,782

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥349,365¥440,512

Depreciation and amortization charges of owned assets are generally computed using the straight-line
method and recognized over the estimated useful lives of each asset. The estimated useful life of an asset takes
into consideration technological change, normal deterioration and actual physical usage by Nomura. Leasehold
improvements are depreciated over the shorter of their useful life or the term of the lease.
The estimated useful lives for significant asset classes are as follows:
Office buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment and facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Software . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3 to 50 years
2 to 20 years
3 to 10 years

Depreciation and amortization charges of depreciable assets are reported within Non-interest expenses—
Information processing and communications in the amount of ¥58,300 million, ¥45,818 million, and¥47,653 million, and in Non-interest expenses—Occupancy and related depreciation in the amount of¥13,279 million, ¥12,106 million, and ¥15,930 million for the years ended March 31, 2018, 2019 and 2020,
respectively.
Long-lived assets, including ROU assets and software assets but excluding goodwill and indefinite-lived
intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that thecarrying amount may not be recoverable. If the estimated future undiscounted cash flows generated by the asset
is less than the carrying amount of the asset, a loss is recognized to the extent that the carrying value exceeds its
fair value.
F-24

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
See Note 8 “Leases” for further information.
Investments in equity securities—
Nomura holds minority stakes in the equity securities of unaffiliated Japanese financial institutions andcorporations in order to promote existing and potential business relationships. These companies often have
similar investments in Nomura. Such cross-holdings are a customary business practice in Japan and provide away for companies to manage shareholder relationships.
These investments, which Nomura refers to as being held for operating purposes, are carried at fair value
and reported within Other assets—Investments in equity securities in the consolidated balance sheets, withchanges in fair value reported within Revenue—Gain (loss) on investments in equity securities in the consolidated
statements of income. These investments comprise listed and unlisted equity securities in the amounts of¥97,904 million and ¥40,543 million, respectively, as of March 31, 2019 and ¥74,755 million and¥37,420 million, respectively, as of March 31, 2020.
Other non-trading debt and equity securities—
Certain non-trading subsidiaries within Nomura hold debt securities and minority stakes in equity securities
for non-trading purposes. Non-trading securities held by non-trading subsidiaries are carried at fair value andreported within Other assets—Non-trading debt securities and Other assets—Other in the consolidated balance
sheets with changes in fair value reported within Revenue—Other in the consolidated statements of income.
Realized gains and losses on non-trading securities are reported within Revenue—Other in the consolidated
statements of income.
Short-term and long-term borrowings—
Short-term borrowings are defined as borrowings which are due on demand, which have a contractual
maturity of one year or less at issuance date, or which have a longer contractual maturity but which containfeatures outside of Nomura’s control that allows the investor to demand redemption within one year fromoriginal issuance date. Short-term and long-term borrowings primarily consist of commercial paper, bankborrowings, and certain structured notes issued by Nomura and SPEs consolidated by Nomura, and financial
liabilities recognized in transfers of financial assets which are accounted for as financings rather than sales under
ASC 860 (“secured financing transactions”). Of these financial liabilities, certain structured notes and secured
financing transactions are accounted for at fair value on a recurring basis through election of the fair value
option. Other short and long-term borrowings are carried at amortized cost.
Structured notes are debt securities which contain embedded features (often meeting the accounting
definition of a derivative) that alter the return to the investor from simply receiving a fixed or floating rate ofinterest to a return that depends upon some other variable(s) such as an equity or equity index, commodity price,foreign exchange rate, credit rating of a third party or more complex interest rate calculation. Structured
borrowings are borrowings that have similar characteristics as structured notes.
All structured notes issued by Nomura and certain structured borrowings issued by Nomura on or after
April 1, 2018 are carried at fair value on a recurring basis through election of the fair value option. This blanket
election for structured notes and certain structured borrowings are made primarily to mitigate the volatility in the
consolidated statements of income caused by differences in the measurement basis for structured notes and thederivatives used to risk manage those positions and to generally simplify the accounting Nomura applies to thesefinancial instruments.
F-25

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Changes in the fair value of structured notes elected for the fair value option except for those related tostructured notes and attributable to Nomura’s own creditworthiness, are reported within Revenue—Net gain on
trading in the consolidated statements of income.
See Note 11 “Borrowings” for further information.
Income taxes—
Deferred tax assets and liabilities are recognized to reflect the expected future tax consequences of operating
loss carryforwards, tax credit carryforwards and temporary differences between the carrying amounts forfinancial reporting purposes and the tax bases of assets and liabilities based upon enacted tax laws and tax rates.
Nomura recognizes deferred tax assets to the extent it believes that it is more likely than not that a benefit will be
realized. A valuation allowance is established against deferred tax assets for tax benefits available to Nomura thatare not deemed more likely than not to be realized.
Deferred tax assets and deferred tax liabilities that relate to the same tax-paying component within aparticular tax jurisdiction are offset in the consolidated balance sheets. Net deferred tax assets and net deferred
tax liabilities are reported within Other assets—Other and Other liabilities in the consolidated balance sheets.
Nomura recognizes and measures unrecognized tax benefits based on Nomura’s estimate of the likelihood,based on technical merits, that tax positions will be sustained upon examination based on the facts andcircumstances and information available at the end of each period. Nomura adjusts the level of unrecognized tax
benefits when there is more information available, or when an event occurs requiring a change. The reassessmentof unrecognized tax benefits could have a material impact on Nomura’s effective tax rate in the period in which it
occurs.
Nomura recognizes income tax-related interest and penalties within Income tax expense in the consolidated
statements of income.
See Note 16 “Income taxes” for further information.
Stock-based and other compensation awards—
Stock-based awards issued by Nomura to senior management and other employees are classified as either
equity or liability awards depending on the terms of the award.
Stock-based awards such as Stock Acquisition Rights (“SARs”) and Restricted Stock Units (“RSUs”) which
are expected to be settled by the delivery of the Company’s common stock are classified as equity awards. For
these awards, total compensation cost is generally fixed at the grant date and measured using the grant-date fairvalue of the award, net of any amount the employee is obligated to pay and estimated forfeitures.
Stock-based awards such as Notional Stock Units (“NSUs”) and Collared Notional Stock Units (“CSUs”)
which are expected to be settled in cash are classified as liability awards. Other awards such as Notional Index
Units (“NIUs”) which are linked to a world stock index quoted by Morgan Stanley Capital International andwhich are expected to be cash settled are also effectively classified as liability awards. Liability awards are
remeasured to fair value at each balance sheet date, net of estimated forfeitures with the final measurement of
cumulative compensation cost equal to the settlement amount.

F-26

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
For both equity and liability awards, fair value is determined either by using option pricing models, themarket price of the Company’s common stock or the price of the third party index, as appropriate. Compensation
cost is recognized in the consolidated statements of income over the requisite service period, which generally isequal to the contractual vesting period. Where an award has graded vesting, compensation expense is recognizedusing the accelerated recognition method.
Certain deferred compensation awards granted since May 2013 include “Full Career Retirement” (“FCR”)
provisions which permit recipients of the awards to continue to vest in the awards upon voluntary termination or
by claiming FCR during a pre-defined election window if certain criteria based on corporate title and length ofservice within Nomura are met. The requisite service period for these awards ends on the earlier of thecontractual vesting date and the date that the recipients become eligible for or claim FCR.
See Note 14 “Deferred compensation awards” for further information.
Earnings per share—
The computation of basic earnings per share is based on the weighted average number of shares outstanding
during the year. Diluted earnings per share reflects the assumed conversion of all dilutive securities based on themost advantageous conversion rate or exercise price available to the investors, and assuming conversion of
convertible debt under the if-converted method.
See Note 12 “Earnings per share” for further information.
Cash and cash equivalents—
Nomura defines cash and cash equivalents as cash on hand and demand deposits with banks.
Goodwill and intangible assets—
Goodwill is recognized upon completion of a business combination as the difference between the purchaseprice and the fair value of the net assets acquired. Subsequent to initial recognition, goodwill is not amortized but
is tested for impairment at a reporting unit level during the fourth quarter of each fiscal year, or more frequently
during earlier interim periods if events or circumstances indicate there may be impairment. Nomura’s reporting
units are at the same level as or one level below its business segments.
Nomura tests goodwill of each separate reporting unit by initially qualitatively assessing whether events andcircumstances indicate that it is more likely than not (i.e. greater than 50%) that a reporting unit’s fair value isless than its carrying amount. If such assessment indicates fair value is not less than the carrying value, thereporting unit is deemed not to be impaired and no further analysis is required. If it is more likely than not thatthe fair value of the reporting unit is below its carrying value, a quantitative two-step impairment test is thenperformed.
In the first step, the current estimated fair value of the reporting unit is compared with its carrying value,
including goodwill. If the fair value is less than the carrying value, then a second step is performed. In the second
step, the implied current fair value of the reporting unit’s goodwill is determined by comparing the fair value ofthe reporting unit to the fair value of the net assets of the reporting unit, as if the reporting unit were being
acquired in a business combination. An impairment loss is recognized if the carrying value of goodwill exceeds
its implied current fair value.
F-27

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Intangible assets not subject to amortization (“indefinite-lived intangible assets”) are tested for impairment
on an individual asset basis during the fourth quarter of each fiscal year, or more frequently during earlier interim
periods if events or circumstances indicate there may be impairment. Similar to goodwill, Nomura tests anindefinite-lived intangible asset by initially qualitatively assessing whether events or circumstances indicate that
it is more likely than not that the fair value of the intangible asset is less than its carrying amount. If suchassessment indicates fair value is not less than the carrying value, the intangible asset is deemed not to be
impaired and no further analysis is required. If it is more likely than not that the fair value of the intangible asset
is below its carrying value, the current estimated fair value of the intangible asset is compared with its carrying
value. An impairment loss is recognized if the carrying value of the intangible asset exceeds its estimated fairvalue.
Intangible assets with finite lives (“finite-lived intangible assets”) are amortized over their estimated useful
lives and tested for impairment either individually or with other assets (“asset group”) when events andcircumstances indicate that the carrying value of the intangible asset (or asset group) may not be recoverable.
A finite-lived intangible asset is impaired when its carrying amount or the carrying amount of the asset
group exceeds its fair value. An impairment loss is recognized only if the carrying amount of the intangible asset(or asset group) is not recoverable and exceeds its fair value.
For both goodwill and intangible assets, to the extent an impairment loss is recognized, the loss establishes a
new cost basis for the asset which cannot be subsequently reversed.
See Note 10 “Other assets—Other / Other liabilities” for further information.
Nomura’s equity method investments are tested in their entirety for other-than-temporary impairment when
there is an indication of impairment. The underlying assets associated with the equity method investments,
including goodwill, are not tested separately for impairment.
Restructuring costs—
Costs associated with an exit activity are recognized at fair value in the period in which the liability is
incurred. Such costs include one-time termination benefits provided to employees, costs to terminate certain
contracts and costs to relocate employees. Termination benefits provided to employees as part of ongoing benefit
arrangements are recognized as liabilities at the earlier of the date an appropriately detailed restructuring plan isapproved by regional executive management or the terms of the involuntary terminations are communicated to
employees potentially affected. Contractual termination benefits included in an employee’s contract of
employment that is triggered by the occurrence of a specific event are recognized during the period in which it isprobable that Nomura has incurred a liability and the amount of the liability can be reasonably estimated. A
one-time termination benefit is established by a plan of termination that applies to a specified termination event
and is recognized when an appropriately detailed restructuring plan is approved by regional executive
management and the terms of the involuntary terminations are communicated to those employees potentiallyaffected by the restructuring.
See Note 15 “Restructuring initiatives” for further information.

F-28

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Employee benefit plans—
Nomura provides certain eligible employees with various benefit plans, including pensions and other postretirement benefits. These benefit plans are classified as either defined benefit plans or defined contributionplans.
Plan assets and benefit obligations, as well as the net periodic benefit cost of a defined benefit pension or
post-retirement benefit plan, are recognized based on various actuarial assumptions such as discount rates,
expected return on plan assets and future compensation levels at the balance sheet date. Actuarial gains andlosses in excess of 10% of the greater of the projected benefit obligation or the fair value of plan assets andunrecognized prior service costs or credits are amortized to net periodic benefit cost on a straight-line basis over
the average remaining service life of active employees expected to receive benefits. The overfunded orunderfunded status of a plan is reported within Other assets—Other or Other liabilities in the consolidatedbalance sheets, and changes in funded status are reflected in net periodic benefit cost and Other comprehensive
income (loss) on a net-of-tax basis in the consolidated statements of comprehensive income.
The net periodic pension and other benefit cost of defined contribution plans is recognized within
Compensation and benefits in the consolidated statements of income when the employee renders service to
Nomura, which generally coincides with when contributions to the plan are made.
See Note 13 “Employee benefit plans” for further information.

F-29

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
New accounting pronouncements adopted during the current year—
The following table presents a summary of new accounting pronouncements relevant to Nomura which havebeen adopted during the year ended March 31, 2020:

Pronouncement

ASU 2016-02,“Leases”(1)Summary of new guidance•Replaces ASC 840“Leases”, the current
guidance on leaseaccounting, and revised
the definition of a lease.

•

Requires all lessees torecognize a right of use
asset and corresponding
lease liability on balance
sheet.

•

Lessor accounting islargely unchanged fromcurrent guidance.

•

Simplifies the accounting
for sale leaseback and“build-to-suit” leases.

•

Requires extensive new
qualitative andquantitative footnote
disclosures on leasearrangements.

Expected adoption
date and method of
adoption

Effect on these
consolidated
statements

Modified retrospective
adoption from April 1, 2019.(2)¥169,277 million
increase in Other
Asset—Officebuildings, land,
equipment, andfacilities, and¥163,685 million
increase in Otherliabilities as aresult ofrecognizing
operating leases on
the consolidatedbalance sheet as ofApril 1, 2019.
¥5,592 million
increase in
Retained earnings
as of April 1, 2019
mainly due tochanges in certain
lease
classifications.
See Note 8“Leases” where theamendeddisclosures havebeen made.

(1) As subsequently amended by ASU 2018-01 “Land Easement Practical Expedient for Transition to
Topic 842”, ASU 2018-10 “Codification Improvements to Topic 842, Leases”, ASU 2018-11 “Leases(Topic 842): Targeted Improvements”, ASU 2018-20 “Leases (Topic 842): Narrow-Scope Improvements for
Lessors”, and ASU 2019-01 “Leases (Topic 842): Codification Improvements.”(2) Nomura used certain practical expedients permitted by ASC 842 including adopting the new requirements
through a cumulative-effect adjustment to retained earnings on adoption date.

F-30

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Future accounting developments—
The following table presents a summary of new authoritative accounting pronouncements relevant to
Nomura which will be adopted on or after April 1, 2020 and which may have a material impact on these financial
statements:

Pronouncement

ASU 2016-13,“Measurement of Credit
Losses on Financial
Instruments”(3)Summary of new guidance•

Introduces a new model forrecognition and measurementof credit losses against certain
financial instruments such asloans, debt securities andreceivables which are notcarried at fair value withchanges in fair value
recognized through earnings.
The model also applies to offbalance sheet credit exposures
such as written loan
commitments, standby lettersof credit and issued financial
guarantees not accounted for as
insurance, which are not carriedat fair value through earnings.

•

The new model based on
lifetime current expectedcredit losses (CECL)
measurement, to berecognized at the time an
in-scope instrument isoriginated, acquired or issued.

•

Replaces existing incurred
credit losses model undercurrent GAAP.

•

Permits electing the fair value
option for certain financial
instruments on adoption date.

•Requires enhanced qualitativeand quantitative disclosuresaround credit risk, themethodology used to estimate
and monitor expected credit
losses and changes in
estimates of expected credit
losses.

F-31

Expected adoption
date and method of
adoption

Effect on these
consolidated
statements

Modified retrospective adoption
from April 1, 2020.

For financial
instruments subject to
CECL, ¥1,972
million increase in
Allowance for
doubtful accounts,¥638 million increasein Other liabilities,¥72 million increaseof Deferred tax assets
and cumulative effectadjustment todecrease Retained
earnings, net of tax,of ¥2,538 million asof April 1, 2020.
For financial
instruments elected
for the FVO, ¥9,774
million decrease inLoans receivable,¥5,888 million
increase in Otherliabilities andcumulative effectadjustment todecrease Retained
earnings, net of tax,of ¥15,662 million asof April 1, 2020.
Allowances for credit
losses as determinedon adoption dateunder the new modelincreased as a resultof the COVID-19
pandemic because of
the increased credit
risk caused by the
impact of thepandemic onborrowers. Fair value
measurements usedNOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Pronouncement

Expected adoption
date and method of
adoption

Summary of new guidance

Effect on these
consolidated
statementson adoption date werealso lower because ofincreased credit risk
and impact onfinancial markets
caused by the
pandemic.
ASU 2019-12,“Simplifying the
Accounting for Income
Taxes”•

Simplifies the accounting forincome taxes by removing
certain exceptions to thegeneral principles in ASC 740“Income Taxes”, such as the
exception to the requirement
to recognize a deferred tax
liability for equity method
investments when a foreignsubsidiary becomes an equity
method investment and theexception to the ability not torecognize a deferred tax
liability for a foreignsubsidiary when a foreign
equity method investment
becomes a subsidiary.

•

Requires an entity torecognize a franchise tax (orsimilar tax) that is partiallybased on income as anincome-based tax and accountfor any incremental amountincurred as a non-income—based tax.

•

Makes other minor
amendments for simplificationand clarification of income
taxes accounting.

Effective from April 1, 2021.(4)•Modified retrospective
adoption for the amendments
related to changes inownership of foreign equity
method investments orforeign subsidiaries.

•

Full or modified
retrospective adoption for
the amendments related tofranchise taxes that are
partially based on income.

•

Prospective adoption for allother amendments.

Currently evaluating
the potential impact.

(3) As subsequently amended by ASU 2018-19 “Codification Improvements to Topic 326, Financial
Instruments—Credit Losses”, ASU 2019-04 “Codification Improvements to Topic 326, Financial
Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments”,
ASU 2019-05 “Financial Instruments—Credit Losses (Topic 326): Targeted Transition Relief.” andASU 2019-09 “Codification Improvements to Topic 326, Financial Instruments—Credit Losses” andASU2019-10 “Financial Instruments—Credit Losses (Topic 326), Derivatives and Hedging (Topic 815),
and Leases (Topic 842): Effective Dates”.
(4) Unless Nomura early adopts which is under evaluation.

F-32

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
2. Fair value measurements:
The fair value of financial instruments
A significant amount of Nomura’s financial instruments are measured at fair value. Financial assets
measured at fair value on a recurring basis are reported in the consolidated balance sheets within Trading assets
and private equity and debt investments, Loans and receivables, Collateralized agreements and Other assets.
Financial liabilities measured at fair value on a recurring basis are reported within Trading liabilities, Short-termborrowings, Payables and deposits, Collateralized financing, Long-term borrowings and Other liabilities.
Other financial assets and financial liabilities are measured at fair value on a nonrecurring basis, where theprimary measurement basis is not fair value but where fair value is used in specific circumstances after initialrecognition, such as to measure impairment.
In all cases, fair value is determined in accordance with ASC 820 “Fair Value Measurements andDisclosures” (“ASC 820”) which defines fair value as the amount that would be exchanged to sell a financial
asset or transfer a financial liability in an orderly transaction between market participants at the measurement
date. It assumes that the transaction occurs in the principal market for the relevant financial assets or financial
liabilities, or in the absence of a principal market, the most advantageous market.
Fair value is usually determined on an individual financial instrument basis consistent with the unit ofaccount of the financial instrument. However, certain financial instruments managed on a portfolio basis arevalued as a portfolio, namely based on the price that would be received to sell a net long position (i.e., a net
financial asset) or transfer a net short position (i.e., a net financial liability) consistent with how market
participants would price the net risk exposure at the measurement date.
Financial assets measured at fair value also include investments in certain funds where, as a practical
expedient, fair value is determined on the basis of net asset value per share (“NAV per share”) if the NAV pershare is calculated in accordance with certain industry standard principles.
Increases and decreases in the fair value of assets and liabilities will significantly impact Nomura’s position,
performance, liquidity and capital resources. As explained below, valuation techniques applied contain inherent
uncertainties and Nomura is unable to predict the accurate impact of future developments in the market. The
valuation of financial instruments is more difficult during periods of market stress as a result of greater volatility
and reduced price transparency, which has been the case during the COVID-19 pandemic in 2020, and may
therefore require the greater use of judgement in the determination of fair value. Where appropriate, Nomura uses
economic hedging strategies to mitigate its risk, although these hedges are also subject to unpredictable
movements in the market.

F-33

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Valuation methodology for financial instruments carried at fair value on a recurring basis
The fair value of financial instruments is based on quoted market prices including market indices, broker ordealer quotations or an estimation by management of the expected exit price under current market conditions.
Various financial instruments, including cash instruments and over-the-counter (“OTC”) contracts, have bid andoffer prices that are observable in the market. These are measured at the point within the bid-offer range which
best represents Nomura’s estimate of fair value. Where quoted market prices or broker or dealer quotations are
not available, prices for similar instruments or valuation pricing models are considered in the determination offair value.
Where quoted prices are available in active markets, no valuation adjustments are taken to modify the fairvalue of assets or liabilities marked using such prices. Other instruments may be measured using valuation
techniques, such as valuation pricing models incorporating observable valuation inputs, unobservable parameters
or a combination of both. Valuation pricing models use valuation inputs which would be considered by market
participants in valuing similar financial instruments.
Valuation pricing models and their underlying assumptions impact the amount and timing of unrealized andrealized gains and losses recognized, and the use of different valuation pricing models or underlying assumptions
could produce different financial results. Valuation uncertainty results from a variety of factors, including thevaluation technique or model selected, the quantitative assumptions used within the valuation model, the inputs
into the model, as well as other factors. Valuation adjustments are used to reflect the assessment of thisuncertainty. Common valuation adjustments include model reserves, credit adjustments, close-out adjustments,and other appropriate instrument-specific adjustments, such as those to reflect transfer or sale restrictions.
The level of adjustments is largely judgmental and is based on an assessment of the factors that management
believe other market participants would use in determining the fair value of similar financial instruments. The
type of adjustments taken, the methodology for the calculation of these adjustments, and the valuation inputs forthese calculations are reassessed periodically to reflect current market practice and the availability of new
information.
For example, the fair value of certain financial instruments includes adjustments for credit risk; both withregards to counterparty credit risk on positions held and Nomura’s own creditworthiness on positions issued.
Credit risk on financial assets is significantly mitigated by credit enhancements such as collateral and netting
arrangements. Any net credit exposure is measured using available and applicable valuation inputs for the
relevant counterparty. The same approach is used to measure the credit exposure on Nomura’s financial liabilities
as is used to measure counterparty credit risk on Nomura’s financial assets.
Such valuation pricing models are calibrated to the market on a regular basis and inputs used are adjusted
for current market conditions and risks. The Valuation Model Validation Group (“VMVG”) within Nomura’s
Risk Management Department reviews pricing models and assesses model appropriateness and consistency
independently of the front office. The model reviews consider a number of factors about a model’s suitability forvaluation and sensitivity of a particular product. Valuation models are calibrated to the market on a periodic basis
by comparison to observable market pricing, comparison with alternative models and analysis of risk profiles.
As explained above, any changes in fixed income, equity, foreign exchange and commodity markets canimpact Nomura’s estimates of fair value in the future, potentially affecting trading gains and losses. Where
financial contracts have longer maturity dates, Nomura’s estimates of fair value may involve greater subjectivity
due to the lack of transparent market data.
F-34

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Fair value hierarchy
All financial instruments measured at fair value, including those measured at fair value using the fair value
option, have been categorized into a three-level hierarchy (“fair value hierarchy”) based on the transparency ofvaluation inputs used by Nomura to estimate fair value. A financial instrument is classified in the fair value
hierarchy based on the lowest level of input that is significant to the fair value measurement of the financial
instrument. The three levels of the fair value hierarchy are defined as follows, with Level 1 representing the mosttransparent inputs and Level 3 representing the least transparent inputs:
Level 1:
Observable valuation inputs that reflect quoted prices (unadjusted) for identical financial instruments tradedin active markets at the measurement date.
Level 2:
Valuation inputs other than quoted prices included within Level 1 that are either directly or indirectly
observable for the financial instrument.
Level 3:
Unobservable valuation inputs which reflect Nomura assumptions and specific data.
The availability of valuation inputs observable in the market varies by product and can be affected by avariety of factors. Significant factors include, but are not restricted to the prevalence of similar products in themarket, especially for customized products, how established the product is in the market, for example, whether it
is a new product or is relatively mature, and the reliability of information provided in the market which would
depend, for example, on the frequency and volume of current data. A period of significant change in the market
may reduce the availability of observable data. Under such circumstances, financial instruments may bereclassified into a lower level in the fair value hierarchy.
Significant judgments used in determining the classification of financial instruments include the nature of
the market in which the product would be traded, the underlying risks, the type and liquidity of market data
inputs and the nature of observed transactions for similar instruments.
Where valuation models include the use of valuation inputs which are less observable or unobservable in themarket, significant management judgment is used in establishing fair value. The valuations for Level 3 financial
instruments, therefore, involve a greater degree of judgment than those valuations for Level 1 or Level 2
financial instruments and has become more prevalent during the COVID-19 pandemic.
Certain criteria management use to determine whether a market is active or inactive include the number oftransactions, the frequency that pricing is updated by other market participants, the variability of price quotes
among market participants, and the amount of publicly available information.

F-35

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present the amounts of Nomura’s financial instruments measured at fair value on arecurring basis as of March 31, 2019 and 2020 within the fair value hierarchy.
Billions of yen
March 31, 2019
Counterparty
andCash Collateral Balance as ofLevel 1 Level 2 Level 3
Netting(1)March 31, 2019
Assets:Trading assets and private equity and debt investments(2)Equities(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥1,392 ¥ 1,065
Private equity and debt investments(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
——Japanese government securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,987—
Japanese agency and municipal securities . . . . . . . . . . . . . . . . . . . . . . . . .
—214Foreign government, agency and municipal securities . . . . . . . . . . . . . . . 2,650
1,544Bank and corporate debt securities and loans for trading purposes . . . . . .
—1,128Commercial mortgage-backed securities (“CMBS”) . . . . . . . . . . . . . . . . .
—1
Residential mortgage-backed securities (“RMBS”) . . . . . . . . . . . . . . . . . .
—2,761
Issued/Guaranteed by government sponsored entity . . . . . . . . . . . . .
—2,706
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—55
Real estate-backed securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
——(5)
Collateralized debt obligations (“CDOs”) and other...............
—
55
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
349
53

¥ 13
26
—
1
5
160
2
3
—
3
69
19
1

¥

—
—
—
—
—
—
—
—
—
—
—
—
—

¥ 2,470
26
1,987
215
4,199
1,288
3
2,764
2,706
58
69
74
403

Total trading assets and private equity and debt investments . . . . . . . . . . . . . .

6,378

6,821

299

—

13,498Derivative assets(6)Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Netting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1
12
2
0
1
—

806
8,610
500
4,870
0
—

44
10
31
42
—
—

—
—
—
—
—
(14,077)

851
8,632
533
4,912
1
(14,077)

Total derivative assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

16

14,786127(14,077)

852

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥6,394 ¥21,607¥426¥(14,077)¥ 14,350

Loans and receivables(7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized agreements(8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets
Non-trading debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other(2)(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

—
—

544
615

129
33

—
—

673
648

138
416

323
10

—
166

—
—

461
592

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥6,948 ¥23,099¥754¥(14,077)¥ 16,724

¥

¥

—
—
—
—
—
—
—
—

¥ 1,820
1,264
3
3,833
319
0
3
163

Liabilities:
Trading liabilities
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥1,622 ¥Japanese government securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,264
Japanese agency and municipal securities . . . . . . . . . . . . . . . . . . . . . . . . .
—Foreign government, agency and municipal securities . . . . . . . . . . . . . . . 2,906
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—Residential mortgage-backed securities (“RMBS”) . . . . . . . . . . . . . . . . . .
—Collateralized debt obligations (“CDOs”) and other(5) . . . . . . . . . . . . . . .
—Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
121
Total trading liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Derivative liabilities(6)Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Netting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total derivative liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

198
—
3
927
319
0
3
42

0
—
—
0
0
—
—
—

5,913

1,492

0

—

7,405

1
6
3
—
1
—

867
8,228
422
4,820
0
—

52
64
39
22
0
—

—
—
—
—
—
(13,710)

920
8,298
464
4,842
1
(13,710)11

14,337

177(13,710)815

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥5,924 ¥15,829¥177¥(13,710)¥ 8,220

Short-term borrowings(9) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ — ¥ 332
Payables and deposits(10) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—0Collateralized financing(8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—291
Long-term borrowings(9)(11)(12) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
11
3,024
Other liabilities(13) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
276
22

¥ 31
0
—
535
0

¥

¥

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥6,211 ¥19,498¥743¥(13,710)

F-36

—
—
—
—
—

363
0
291
3,570
298

¥ 12,742

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Billions of yen
March 31, 2020
Counterparty
andCash Collateral Balance as ofLevel 1 Level 2 Level 3
Netting(1)March 31, 2020
Assets:Trading assets and private equity and debt investments(2)Equities(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥1,193 ¥ 908
Private equity and debt investments(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—7Japanese government securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,826—
Japanese agency and municipal securities . . . . . . . . . . . . . . . . . . . . . . . . .
—106
Foreign government, agency and municipal securities . . . . . . . . . . . . . . . 3,257
2,000Bank and corporate debt securities and loans for trading purposes . . . . . .
—1,266
Commercial mortgage-backed securities (“CMBS”) . . . . . . . . . . . . . . . . .
—0Residential mortgage-backed securities (“RMBS”) . . . . . . . . . . . . . . . . . .
—3,626
Issued/Guaranteed by government sponsored entity . . . . . . . . . . . . .
—3,602
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—24
Real estate-backed securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
——Collateralized debt obligations (“CDOs”) and other(5) . . . . . . . . . . . . . . .
—21
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
204
44

¥ 14
31
—
2
8
228
1
62
14
48
94
32
0

¥

—
—
—
—
—
—
—
—
—
—
—
—
—

¥ 2,115
38
1,826
108
5,265
1,494
1
3,688
3,616
72
94
53
248

Total trading assets and private equity and debt investments . . . . . . . . . . . . . .

6,480

7,978

472

—

14,930Derivative assets(6)Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Netting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4
55
3
0
9
—

1,869
13,551
318
5,183
0
—

48
23
86
41
—
—

—
—
—
—
—
(19,248)

1,921
13,629407
5,224
9(19,248)

Total derivative assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

71

20,921

198(19,248)

1,942

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥6,551 ¥28,899¥670¥(19,248)¥ 16,872

Loans and receivables(7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized agreements(8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets
Non-trading debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other(2)(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

—
—

709
534

96
15

—
—

805
549

123
252

332
146

—
168

—
—

455
566

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥6,926 ¥30,620¥949¥(19,248)¥ 19,247

¥

¥

—
—
—
—
—
—
—
—

¥ 1,564
1,108
0
3,230
273
3
2
557

Liabilities:
Trading liabilities
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥1,412 ¥ 152
Japanese government securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,108—
Japanese agency and municipal securities . . . . . . . . . . . . . . . . . . . . . . . . .
—0Foreign government, agency and municipal securities . . . . . . . . . . . . . . . 2,116
1,114
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—272
Residential mortgage-backed securities (“RMBS”) . . . . . . . . . . . . . . . . . .
—3
Collateralized debt obligations (“CDOs”) and other(5) . . . . . . . . . . . . . . .
—1
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
409
148

0
—
—
0
1
—
1
0

Total trading liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

5,045

1,690

2

—

6,737

Derivative liabilities(6)Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Netting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

7
18
14
0
5
—

1,972
13,125
356
5,071
1
—

29
77
87
34
—
—

—
—
—
—
—
(18,987)

2,008
13,220457
5,105
6(18,987)

Total derivative liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

44

20,525

227(18,987)

1,809

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥5,089 ¥22,215¥229¥(18,987)¥ 8,546

Short-term borrowings(9) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ — ¥ 348
Payables and deposits(10) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—14
Collateralized financing(8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—247(9)(11)(12)Long-term borrowings......................................
2
3,291
Other liabilities(13) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
170
129

¥ 29
1
—
409
0

¥

¥

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥5,261 ¥26,244¥668¥(18,987)

—
—
—
—
—

377
15
247
3,702
299

¥ 13,186(1) Represents the amount offset under counterparty netting of derivative assets and liabilities as well as cash collateral netting against net
derivatives.

F-37

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)(2) Certain investments that are measured at fair value using net asset value per share as a practical expedient have not been classified in thefair value hierarchy. As of March 31, 2019 and March 31, 2020, the fair values of these investments which are included in Trading assets
and private equity and debt investments were ¥36 billion and ¥26 billion, respectively. As of March 31, 2019 and March 31, 2020, thefair values of these investments which are included in Other assets—Others were ¥2 billion and ¥6 billion, respectively.
(3) Includes equity investments that would have been accounted for under the equity method had Nomura not chosen to elect the fair value
option.
(4) Private equity and debt investments are typically private non-traded financial instruments including ownership or other forms of juniorcapital (such as mezzanine loan). Includes equity investments that would have been accounted for under the equity method had Nomura
not chosen to elect the fair value option.
(5) Includes collateralized loan obligations (“CLOs”) and asset-backed securities (“ABS”) such as those secured on credit card loans, autoloans and student loans.
(6) Each derivative classification includes derivatives with multiple risk underlyings. For example, interest rate contracts include complex
derivatives referencing interest rate risk as well as foreign exchange risk or other factors such as prepayment rates. Credit contracts
include credit default swaps as well as derivatives referencing corporate and government debt securities.
(7) Includes loans for which the fair value option has been elected.
(8) Includes collateralized agreements or collateralized financing for which the fair value option has been elected.
(9) Includes structured notes for which the fair value option has been elected.
(10) Includes embedded derivatives bifurcated from deposits received at banks. If unrealized gains are greater than unrealized losses, deposits
are reduced by the excess amount.
(11) Includes embedded derivatives bifurcated from issued structured notes. If unrealized gains are greater than unrealized losses, borrowings
are reduced by the excess amount.
(12) Includes liabilities recognized from secured financing transactions that are accounted for as financings rather than sales. Nomura elected
the fair value option for these liabilities.
(13) Includes loan commitments for which the fair value option has been elected.

Valuation techniques by major class of financial instrument
The valuation techniques used by Nomura to estimate fair value for major classes of financial instruments,
together with the significant inputs which determine classification in the fair value hierarchy, are as follows.
Equities and equity securities reported within Other assets—Equities and equity securities reported within
Other assets include direct holdings of both listed and unlisted equity securities, and fund investments. The fairvalue of listed equity securities is determined using quoted prices for identical securities from active markets
where available. These valuations should be in line with market practice and therefore can be based on bid prices
or mid-market prices. Nomura determines whether the market is active depending on the sufficiency andfrequency of trading activity. Where these securities are classified in Level 1 of the fair value hierarchy, novaluation adjustments are made to fair value. Listed equity securities traded in inactive markets are also generally
valued using the exchange price and are classified in Level 2. Whilst rare in practice, Nomura may apply a
discount or liquidity adjustment to the exchange price of a listed equity security traded in an inactive market if
the exchange price is not considered to be an appropriate representation of fair value. These adjustments are
determined by individual security and are not determined or influenced by the size of holding. The amount ofsuch adjustments made to listed equity securities traded in inactive markets was ¥nil as of March 31, 2019 and2020, respectively. The fair value of unlisted equity securities is determined using the same methodology as
private equity and debt investments described below and are usually classified in Level 3 because significant
valuation inputs such as liquidity discounts and credit spreads are unobservable.
Private equity and debt investments—The determination of fair value of unlisted private equity and debt
investments requires significant management judgment because the investments, by their nature, have little or no
price transparency. Private equity and debt investments are initially carried at cost as an approximation of fairvalue. Adjustments to carrying value are made if there is third-party evidence of a change in value. Adjustments
are also made, in the absence of third-party transactions, if it is determined that the expected exit price of theinvestment is different from carrying value. In reaching that determination, Nomura primarily uses either adiscounted cash flow (“DCF”) or market multiple valuation technique. A DCF valuation technique incorporates
estimated future cash flows to be generated from the underlying investee, as adjusted for an appropriate growth
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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
rate discounted at a weighted average cost of capital (“WACC”). Market multiple valuation techniques include
comparables such as Enterprise Value/earnings before interest, taxes, depreciation and amortization (“EV/EBITDA”) ratios, Price/Earnings (“PE”) ratios, Price/Book ratios, Price/Embedded Value ratios and othermultiples based on relationships between numbers reported in the financial statements of the investee and theprice of comparable companies. A liquidity discount may also be applied to either a DCF or market multiple
valuation to reflect the specific characteristics of the investee. The liquidity discount includes considerations forvarious uncertainties in the model and inputs to valuation. Where possible these valuations are compared with theoperating cash flows and financial performance of the investee or properties relative to budgets or projections,price/earnings data for similar quoted companies, trends within sectors and/or regions and any specific rights or
terms associated with the investment, such as conversion features and liquidation preferences. Private equity anddebt investments are generally classified in Level 3 since the valuation inputs such as those mentioned above areusually unobservable.
Government, agency and municipal securities—The fair value of Japanese and other G7 government
securities is primarily determined using quoted market prices, executable broker or dealer quotations, oralternative pricing sources. These securities are traded in active markets and therefore are classified within
Level 1 of the fair value hierarchy. Non-G7 government securities, agency securities and municipal securities arevalued using similar pricing sources but are generally classified in Level 2 as they are traded in inactive markets.
Certain non-G7 securities may be classified in Level 1 because they are traded in active markets. Certain
securities may be classified in Level 3 because they are traded infrequently and there is not sufficient informationfrom comparable securities to classify them in Level 2. These are valued using DCF valuation techniques which
include significant unobservable inputs such as credit spreads of the issuer.
Bank and corporate debt securities—The fair value of bank and corporate debt securities is primarily
determined using DCF valuation techniques but also using broker or dealer quotations and recent market
transactions of identical or similar debt securities, if available. Consideration is given to the nature of the broker
and dealer quotations, namely whether these are indicative or executable, the number of available quotations andhow these quotations compare to any available recent market activity or alternative pricing sources. The
significant valuation inputs used for DCF valuations are yield curves, asset swap spreads, recovery rates andcredit spreads of the issuer. Bank and corporate debt securities are generally classified in Level 2 of the fair value
hierarchy because these valuation inputs are usually observable or market-corroborated. Certain bank andcorporate debt securities will be classified in Level 3 because they are traded infrequently and there isinsufficient information from comparable securities to classify them in Level 2, or credit spreads or recovery
rates of the issuer used in DCF valuations are unobservable.
Commercial mortgage-backed securities (“CMBS”) and Residential mortgage-backed securities(“RMBS”)—The fair value of CMBS and RMBS are primarily determined using DCF valuation techniques but
also using broker or dealer quotations and recent market transactions of identical or similar securities, if
available. Consideration is given to the nature of the broker and dealer quotations, namely whether these areindicative or executable, the number of available quotations and how these quotations compare to any available
recent market activity or alternative pricing sources. The significant valuation inputs include yields, prepayment
rates, default probabilities and loss severities. CMBS and RMBS securities are generally classified in Level 2
because these valuation inputs are observable or market-corroborated. Certain CMBS and RMBS positions will
be classified in Level 3 because they are traded infrequently and there is insufficient information fromcomparable securities to classify them in Level 2, or one or more of the significant valuation inputs used in DCF
valuations are unobservable.
Real estate-backed securities—The fair value of real estate-backed securities is determined using broker ordealer quotations, recent market transactions or by reference to a comparable market index. Consideration is
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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
given to the nature of the broker and dealer quotations, namely whether these are indicative or executable, thenumber of available quotations and how these quotations compare to any available recent market activity oralternative pricing sources. Where all significant inputs are observable, the securities will be classified in
Level 2. For certain securities, no direct pricing sources or comparable securities or indices may be available.
These securities are valued using DCF or valuation techniques and are classified in Level 3 as the valuation
includes significant unobservable valuation inputs such as yields or loss severities.
Collateralized debt obligations (“CDOs”) and other—The fair value of CDOs is primarily determinedusing DCF valuation techniques but also using broker or dealer quotations and recent market transactions ofidentical or similar securities, if available. Consideration is given to the nature of the broker and dealer
quotations, namely whether these are indicative or executable, the number of available quotations and how these
quotations compare to any available recent market activity or alternative pricing sources. The significant
valuation inputs used include market spread data for each credit rating, yields, prepayment rates, default
probabilities and loss severities. CDOs are generally classified in Level 2 of the fair value hierarchy because
these valuation inputs are observable or market-corroborated. CDOs will be classified in Level 3 where one ormore of the significant valuation inputs used in the DCF valuations are unobservable.
Investment trust funds and other—The fair value of investment trust funds is primarily determined using
NAV per share. Publicly traded funds which are valued using a daily NAV per share are classified in Level 1 of
the fair value hierarchy. For funds that are not publicly traded but Nomura has the ability to redeem its
investment with the investee at NAV per share on the balance sheet date or within the near term, the investments
are classified in Level 2. Investments where Nomura does not have the ability to redeem in the near term or does
not know when it can redeem are classified in Level 3. The fair value of certain other investments reported within
Investment trust funds and other is determined using DCF valuation techniques. These investments are classified
in Level 3 as the valuation includes significant unobservable valuation inputs such as credit spreads of issuer andcorrelation.
Derivatives—Equity contracts—Nomura enters into both exchange-traded and OTC equity derivativetransactions such as index and equity options, equity basket options and index and equity swaps. Where thesederivatives are traded in active markets and the exchange price is representative of fair value, the fair value of
exchange-traded equity derivatives is determined using an unadjusted exchange price and classified in Level 1 of
the fair value hierarchy. The fair value of exchange-traded equity derivatives which are traded in inactive
markets or where the exchange price is not representative of fair value is determined using a model price and areclassified in Level 2. The fair value of OTC equity derivatives is determined through option models such as
Black-Scholes and Monte Carlo simulation. The significant valuation inputs used include equity prices, dividend
yields, volatilities and correlations. Valuation adjustments are also made to model valuations in order to reflect
counterparty credit risk on derivative assets and Nomura‘s own creditworthiness on derivative liabilities. OTC
equity derivatives are generally classified in Level 2 because all significant valuation inputs and adjustments areobservable or market-corroborated. Certain less liquid vanilla or more complex equity derivatives are classified
in Level 3 where dividend yield, volatility or correlation valuation inputs are significant and unobservable.
Derivatives—Interest rate contracts—Nomura enters into both exchange-traded and OTC interest rate
derivative transactions such as interest rate swaps, currency swaps, interest rate options, forward rate agreements,
swaptions, caps and floors. Where these derivatives are traded in active markets and the exchange price isrepresentative of fair value, the fair value of exchange-traded interest rate derivatives is determined using an
unadjusted exchange price and classified in Level 1 of the fair value hierarchy. The fair value of exchange-tradedinterest rate derivatives which are traded in inactive markets or where the exchange price is not representative offair value is determined using a model price and are classified in Level 2. The fair value of OTC interest rate
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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
derivatives is determined through DCF valuation techniques as well as option models such as Black-Scholes andMonte Carlo simulation. The significant valuation inputs used include interest rates, forward foreign exchange(“FX”) rates, volatilities and correlations. Valuation adjustments are also made to model valuations in order toreflect counterparty credit risk on derivative assets and Nomura‘s own creditworthiness on derivative liabilities.
OTC interest rate derivatives are generally classified in Level 2 because all significant valuation inputs andadjustments are observable or market-corroborated. Certain less liquid vanilla or more complex OTC interest rate
derivatives are classified in Level 3 where interest rate, volatility or correlation valuation inputs are significant
and unobservable.
Derivatives—Credit contracts—Nomura enters into OTC credit derivative transactions such as credit
default swaps and credit options on single names, indices or baskets of assets. The fair value of OTC credit
derivatives is determined through DCF valuation techniques as well as option models such as Black-Scholes andMonte Carlo simulation. The significant valuation inputs used include interest rates, credit spreads, recovery
rates, default probabilities, volatilities and correlations. Valuation adjustments are also made to model valuations
in order to reflect counterparty credit risk on derivative assets and Nomura’s own creditworthiness on derivative
liabilities. OTC credit derivatives are generally classified in Level 2 of the fair value hierarchy because all
significant valuation inputs and adjustments are observable or market-corroborated. Certain less liquid vanilla ormore complex OTC credit derivatives are classified in Level 3 where credit spread, recovery rate, volatility or
correlation valuation inputs are significant and unobservable.
Derivatives—Foreign exchange contracts—Nomura enters into both exchange-traded and OTC foreignexchange derivative transactions such as foreign exchange forwards and currency options. The fair value of
exchange-traded foreign exchange derivatives which are traded in inactive markets or where the exchange priceis not representative of fair value is determined using a model price and are classified in Level 2. The fair valueof OTC foreign exchange derivatives is determined through DCF valuation techniques as well as option models
such as Black-Scholes and Monte Carlo simulation. The significant valuation inputs used include interest rates,
forward FX rates, spot FX rates and volatilities. Valuation adjustments are also made to model valuations inorder to reflect counterparty credit risk on derivative assets and Nomura’s own creditworthiness on derivative
liabilities. OTC foreign exchange derivatives are generally classified in Level 2 because all significant valuation
inputs and adjustments are observable or market-corroborated. Certain foreign exchange derivatives areclassified in Level 3 where interest rates, volatility or correlation valuation inputs are significant andunobservable.
Nomura includes valuation adjustments in its estimation of fair value of certain OTC derivatives relating tofunding costs associated with these transactions to be consistent with how market participants in the principal
market for these derivatives would determine fair value.
Loans—The fair value of loans carried at fair value either as trading assets or through election of the fairvalue option is primarily determined using DCF valuation techniques as quoted prices are typically not available.
The significant valuation inputs used are similar to those used in the valuation of corporate debt securities
described above. Loans are generally classified in Level 2 of the fair value hierarchy because all significant
valuation inputs are observable. Certain loans, however, are classified in Level 3 because they are tradedinfrequently and there is not sufficient information from comparable securities to classify them in Level 2 orcredit spreads of the issuer used in DCF valuations are significant and unobservable.
Collateralized agreements and Collateralized financing—The primary types of collateralized agreement andfinancing transactions carried at fair value are reverse repurchase and repurchase agreements elected for the fairvalue option. The fair value of these financial instruments is primarily determined using DCF valuation
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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
techniques. The significant valuation inputs used include interest rates and collateral funding spreads such as
general collateral or special rates. Reverse repurchase and repurchase agreements are generally classified in
Level 2 of the fair value hierarchy because these valuation inputs are usually observable.
Non-trading debt securities—These are debt securities held by certain non-trading subsidiaries in the group
and are valued and classified in the fair value hierarchy using the same valuation techniques used for other debt
securities classified as Government, agency and municipal securities and Bank and corporate debt securities
described above.
Short-term and long-term borrowings (“Structured notes”)—Structured notes are debt securities issued by
Nomura or by consolidated variable interest entities (“VIEs”) which contain embedded features that alter the
return to the investor from simply receiving a fixed or floating rate of interest to a return that depends upon someother variables, such as an equity or equity index, commodity price, foreign exchange rate, credit rating of a third
party or a more complex interest rate (i.e., an embedded derivative).
The fair value of structured notes is determined using a quoted price in an active market for the identicalliability if available, and where not available, using a mixture of valuation techniques that use the quoted price of
the identical liability when traded as an asset, quoted prices for similar liabilities, similar liabilities when tradedas assets, or an internal model which combines DCF valuation techniques and option pricing models, dependingon the nature of the embedded features within the structured note. Where an internal model is used, Nomura
estimates the fair value of both the underlying debt instrument and the embedded derivative components. The
significant valuation inputs used to estimate the fair value of the debt instrument component include yield curves,prepayment rates, default probabilities and loss severities. The significant valuation inputs used to estimate thefair value of the embedded derivative component are the same as those used for the relevant type of freestanding
OTC derivative discussed above. A valuation adjustment is also made to the entire structured note in order toreflect Nomura’s own creditworthiness. This adjustment is determined based on recent observable secondary
market transactions and executable broker quotes involving Nomura debt instruments and is therefore typicallytreated as a Level 2 valuation input. Structured notes are generally classified in Level 2 of the fair value hierarchyas all significant valuation inputs and adjustments are observable. Where any unobservable inputs are significant,such as yields, prepayment rates, default probabilities, loss severities, volatilities and correlations used toestimate the fair value of the embedded derivative component, structured notes are classified in Level 3.
Long-term borrowings (“Secured financing transactions”)—Secured financing transactions are liabilities
recognized when a transfer of a financial asset does not meet the criteria for sales accounting under ASC 860“Transfer and Servicing” (“ASC 860”) and therefore the transaction is accounted for as a secured borrowing.
These liabilities are valued using the same valuation techniques that are applied to the transferred financial assets
which remain on the consolidated balance sheets and are therefore classified in the same level in the fair value
hierarchy as the transferred financial assets. These liabilities do not provide general recourse to Nomura andtherefore no adjustment is made to reflect Nomura’s own creditworthiness.
Level 3 financial instruments
The valuation of Level 3 financial assets and liabilities is dependent on certain significant valuation inputs
which are unobservable. Common characteristics of an inactive market include a low number of transactions of
the financial instrument, stale or non-current price quotes, price quotes that vary substantially either over time oramong market makers, non-executable broker quotes or little publicly released information.
If corroborative evidence is not available to value Level 3 financial instruments, fair value may be measured
using other equivalent products in the market. The level of correlation between the specific Level 3 financial
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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
instrument and the available benchmark instrument is considered as an unobservable valuation input. Other
techniques for determining an appropriate value for unobservable input may consider information such asconsensus pricing data among certain market participants, historical trends, extrapolation from observable market
data and other information Nomura would expect market participants to use in valuing similar instruments.
Use of reasonably possible alternative valuation input assumptions to value Level 3 financial instruments
will significantly influence fair value determination. Ultimately, the uncertainties described above about input
assumptions imply that the fair value of Level 3 financial instruments is a judgmental estimate. The specificvaluation for each instrument is based on management’s judgment of prevailing market conditions, in accordancewith Nomura’s established valuation policies and procedures.

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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Quantitative and qualitative information regarding significant unobservable inputs
The following tables present quantitative and qualitative information about the significant unobservablevaluation inputs used by Nomura to measure the fair value of financial instruments classified in Level 3 as ofMarch 31, 2019 and 2020. These financial instruments will also typically include observable valuation inputs(i.e. Level 1 or Level 2 valuation inputs) which are not included in the table and are also often hedged using
financial instruments which are classified in Level 1 or Level 2 of the fair value hierarchy. Changes in each ofthese significant unobservable valuation inputs used by Nomura will impact upon the fair value measurement of
the financial instrument. The following tables also therefore qualitatively summarize how an increase in thosesignificant unobservable valuation inputs to a different amount might result in a higher or lower fair value
measurement at the reporting date and summarize the interrelationship between significant unobservablevaluation inputs where more than one is used to measure fair value. The impact of the COVID-19 pandemic on
financial markets has been considered in determining which valuation inputs are used to measure fair value.
March 31, 2019

Financial Instrument

Fair
value inbillions ofyen

ValuationtechniqueSignificant
unobservablevaluation input

Range ofvaluation
inputs(1)Weighted
Average(2)Impact ofincreases insignificant
unobservablevaluation
inputs(3)(4)Interrelationships
between valuation
inputs(5)Assets:Trading assets andprivate equity and debt
investments
Equities . . . . . . . . . . ¥

13

DCF

Liquidity discounts

75.0%

75.0%

Lower fair value

Not applicable

Private equity
and debt
investments . . . . .

26

Marketmultiples

EV/EBITDA ratios

7.7 x

7.7 x

Higher fair value

Not applicable

Foreign government,
agency andmunicipal
securities . . . . . . .

5

DCF

Credit spreads
Recovery rates

0.0 – 9.1%
4.0 – 36.0%

0.6%
31.6%

Lower fair value
Higher fair value

No predictableinterrelationshipBank and corporate
debt securities
and loans for
trading
purposes . . . . . . .

160

DCF

Credit spreads
Recovery rates

0.0 – 15.0%
0.0 – 99.1%

4.1%
72.2%

Lower fair value
Higher fair value

No predictableinterrelationshipResidential
mortgage backed
securities(“RMBS”) . . . . . .

3

DCF

Yields
Prepayment rates
Loss severities

0.0 – 78.4%
6.5 – 15.0%
9.1 – 100.0%

13.2%
10.5%
81.1%

Lower fair value
Lower fair value
Lower fair value

No predictableinterrelationshipReal estate-backed
securities . . . . . . .

69

DCF

YieldsLoss severities

5.5 – 19.7%
0.0 – 55.2%

12.5%
6.6%

Lower fair value
Lower fair value

No predictableinterrelationship

Collateralized debt
obligations(“CDOs”) andother . . . . . . . . . .

19

DCF

Yields
Prepayment rates
Default probabilities
Loss severities

2.7 – 19.0%
20.0%
1.0 – 2.0%
31.5 – 100.0%

13.1%
20.0%
2.0%
83.7%

Lower fair value
Lower fair value
Lower fair value
Lower fair value

Change in default
probabilities typicallyaccompanied bydirectionally similarchange in loss
severities and oppositechange in prepayment
rates

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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
March 31, 2019

Significant
unobservablevaluation input

Range ofvaluation
inputs(1)Weighted
Average(2)Impact ofincreases insignificant
unobservablevaluation
inputs(3)(4)(8) Option models

Dividend yield
Volatilities
Correlations

0.0 – 8.0%
6.7 – 74.2%(0.80) – 0.98———

Higher fair value
Higher fair value
Higher fair value

No predictableinterrelationship

Interest rate
contracts . . . . . . .

(54)

DCF/
Option models

Interest rates
Volatilities
Volatilities
Correlations

0.0 – 2.4%
10.6 – 15.2%
24.2 – 66.8 bp(0.76) – 1.00

—
—
—
—

Higher fair value
Higher fair value
Higher fair value
Higher fair value

No predictableinterrelationship

Credit contracts . . . .

(8)

DCF/
Option models

Credit spreads
Recovery rates
Volatilities
Correlations

0.0 – 21.4%
0.0 – 100.6%
16.2 – 83.0%
0.27 – 0.75

—
—
—
—

Higher fair value
Higher fair value
Higher fair value
Higher fair value

No predictableinterrelationshipForeign exchange
contracts . . . . . . .

20 Option models

Interest rates
Volatilities
Volatilities
Correlations(0.4) – 2.4%
1.7 – 35.5%
209.0 – 245.0 bp(0.25) – 0.80

—
—
—
—

Higher fair value
Higher fair value
Higher fair value
Higher fair value

No predictableinterrelationship

Loans and receivables . . .

129

DCF

Credit spreads

0.0 – 12.3%

3.6%

Lower fair value

Not applicable

Collateralized
agreements . . . . . . . . .

33

DCF

Repo rate

3.5 – 8.4%

7.0%

Lower fair value

Not applicable

Other assets
Other(6) . . . . . . . . . .

166

DCF

WACC
Growth rates
Liquidity discounts

10.2%
2.5%
10.0%

10.2%
2.5%
10.0%

Lower fair value
Higher fair value
Lower fair value

No predictableinterrelationshipMarketmultiples

EV/EBITDA ratios
PE Ratios
Price/Book ratios
Liquidity discounts

4.7 – 13.8 x
8.9 – 32.4 x
0.3 – 2.7 x
10.0 – 50.0%

8.2 x
15.5 x
0.8 x
30.6%Higher fair value
Higher fair value
Higher fair value
Lower fair value

Generally changes
in multiples result in acorresponding similar
directional change in afair value measurement,
assuming earnings
levels remain constant.

Financial Instrument

Fair
value inbillions ofyen

Derivatives, net:
Equity contracts . . . ¥ValuationtechniqueInterrelationships
between valuation
inputs(5)Liabilities:
Short-term borrowings . .

31

DCF/
Option models

Volatilities
Correlations

6.7 – 54.5%(0.75) – 0.91——

Higher fair value
Higher fair value

No predictableinterrelationship

Long-term borrowings . .

535

DCF/
Option models

Volatilities
Volatilities
Correlations

6.7 – 54.5%
32.5 – 60.9 bp(0.75) – 0.98———

Higher fair value
Higher fair value
Higher fair value

No predictableinterrelationship

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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
March 31, 2020

Financial Instrument

Fair
value inbillions ofyen

Assets:Trading assets andprivate equity anddebt investments
Equities . . . . . . . . . ¥Private equity anddebt
investments . . . .

1431ValuationtechniqueSignificant
unobservablevaluation input

Range ofvaluation
inputs(1)Weighted
Average(2)Impact ofincreases insignificant
unobservablevaluation
inputs(3)(4)

DCF

Liquidity discounts

75.0%

75.0%

Lower fair value

Not applicableMarketmultiples

Liquidity discounts

20.0%

20.0%

Lower fair value

Not applicable

DCF

WACC
Growth rates
Liquidity discounts

7.0 – 13.5%
0.0 – 1.0%
5.0 – 30.0%

10.0%
0.6%
9.9%

Lower fair value
Higher fair value
Lower fair value

No predictableinterrelationshipMarketmultiples

EV/EBITDA ratios
PE Ratios
Liquidity discounts

1.0 – 11.0x
9.6 x
5.0 – 30.0%

8.9x
9.6x
9.8%

Higher fair value
Higher fair value
Lower fair value

No predictableinterrelationship

Interrelationships
between valuation
inputs(5)Foreigngovernment,
agency andmunicipal
securities . . . . . .

8

DCF

Credit spreads
Recovery rates

0.0 – 1.4%
4.0 – 18.0%

0.5%
10.8%

Lower fair value
Higher fair value

No predictableinterrelationshipBank and corporate
debt securities
and loans for
trading
purposes . . . . . .

228

DCF

Credit spreads
Recovery rates

0.0 – 17.9%
0.0 – 80.7%

5.8%
43.8%

Lower fair value
Higher fair value

No predictableinterrelationshipResidential
mortgage backed
securities(“RMBS”) . . . . .

62

DCF

Yields
Prepayment rates
Loss severities

0.0 – 30.8%
7.1 – 15.0%
0.0 – 100.0%

6.7%
8.9%
40.6%

Lower fair value
Lower fair value
Lower fair value

No predictableinterrelationshipReal estate-backed
securities . . . . . .

94

DCF

Loss severities

0.0 – 8.1%

3.4%

Lower fair value

Not applicable

Collateralized debt
obligations(“CDOs”) andother . . . . . . . . .

32

DCF

Yields
Prepayment rates
Default probabilities
Loss severities

6.4 – 56.8%
20.0%
2.0%
0.0 – 100.0%

21.6%
20.0%
2.0%
73.0%

Lower fair value
Lower fair value
Lower fair value
Lower fair value

Change in default
probabilities typicallyaccompanied bydirectionally similarchange in loss
severities and oppositechange in prepayment
rates

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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
March 31, 2020

Financial Instrument

Fair
value inbillions ofyen

ValuationtechniqueSignificant
unobservablevaluation input

Range ofvaluation
inputs(1)Weighted
Average(2)Impact ofincreases insignificant
unobservablevaluation
inputs(3)(4)Interrelationships
between valuation
inputs(5)Derivatives, net:
Equity contracts . . ¥19

Option models

Dividend yield
Volatilities
Correlations

0.0 – 18.7%
12.2 – 144.7%(0.85) – 0.97———

Higher fair value
Higher fair value
Higher fair value

No predictableinterrelationship

Interest rate
contracts . . . . . .

(54)

DCF/
Option models

Interest rates
Volatilities
Volatilities
Correlations(0.1) – 2.0%
8.8 – 13.8%
24.6 – 119.4 bp(1.00) – 0.98

—
—
—
—

Higher fair value
Higher fair value
Higher fair value
Higher fair value

No predictableinterrelationship

Credit contracts . . .

(1)

DCF/
Option models

Credit spreads
Recovery rates
Volatilities
Correlations

0.1 – 28.4%
0.0 – 105.4%
50.0 – 83.0%
0.16 – 0.82

—
—
—
—

Higher fair value
Higher fair value
Higher fair value
Higher fair value

No predictableinterrelationshipForeign exchange
contracts . . . . . .

7

Option models

Interest rates
Volatilities
Volatilities
Correlations(0.1) – 0.8%
2.0 – 23.9%
19.2 – 50.7 bp(0.25) – 0.80

—
—
—
—

Higher fair value
Higher fair value
Higher fair value
Higher fair value

No predictableinterrelationship

Loans andreceivables . . . . . . . .

96

DCF

Credit spreads
Recovery rates

0.0 – 20.5%
57.5 – 98.0%

4.2%
85.0%

Lower fair value
Higher fair value

No predictableinterrelationship

Collateralized
agreements . . . . . . . .

15

DCF

Repo rate

3.8 – 5.6%

4.9%

Lower fair value

Not applicable

Other assets
Other(6) . . . . . . . . .

168

DCF

WACC
Growth rates
Liquidity discounts

10.1%
2.0%
10.0%

10.1%
2.0%
10.0%

Lower fair value
Higher fair value
Lower fair value

No predictableinterrelationshipMarketmultiples

EV/EBITDA ratios
PE Ratios
Price/Book ratios
Liquidity discounts

3.9 – 10.3 x
6.3 – 20.7 x
0.3 – 1.3 x
10.0 – 40.0%

4.6 x
11.4 x
0.8 x
28.6%Higher fair value
Higher fair value
Higher fair value
Lower fair value

Generally changes in
multiples result in acorresponding similar
directional change in afair value measurement,
assuming earnings
levels remain constant.

Liabilities:
Short-termborrowings . . . . . . . .

29

DCF/
Option models

Volatilities
Correlations

12.6 – 76.4%(0.72) – 0.94——

Higher fair value
Higher fair value

No predictableinterrelationship

Long-term
borrowings . . . . . . . .

409

DCF/
Option models

Volatilities
Volatilities
Correlations

8.6 – 76.4%
30.0 – 103.2 bp(1.00) – 0.98———

Higher fair value
Higher fair value
Higher fair value

No predictableinterrelationship(1) Range information is provided in percentages, coefficients and multiples and represents the highest and lowest level significant
unobservable valuation input used to value that type of financial instrument. A wide dispersion in the range does not necessarily reflectincreased uncertainty or subjectivity in the valuation input and is typically just a consequence of the different characteristics of thefinancial instruments themselves.
(2) Weighted average information for non-derivative instruments is calculated by weighting each valuation input by the fair value of thefinancial instrument.
(3) The above table only considers the impact of an increase in each significant unobservable valuation input on the fair value measurementof the financial instrument. However, a decrease in the significant unobservable valuation input would have the opposite effect on the fairvalue measurement of the financial instrument. For example, if an increase in a significant unobservable valuation input would result in alower fair value measurement, a decrease in the significant unobservable valuation input would result in a higher fair value measurement.

F-47

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)(4) The impact of an increase in the significant unobservable input on the fair value measurement for a derivative assumes Nomura is longrisk to the input e.g., long volatility. Where Nomura is short such risk, the impact of an increase would have a converse effect on the fairvalue measurement of the derivative.
(5) Consideration of the interrelationships between significant unobservable inputs is only relevant where more than one unobservablevaluation input is used to determine the fair value measurement of the financial instrument.
(6) Valuation technique(s) and unobservable valuation inputs in respect of equity securities reported within Other assets in the consolidatedbalance sheets.

Qualitative discussion of the ranges of significant unobservable inputs
The following comments present qualitative discussion about the significant unobservable valuation inputs
used by Nomura for financial instruments classified in Level 3.
Derivatives—Equity contracts—The significant unobservable inputs are dividend yield, volatilities andcorrelations. The range of dividend yields varies as some companies do not pay any dividends, for example due
to a lack of profits or as a policy during a growth period, and hence have a zero dividend yield while others may
pay high dividends, for example to return money to investors. The range of volatilities is wide as the volatilities
of shorter-dated equity derivatives or those based on single equity securities can be higher than those of longerdated instruments or those based on indices. Correlations represent the relationships between one input andanother (“pairs”) and can either be positive or negative amounts. The range of correlations moves from positive
to negative because the movement of some pairs is very closely related and in the same direction causing highly
positive correlations while others generally move in opposite directions causing highly negative correlations withpairs that have differing relationships throughout the range.
Derivatives—Interest rate contracts—The significant unobservable inputs are interest rates, volatilities andcorrelations. The range of interest rates is due to interest rates in different countries/currencies being at different
levels with some countries having extremely low levels and others being at levels that while still relatively low
are less so. The range of volatilities is wide as volatilities can be higher when interest rates are at extremely low
levels, and also because volatilities of shorter-dated interest rate derivatives are typically higher than those of
longer-dated instruments. The range of correlations moves from positive to negative because the movement ofsome pairs is very closely related and in the same direction causing highly positive correlations while others
generally move in opposite directions causing highly negative correlations with pairs that have differing
relationships through the range. All significant unobservable inputs are spread across the ranges.
Derivatives—Credit contracts—The significant unobservable inputs are credit spreads, recovery rates,
volatilities and correlations. The range of credit spreads reflects the different risk of default present within theportfolio. At the low end of the range, underlying reference names have a very limited risk of default whereas at
the high end of the range, underlying reference names have a much greater risk of default. The range of recovery
rates varies primarily due to the seniority of the underlying exposure with senior exposures having a higher
recovery than subordinated exposures. The range of volatilities is wide as the volatilities of shorter-dated credit
contracts are typically higher than those of longer-dated instruments. The correlation range is positive sincecredit spread moves are generally in the same direction. Highly positive correlations are those for which the
movement is very closely related and in the same direction, with correlation falling as the relationship becomesless strong.
Derivatives—Foreign exchange contracts—The significant unobservable inputs are interest rates,
volatilities and correlations. The range of interest rates is due to interest rates in different countries/currencies
being at different levels with some countries having extremely low levels and others being at levels that whilestill relatively low are less so. The range of volatilities is mainly due to the lower end of the range arising from
F-48

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
currencies that trade in narrow ranges e.g. versus the U.S. Dollar while the higher end comes from currencies
with a greater range of movement such as emerging market currencies. The range of correlations moves frompositive to negative because the movement of some pairs is very closely related and in the same direction causing
highly positive correlations while others generally move in opposite directions causing highly negative
correlations with pairs that have differing relationships through the range.
Short-term borrowings and Long-term borrowings—The significant unobservable inputs are yields,
prepayment rates, default probabilities, loss severities, volatilities and correlations. The range of volatilities iswide as the volatilities of shorter-dated instruments are typically higher than those in longer-dated instruments.
The range of correlations moves from positive to negative because the movement of some pairs is very closely
related and in the same direction causing highly positive correlations while others generally move in opposite
directions causing highly negative correlations with pairs that have differing relationships through the range.
Movements in Level 3 financial instruments
The following tables present gains and losses as well as increases and decreases of financial instruments
measured at fair value on a recurring basis which Nomura classified in Level 3 for the years ended March 31,
2019 and 2020. Financial instruments classified in Level 3 are often hedged with instruments within Level 1 orLevel 2 of the fair value hierarchy. The gains or losses presented below do not reflect the offsetting gains orlosses for these hedging instruments. Level 3 financial instruments are also measured using both observable andunobservable valuation inputs. Fair value changes presented below, therefore, reflect realized and unrealized
gains and losses resulting from movements in both observable and unobservable valuation inputs.

F-49

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
For the years ended March 31, 2019 and 2020, gains and losses related to Level 3 assets and liabilities did
not have a material impact on Nomura’s liquidity and capital resources management.
Billions of yen
Year ended March 31, 2019
Total gains(losses)
Balance Total gains
recognized in
Balance
as of(losses)other
Foreign Transfers Transfers
as ofApril 1, recognized comprehensive Purchases
Sales /
exchange
into
out of March 31,2018 in net revenue(1)income/ issues(2) redemptions(2) Settlements movements Level 3(4)(5) Level 3(5)2019

Assets:Trading assets and private equity and debt
investments
Equities . . . . . . . . . . . . . . . . . . . . . . . ¥ 21
Private equity and debt
investments . . . . . . . . . . . . . . . . . .
3Japanese agency and municipal
securities . . . . . . . . . . . . . . . . . . . .
1Foreign government, agency andmunicipal securities . . . . . . . . . . . .
6Bank and corporate debt securities
and loans for trading purposes . . . . 139
Commercial mortgage-backed
securities (“CMBS”) . . . . . . . . . . .
2
Residential mortgage-backed
securities (“RMBS”) . . . . . . . . . . .
0Real estate-backed securities . . . . . . .
63
Collateralized debt obligations(“CDOs”) and other . . . . . . . . . . . .
24
Investment trust funds and other . . . .
1

¥ (3)

¥—

(1)

¥

5

¥ (13)

¥—

¥

1

—

24

(2)

—

0

—

1

(1)

—

0

—

15

(16)

—

0

8

—

99

(100)

—

0

—

1

(2)

0
(2)

—
—

9
217

4
0

—
—

¥

5

0

¥

2

(3)

¥ 13

—

26

—

1

3

(3)

5

4

63

(53)

160

—

0

1

—

2

0
(212)

—
—

0
3

—
—

(6)
—

3
69

56
4

(68)
(4)

—
—

1
0

—

(5)
—

19
1

—

—

7

Total trading assets and private equity anddebt investments . . . . . . . . . . . . . . . . . .

260

6

—

431

(418)

—

9

81

(70)

299

Derivatives, net(3)Equity contracts . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . .
Commodity contracts . . . . . . . . . . . . .

(1)
(53)
2
27
—

(2)
(25)
(6)
(13)
0

—
—
—
—
—

—
—
—
—
—

—
—
—
—
—

(2)
0
(4)
3
0

0
0
0
1
0

(7)
10
(1)
(1)
—

4
14
1
3
—

(8)
(54)
(8)
20
0

Total derivatives, net . . . . . . . . . . . . . . . . .

(25)

(46)

—

—

—

(3)

1

1

22

(50)

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥235

¥ (40)¥—¥431¥(418)

¥ (3)

¥ 10

¥ 82

¥ (48)

¥249

¥

¥—
—

¥ 53
—

¥ (27)
—

¥—
—

¥

¥ 37
28

¥

¥129
33

Loans and receivables . . . . . . . . . . . . . . . . ¥ 70
Collateralized agreements . . . . . . . . . . . . .
5
Other assets . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . 169
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥479
Liabilities:
Trading liabilities
Equities . . . . . . . . . . . . . . . . . . . . . . . ¥ 1
Foreign government, agency andmunicipal securities . . . . . . . . . . . . —Bank and corporate debt securities . .
0Collateralized debt obligations(“CDOs”) and other . . . . . . . . . . . .
0Investment trust funds and other . . . .
0

0
0

3
0

(11)

—

6

(3)

5

0

—

166

¥ (51)¥—¥490¥(448)

¥ (3)

¥ 18

¥147

¥ (55)

¥577

¥

0

¥—

¥ 20

¥ (20)

¥—

¥

¥

¥

¥

0
0

—
—

1
0

(1)
0

—
—

0
0

0
0

—
0

0
0

0
0

—
—

0
0

0
0

—
—

0
0

—

—
0

0

—
—

0

¥—

¥ 21

¥ (21)

¥—

0

¥

(1)

¥

0
—
—
2
—

39
0
—
194
0

(27)
0
(3)
(99)
(1)

—
—
—
—
—

0
0
0
0

25
—
—
75
0

(25)
—
—
(85)
—

31
0
—
535
0

2

¥254

¥(151)

¥—

0

¥100

¥(111)¥566

Total trading liabilities . . . . . . . . . . . . . . . . ¥1¥

Short-term borrowings . . . . . . . . . . . . . . . .
Payables and deposits . . . . . . . . . . . . . . . .
Collateralized financing . . . . . . . . . . . . . . .
Long-term borrowings . . . . . . . . . . . . . . . .
Other liabilities . . . . . . . . . . . . . . . . . . . . .

17
(1)
3
429
1

(2)
(1)
—
(23)
0

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥450

¥ (26)

¥

F-50

—

(7)
—

0

¥
—

¥

0

0

¥

(1)

0

0

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Billions of yen
Year ended March 31, 2020
Total gains(losses)
Balance
Total gains
recognized in
Balance
as of(losses)other
Foreign Transfers Transfers
as ofApril 1,
recognizedcomprehensive Purchases
Sales /
exchange
into
out of March 31,
2019 in net revenue(1)income/ issues(2) redemptions(2) Settlements movements Level 3(4)(5) Level 3(5)2020

Assets:Trading assets and private equity anddebt investments
Equities . . . . . . . . . . . . . . . . . . . . . ¥ 13
Private equity and debt
investments . . . . . . . . . . . . . . . .
26
Japanese agency and municipal
securities . . . . . . . . . . . . . . . . . .
1Foreign government, agency andmunicipal securities . . . . . . . . . .
5Bank and corporate debt securities
and loans for trading
purposes . . . . . . . . . . . . . . . . . . . 160
Commercial mortgage-backed
securities (“CMBS”) . . . . . . . . .
2
Residential mortgage-backed
securities (“RMBS”) . . . . . . . . .
3Real estate-backed securities . . . . .
69
Collateralized debt obligations(“CDOs”) and other . . . . . . . . . .
19
Investment trust funds andother . . . . . . . . . . . . . . . . . . . . . .
1

¥ (1)

¥ —

1

—

0

¥

8

¥

(4)

¥—

¥

0

¥

1

¥

(3)

¥ 14

8

(3)

—

(1)

—

—

31

—

1

0

—

—

—

—

2

0

—

27

(26)

—

0

5

(3)

8

(2)

—

158

(154)

—

(7)

113

(40)

228

(1)

—

1

(1)

—

—

0

0

1

(8)
4

—
—

93
197

(53)
(175)

—
—

0
(1)

28
—

(1)
—

62
94

(21)

—

184

(167)

—

(1)

25

(7)

32

0

—

13

(14)

—

0

0

0

0

Total trading assets and private equity
and debt investments . . . . . . . . . . . . .

299

(28)

—

690

(597)

—

(10)

172

(54)

472

Derivatives, net(3)Equity contracts . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . .
Commodity contracts . . . . . . . . . .

(8)
(54)
(8)
20
0

29
9
7
(22)
0

—
—
—
—
—

—
—
—
—
—

—
—
—
—
—

(6)
(9)
2
8
0

0
0
0
(1)
0

16
(1)
(12)
0
—

(12)
1
10
2
—

19
(54)
(1)
7
—

Total derivatives, net . . . . . . . . . . . . . . .

(50)

23

—

—

—

(5)

(1)

3

1

(29)

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥249

¥ (5)

¥ —

¥690

¥(597)¥ (5)¥ (11)¥175¥ (53)

¥443

¥

¥ —
—

¥163
—

¥(117)
(27)

¥—
—

¥ (3)
(1)

¥ 93
10

¥(169)—¥ 96
15

Loans and receivables . . . . . . . . . . . . . . ¥129
Collateralized agreements . . . . . . . . . . .
33
Other assets . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . 166
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥577
Liabilities:
Trading liabilities
Equities . . . . . . . . . . . . . . . . . . . . . ¥ 0
Foreign government, agency andmunicipal securities . . . . . . . . . .
0Bank and corporate debt
securities . . . . . . . . . . . . . . . . . .
0Collateralized debt obligations(“CDOs”) and other . . . . . . . . . . —Investment trust funds andother . . . . . . . . . . . . . . . . . . . . . . —

0
0
(31)

0

43

(7)

—

(3)

0

—

168

0

¥896

¥(748)¥ (5)¥ (18)¥278¥(222)

¥722

¥

¥

0

¥—

¥

¥

¥

¥

—

—

0

—

—

0

1

(1)

—

0

0

—

1

4

(3)

—

0

—

—

1

¥ (36)

¥

¥

0

¥ —

0

—

—

(1)

—

0

—

—

—

0

¥ (1)

¥ —

31
0
535
0

0
0
6
(8)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥566

¥ (3)Total trading liabilities . . . . . . . . . . . . . ¥Short-term borrowings . . . . . . . . . . . . .
Payables and deposits . . . . . . . . . . . . . .
Long-term borrowings . . . . . . . . . . . . .
Other liabilities . . . . . . . . . . . . . . . . . . .

0

0

—

(4)

¥—

65
6
254
2

(58)
0
(291)
(10)

¥332

¥(363)

¥
0

—
0
—
¥

0

0

5

¥

0

0

0

¥

0
0

0

—
¥

0

0

0

0

¥

¥

2

—
—
—
—

0
0
(1)
0

7
0
56
—

(16)
(5)
(138)
—

29
1
409
0

¥—

¥ (1)

¥ 63

¥(159)¥441(1) Includes gains and losses reported primarily within Net gain on trading, Gain on private equity and debt investments, and also within
Gain (loss) on investments in equity securities, Revenue—Other and Non-interest expenses—Other, Interest and dividends and Interest
expense in the consolidated statements of income.

F-51

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)(2) Amounts reported in Purchases / issues include increases in trading liabilities while Sales / redemptions include decreases in trading
liabilities.
(3) Each derivative classification includes derivatives with multiple risk underlyings. For example, interest rate contracts include complex
derivatives referencing interest rate risk as well as foreign exchange risk or other factors such as prepayment rates. Credit contracts
include credit default swaps as well as derivatives referencing corporate and government debt securities.
(4) Amounts of gains and losses on these transfers which were recognized in the period when the Transfers into Level 3 occurred were notsignificant for the years ended March 31, 2019 and 2020.
(5) Transfers into Level 3 indicate certain valuation inputs of a financial instrument become unobservable or significant. Transfers out of
Level 3 indicate certain valuation inputs of a financial instrument become observable or insignificant. See Quantitative and qualitative
information regarding significant unobservable inputs above for the valuation inputs of each financial instruments.

Unrealized gains and losses recognized for Level 3 financial instruments
The following table presents the amounts of unrealized gains (losses) for the years ended March 31, 2019and 2020, relating to those financial instruments which Nomura classified in Level 3 within the fair value
hierarchy and that were still held by Nomura at the relevant consolidated balance sheet date.
Billions of yen
March 3120192020
Unrealized gains/(losses)(1)

Assets:Trading assets and private equity and debt investments
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Private equity and debt investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japanese agency and municipal securities . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign government, agency and municipal securities . . . . . . . . . . . . . . . . . .
Bank and corporate debt securities and loans for trading purposes . . . . . . . .
Commercial mortgage-backed securities (“CMBS”) . . . . . . . . . . . . . . . . . . .
Residential mortgage-backed securities (“RMBS”) . . . . . . . . . . . . . . . . . . . .
Real estate-backed securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized debt obligations (“CDOs”) and other . . . . . . . . . . . . . . . . . . .
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (4)
(1)
0
0
1
0
0
0
(4)
0

¥ (2)
1
0
(1)
(5)
(1)
(7)
0
(19)
0

Total trading assets and private equity and debt investments . . . . . . . . . . . . . . . . .

(8)

(34)

Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(11)
(18)
(12)
(10)
0

36
(19)
2
(24)
—

Total derivatives, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(51)

(5)

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥(59)¥ (39)

Loans and receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

0
0

(1)
0

(12)

(20)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥(71)¥ (60)

Derivatives, net(2)F-52

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Billions of yen
March 3120192020
Unrealized gains/(losses)(1)Liabilities:
Trading liabilities
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign government, agency and municipal securities . . . . . . . . . . . . . . . . . .
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized debt obligations (“CDOs”) and other . . . . . . . . . . . . . . . . . . .

—

¥ 0
0
(1)
0

¥

0

¥ (1)

Short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payables and deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(1)
(1)
(18)

1
0
19

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (20)¥19

Total trading liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

0
0
0

(1) Includes gains and losses reported within Net gain on trading, Gain on private equity and debt investments,
and also within Gain on investments in equity securities, Revenue—Other and Non-interest expenses—
Other, Interest and dividends and Interest expense in the consolidated statements of income.
(2) Each derivative classification includes derivatives with multiple risk underlyings. For example, interest rate
contracts include complex derivatives referencing interest rate risk as well as foreign exchange risk or otherfactors such as prepayment rates. Credit contracts include credit default swaps as well as derivatives
referencing corporate and government debt securities.

F-53

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Investments in investment funds that calculate NAV per share
In the normal course of business, Nomura invests in non-consolidated funds which meet the definition of
investment companies or are similar in nature and which do not have readily determinable fair values. For certainof these investments, Nomura uses NAV per share as the basis for valuation as a practical expedient. Some ofthese investments are redeemable at different amounts from NAV per share.
The following tables present information on these investments where NAV per share is calculated ordisclosed as of March 31, 2019 and 2020. Investments are presented by major category relevant to the nature of
Nomura’s business and risks.

Fair value

Unfundedcommitments(1)Billions of yen
March 31, 2019
Redemption frequency(if currently eligible)(2)Redemption notice(3)Monthly———

Same day-90 days———

Unfundedcommitments(1)Billions of yen
March 31, 2020
Redemption frequency(if currently eligible)(2)Redemption notice(3)Monthly———

Same day-90 days———

Hedge funds . . . . . . . . . . . . . . . . . . . . . . . . .
Venture capital funds . . . . . . . . . . . . . . . . . .
Private equity funds . . . . . . . . . . . . . . . . . . .
Real estate funds . . . . . . . . . . . . . . . . . . . . .

¥

16
2
17
3

¥ —
2
10
1

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

38

¥

Fair value

13

Hedge funds . . . . . . . . . . . . . . . . . . . . . . . . .
Venture capital funds . . . . . . . . . . . . . . . . . .
Private equity funds . . . . . . . . . . . . . . . . . . .
Real estate funds . . . . . . . . . . . . . . . . . . . . .

¥

2
3
21
6

¥ —
3
9
1

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

32

¥

13

(1) The contractual amount of any unfunded commitments Nomura is required to make to the entities in which
the investment is held.
(2) The range in frequency with which Nomura can redeem investments.
(3) The range in notice period required to be provided before redemption is possible.
Hedge funds:
These investments include funds of funds that invest in multiple asset classes. The fair values of theseinvestments are determined using NAV per share. Although most of these funds can be redeemed within six
months, certain funds cannot be redeemed within six months due to contractual, liquidity or gating issues. The
redemption period is unknown for certain suspended or liquidating funds. Some of these investments contain
restrictions against transfers of the investments to third parties.
Venture capital funds:
These investments include primarily start-up funds. The fair values of these investments are determinedusing NAV per share. Most of these funds cannot be redeemed within six months. The redemption period is
F-54

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
unknown for certain suspended or liquidating funds. Some of these investments contain restrictions against
transfers of the investments to third parties.
Private equity funds:
These investments are made mainly in various sectors in Europe, U.S. and Japan. The fair values of theseinvestments are determined using NAV per share. Redemption is restricted for most of these investments. Someof these investments contain restrictions against transfers of the investments to third parties.
Real estate funds:
These are investments in commercial and other types of real estate. The fair values of these investments are
determined using NAV per share. Redemption is restricted for most of these investments. Some of theseinvestments contain restrictions against transfers of the investments to third parties.
Fair value option for financial assets and financial liabilities
Nomura measures certain eligible financial assets and liabilities at fair value through the election of the fairvalue option permitted by ASC 815 “Derivatives and Hedging” and ASC 825 “Financial Instruments.” When
Nomura elects the fair value option for an eligible item, changes in that item’s fair value are recognized throughearnings. Election of the fair value option is generally irrevocable unless an event occurs that gives rise to a newbasis of accounting for that instrument.
The financial assets and financial liabilities primarily elected for the fair value option by Nomura, and thereasons for the election, are as follows:•

Equity method investments reported within Trading assets and private equity and debt investments andOther assets held for capital appreciation or current income purposes which Nomura generally has anintention to exit rather than hold indefinitely. Nomura elects the fair value option to more appropriately
represent the purpose of these investments in these consolidated financial statements.

•

Loans reported within Loans and receivables which are risk managed on a fair value basis and loan
commitments related to loans receivable for which the fair value option will be elected upon funding.
Nomura elects the fair value option to mitigate volatility through earnings caused by the difference inmeasurement basis that otherwise would arise between loans and the derivatives used to risk manage
those instruments.

•

Reverse repurchase and repurchase agreements reported within Collateralized agreements andCollateralized financing which are risk managed on a fair value basis. Nomura elects the fair value
option to mitigate volatility through earnings caused by the difference in measurement basis that
otherwise would arise between the reverse repurchase and repurchase agreements and the derivatives
used to risk manage those instruments.

•

All structured notes issued on or after April 1, 2008 reported within Short-term borrowings or Longterm borrowings. Nomura elects the fair value option for those structured notes primarily to mitigate thevolatility through earnings caused by differences in the measurement basis for structured notes and thederivatives Nomura uses to risk manage those positions. Nomura also elects the fair value option forcertain notes issued by consolidated VIEs for the same purpose and for certain structured notes issued
prior to April 1, 2008. Certain subsidiaries elect the fair value option for structured loans and straightbonds.
F-55

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)•

Certain structured deposit issuances reported within Deposits received at banks. Nomura elects the fairvalue option for those structured deposits primarily to mitigate the volatility through earnings caused bydifferences in the measurement basis for structured deposits and the derivatives Nomura uses to risk
manage those positions.

•

Financial liabilities reported within Long-term borrowings recognized in transactions which areaccounted for as secured financing transactions under ASC 860. Nomura elects the fair value option forthese financial liabilities to mitigate volatility through earnings that otherwise would arise had thiselection not been made. Even though Nomura usually has little or no continuing economic exposure to
the transferred financial assets, they remain on the consolidated balance sheets and continue to be
carried at fair value, with changes in fair value recognized through earnings.

•

Financial reinsurance contracts reported within Other assets. Nomura elects the fair value option to
mitigate income volatility caused by the difference in measurement basis that would otherwise exist.
Changes in the fair value of the reinsurance contracts carried at fair value are reported in the
consolidated statements of income.

Interest and dividends arising from financial instruments for which the fair value option has been elected arerecognized within Interest and dividends, Interest expense or Net gain on trading.
The following table presents gains (losses) due to changes in fair value for financial instruments measured atfair value using the fair value option for the years ended March 31, 2018, 2019 and 2020.
Billions of yen
Year ended March 31
2018
2019
2020
Gains/(Losses)(1)

Assets:Trading assets and private equity and debt investments(2)Trading assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Private equity and debt investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loans and receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized agreements(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 0
(1)
(14)
1
11
¥ (3)

¥ 0
1
(2)
2
(26)
¥(25)

¥

Liabilities:
Short-term borrowings(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized financing(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term borrowings(4)(5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities(6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (1)
0
(39)
(4)
¥(44)

¥ 28
0
(38)
3
¥ (7)

¥ 64
(2)
58
2
¥122

1
(1)
2
4
(16)
¥ (10)(1) Includes gains and losses reported primarily within Net gain on trading and Revenue—Other in the
consolidated statements of income.
(2) Includes equity investments that would have been accounted for under the equity method had Nomura notchosen to elect the fair value option.
(3) Includes reverse repurchase and repurchase agreements.
(4) Includes structured notes and other financial liabilities.
(5) Includes secured financing transactions arising from transfers of financial assets which did not meet thecriteria for sales accounting.
(6) Includes unfunded written loan commitments.
F-56

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
As of March 31, 2019 and 2020, Nomura held an economic interest of 39.52% and 39.19% in American
Century Companies, Inc., respectively. The investment is measured at fair value on a recurring basis throughelection of the fair value option and is reported within Other assets—Other in the consolidated balance sheets.
There was no significant impact on financial assets for which the fair value option was elected attributable
to instrument-specific credit risk.
Nomura calculates the impact of changes in its own creditworthiness on certain financial liabilities forwhich the fair value option is elected by DCF valuation techniques using a rate which incorporates observablechanges in its credit spread.
The following table presents changes in the valuation adjustment for Nomura’s own credit worthinessapplied to certain financial liabilities for which the fair value option has been elected recognized in othercomprehensive income during the years and cumulatively, and amounts reclassified to earnings fromaccumulated other comprehensive income on early settlement of such financial liabilities during the years ended
March 31, 2019 and 2020. In the year ended March 31, 2020, the credit balance recognized in accumulated othercomprehensive income related to Nomura’s own credit on certain financial liabilities increased, primarily due toa significant widening of spreads driven by the financial market turmoil as a result of the COVID-19 global
pandemic.
Billions of Yen
Year ended March 31
2019
2020

Changes recognized as a credit (debit) to other comprehensive income . . . . . . . . . . . . . . . .
Credit (debit) amounts reclassified to earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cumulative credit (debit) balance recognized in accumulated other comprehensive
income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥25
(1)

¥49
(1)

32

80

As of March 31, 2019, the fair value of the aggregate unpaid principal balance (which is contractuallyprincipally protected) of Loans and receivables for which the fair value option was elected was ¥0 billion morethan the principal balance of such Loans and receivables. The fair value of the aggregate unpaid principalbalance (which is contractually principally protected) of Long-term borrowings for which the fair value option
was elected was ¥50 billion less than the principal balance of such Long-term borrowings. There were no Loans
and receivables for which the fair value option was elected that were 90 days or more past due.
As of March 31, 2020, the fair value of the aggregate unpaid principal balance (which is contractuallyprincipally protected) of Loans and receivables for which the fair value option was elected was ¥8 billion lessthan the principal balance of such Loans and receivables. The fair value of the aggregate unpaid principalbalance (which is contractually principally protected) of Long-term borrowings for which the fair value option
was elected was ¥27 billion less than the principal balance of such Long-term borrowings. There were no Loans
and receivables for which the fair value option was elected that were 90 days or more past due.
Investment by Investment companies
Nomura carries all of investments by investment companies under ASC 946 “Financial Services—
Investment Companies” (“ASC 946”) at fair value, with changes in fair value recognized through theconsolidated statements of income. During the year ended March 31, 2020, N-MEZ Investment Business Limited
Partnership 1 was added as an investment company under ASC 946.
F-57

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Concentrations of credit risk
Concentrations of credit risk may arise from trading, securities financing transactions and underwriting
activities, and may be impacted by changes in political or economic factors. Nomura has credit risk
concentrations on bonds issued by the Japanese Government, U.S. Government, British Government (“U.K.”),
Governments within the European Union (“EU”), their states and municipalities, and their agencies. These
concentrations generally arise from taking trading positions and are reported within Trading assets in the
consolidated balance sheets. Government, agency and municipal securities, including Securities pledged ascollateral, represented 16% of total assets as of March 31, 2019 and 16% as of March 31, 2020.
The following tables present geographic allocations of Nomura’s trading assets related to government,
agency and municipal securities as of March 31, 2019 and 2020. See Note 3 “Derivative instruments and hedging
activities” for further information regarding the concentration of credit risk for derivatives.

Japan

Government, agency and municipal securities . . . . . . . . . . . . . . . .

¥2,202Japan

Government, agency and municipal securities . . . . . . . . . . . . . . . .

¥1,934

Billions of yen
March 31, 2019
U.S.
EU & U.K. Other¥1,723¥579¥6,401

Billions of yen
March 31, 2020
U.S.
EU & U.K. Other

Total(1)¥1,889¥1,897

Total(1)¥2,704¥672¥7,199(1) Other than above, there were ¥318 billion and ¥321 billion of government, agency and municipal securities
reported within Other assets—Non-trading debt securities in the consolidated balance sheets as ofMarch 31, 2019 and 2020, respectively. These securities are primarily Japanese government, agency andmunicipal securities.
Estimated fair value of financial instruments not carried at fair value
Certain financial instruments are not carried at fair value on a recurring basis in the consolidated balance
sheets since they are neither held for trading purposes nor are elected for the fair value option. These are typicallycarried at contractual amounts due or amortized cost.
The carrying value of the majority of the financial instruments detailed below will approximate fair value
since they are short-term in nature and contain minimal credit risk. These financial instruments include financial
assets reported within Cash and cash equivalents, Time deposits, Deposits with stock exchanges and other
segregated cash, Receivables from customers, Receivables from other than customers, Securities purchased
under agreements to resell and Securities borrowed and financial liabilities reported within Short-termborrowings, Payables to customers, Payables to other than customers, Deposits received at banks, Securities
sold under agreements to repurchase, Securities loaned and Other secured borrowings in the consolidatedbalance sheets.
The estimated fair values of other financial instruments which are longer-term in nature or may containmore than minimal credit risk may be different to their carrying value. Financial assets of this type primarily
include certain loans which are reported within Loans receivable while financial liabilities primarily include
long-term borrowings which are reported within Long-term borrowings.

F-58

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present carrying values, fair values and classification within the fair value hierarchy forcertain classes of financial instrument of which a portion of the ending balance was carried at fair value as ofMarch 31, 2019 and 2020.
Billions of yen
March 31, 2019(1)Fair value by level
Carrying
value

Fair
value

Level 1

Level 2

Level 3

Assets:Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 2,687 ¥ 2,687 ¥2,687 ¥ — ¥Time deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
290
290
—
290
Deposits with stock exchanges and other segregatedcash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
285
285
—
285
Loans receivable(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,542
2,541
—
1,941
Securities purchased under agreements to resell . . . . . . . . . 13,195 13,195—
13,162
Securities borrowed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4,112
4,111
—
4,111
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥23,111 ¥23,109 ¥2,687 ¥19,789 ¥

—
—
—
600
33
—
633

Liabilities:
Short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 841 ¥ 841 ¥ — ¥ 811 ¥Deposits received at banks . . . . . . . . . . . . . . . . . . . . . . . . .
1,393
1,393
—
1,393
Securities sold under agreements to repurchase . . . . . . . . . 15,037 15,037—
15,037
Securities loaned . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,230
1,230
—
1,230
Long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7,916
7,931
12
7,353
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥26,417 ¥26,432 ¥ 12 ¥25,824 ¥

30
—
—
—
566
596

Billions of yen
March 31, 2020(1)Fair value by level
Carrying
value

Fair
value

Level 1

Level 2

Assets:Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 3,192 ¥ 3,192 ¥3,192 ¥ — ¥Time deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
309
309
—
309
Deposits with stock exchanges and other segregatedcash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
374
374
—
374
Loans receivable(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,848
2,842
—
2,201
Securities purchased under agreements to resell . . . . . . . . . 12,377 12,377—
12,362
Securities borrowed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,530
3,529
—
3,529
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥22,630 ¥22,623 ¥3,192 ¥18,775 ¥Liabilities:
Short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 1,487 ¥ 1,487 ¥ — ¥ 1,458 ¥Deposits received at banks . . . . . . . . . . . . . . . . . . . . . . . . .
1,276
1,276
—
1,275
Securities sold under agreements to repurchase . . . . . . . . . 16,349 16,349—
16,349Securities loaned . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
961
962
—
962
Other secured borrowings . . . . . . . . . . . . . . . . . . . . . . . . . .
718
718
—
718
Long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7,776
7,733
2
7,263
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥28,567 ¥28,525 ¥2 ¥28,025 ¥F-59

Level 3

—
—
—
641
15
—
656
29
1
—
—
—
468
498

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)(1) Includes financial instruments which are carried at fair value on a recurring basis.
(2) Carrying values are shown after deducting relevant allowances for credit losses.
Assets and liabilities measured at fair value on a nonrecurring basis
In addition to financial instruments carried at fair value on a recurring basis, Nomura also measures otherfinancial and non-financial assets and liabilities at fair value on a nonrecurring basis, where the primarymeasurement basis is not fair value. Fair value is only used in specific circumstances after initial recognition suchas to measure impairment.
As of March 31, 2019, goodwill allocated to the Wholesale segment was measured at fair value on anonrecurring basis. The relevant goodwill, which is reported within Other assets—Other in the consolidatedbalance sheets, was wholly impaired. Fair value was determined using a DCF valuation technique andconsequently, this nonrecurring fair value measurement was determined using valuation inputs which would beclassified in Level 3 of the fair value hierarchy. See Note 10 “Other assets—Other/Other liabilities” for further
information.
As of March 31, 2020, there were no significant amount of assets and liabilities which were measured at fairvalue on a nonrecurring basis.
3. Derivative instruments and hedging activities:
Nomura uses a variety of derivative financial instruments, including futures, forwards, options and swaps,
for both trading and non-trading purposes.
Derivatives used for trading purposes
In the normal course of business, Nomura enters into transactions involving derivative financial instruments
to meet client needs, for trading purposes, and to reduce its own exposure to loss due to adverse fluctuations ininterest rates, currency exchange rates and market prices of securities. These financial instruments include
contractual agreements such as commitments to swap interest payment streams, exchange currencies or purchaseor sell securities and other financial instruments on specific terms at specific future dates.
Nomura maintains active trading positions in a variety of derivative financial instruments. Most of
Nomura’s trading activities are client oriented. Nomura utilizes a variety of derivative financial instruments as ameans of bridging clients’ specific financial needs and investors’ demands in the securities markets. Nomura also
actively trades securities and various derivatives to assist its clients in adjusting their risk profiles as marketschange. In performing these activities, Nomura carries an inventory of capital markets instruments and maintains
its access to market liquidity by quoting bid and offer prices to and trading with other market makers. These
activities are essential to provide clients with securities and other capital market products at competitive prices.
Futures and forward contracts are commitments to either purchase or sell securities, foreign currency orother capital market instruments at a specific future date for a specified price and may be settled in cash or
through delivery. Foreign exchange contracts include spot and forward contracts and involve the exchange of twocurrencies at a rate agreed by the contracting parties. Risks arise from the possible inability of counterparties tomeet the terms of their contracts and from movements in market prices. Futures contracts are executed throughregulated exchanges which clear and guarantee performance of counterparties. Accordingly, credit risk
associated with futures contracts is considered minimal. In contrast, forward contracts are generally negotiatedbetween two counterparties and, therefore, are subject to the performance of the related counterparties.
F-60

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Options are contracts that grant the purchaser, for a premium payment, the right to either purchase or sell afinancial instrument at a specified price within a specified period of time or on a specified date from or to thewriter of the option. The writer of options receives premiums and bears the risk of unfavorable changes in themarket price of the financial instruments underlying the options.
Swaps are contractual agreements in which two counterparties agree to exchange certain cash flows, at
specified future dates, based on an agreed contract. Certain agreements may result in combined interest rate andforeign currency exposures. Entering into swap agreements may involve the risk of credit losses in the event ofcounterparty default.
To the extent these derivative financial instruments are economically hedging financial instruments or
securities positions of Nomura, the overall risk of loss may be fully or partly mitigated by the hedged position.
Nomura seeks to minimize its exposure to market risk arising from its use of these derivative financial
instruments through various control policies and procedures, including position limits, monitoring proceduresand hedging strategies whereby Nomura enters into offsetting or other positions in a variety of financial
instruments.
Derivatives used for non-trading purposes
Nomura’s principal objectives in using derivatives for non-trading purposes are to manage interest rate risk,
to modify the interest rate characteristics of certain financial liabilities, to manage foreign exchange risk ofcertain foreign currency denominated debt securities, to manage net investment exposure to fluctuations inforeign exchange rates arising from certain foreign operations and to mitigate equity price risk arising fromcertain stock-based compensation awards given to employees.
Credit risk associated with derivatives utilized for non-trading purposes is controlled and managed in thesame way as credit risk associated with derivatives utilized for trading purposes.
Nomura designates certain derivative financial instruments as fair value hedges of interest rate risk arisingfrom specific financial liabilities and foreign currency risk arising from specific foreign currency denominateddebt securities. These derivatives are effective in reducing the risk associated with the exposure being hedged
and are highly correlated with changes in the fair value and foreign currency rates of the underlying hedged
items, both at inception and throughout the life of the hedging relationship. Changes in fair value of the hedging
derivatives are reported together with those of the hedged liabilities and assets through the consolidated
statements of income within Interest expense and Revenue—Other, respectively
Derivative financial instruments designated as hedges of the net investment in foreign operations relate tospecific subsidiaries with non-Japanese Yen functional currencies. When determining the effectiveness of net
investment hedges, the effective portion of the change in fair value of the hedging derivative is determined bychanges in spot exchange rates. Changes in fair value of the hedging derivatives attributable to changes in the
difference between the forward rate and spot rate are excluded from the measurement of hedge effectiveness andare reported in the consolidated statements of income within Revenue—Other. All other movements in fair valueof highly effective hedging derivatives are reported through NHI shareholders’ equity within Accumulated othercomprehensive income (loss).
Concentrations of credit risk for derivatives
The following tables present Nomura’s significant concentration of exposures to credit risk in OTC
derivatives with financial institutions including transactions cleared through central counterparties as of
F-61

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
March 31, 2019 and 2020. The gross fair value of derivative assets represents the maximum amount of loss due
to credit risk that Nomura would incur if the counterparties of Nomura failed to perform in accordance with theterms of the instruments and any collateral or other security Nomura held in relation to those instruments proved
to be of no value.

Gross fair value ofderivative assets

Financial institutions . . . . . . . . . . . . . . . . . . . . . . . . . .

¥13,332

Gross fair value ofderivative assets

Financial institutions . . . . . . . . . . . . . . . . . . . . . . . . . .

¥17,711

Billions of yen
March 31, 2019
Impact ofmaster netting Impact ofagreements
collateral¥(11,602)

Net exposure tocredit risk¥(1,507)

Billions of yen
March 31, 2020
Impact ofmaster netting Impact ofagreements
collateral¥(15,479)¥223

Net exposure tocredit risk¥(1,707)¥525

Derivative activities
The following tables quantify the volume of Nomura’s derivative activity as of March 31, 2019 and 2020
through a disclosure of notional amounts, in comparison with the fair value of those derivatives. All amounts aredisclosed on a gross basis, prior to counterparty netting of derivative assets and liabilities and cash collateral
netting against net derivatives.

Total Notional(1)Billions of yen
March 31, 2019
Derivative
Derivative
assetsliabilities
Fair value Fair value(1)¥45,7212,243,179
35,343
310,677
241¥

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,635,161¥14,909¥14,517

Derivatives designated as hedging instruments:
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

1,002
146

¥

20
0

¥

—
—

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

1,148

¥

20

¥

—

Total derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,636,309

Derivatives used for trading and non-trading purposes(2)(3):
Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-62

851
8,612
533
4,912
1

¥14,929

¥

920
8,290
464
4,842
1

¥14,517

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Total Notional(1)Derivatives used for trading and non-trading purposes(2)(3):
Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Billions of yen
March 31, 2020
Derivative
Derivative
assetsliabilities
Fair value Fair value(1)¥47,9762,522,172
36,155
267,313601¥ 1,921
13,590407
5,224
9¥ 2,008
13,214457
5,104
6

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,874,217¥21,151¥20,789

Derivatives designated as hedging instruments:
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

1,064
115

¥

39
—

¥

0
1

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

1,179

¥

39

¥

1

Total derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,875,396¥21,190¥20,790(1) Includes the amount of embedded derivatives bifurcated in accordance with ASC 815.
(2) Each derivative classification includes derivatives referencing multiple risk components. For example,
interest rate contracts include complex derivatives referencing interest rate risk as well as foreign exchange
risk or other factors such as prepayment rates. Credit contracts include credit default swaps as well asderivatives referencing corporate and government securities.
(3) As of March 31, 2019 and 2020, the amounts reported include derivatives used for non-trading purposes
which are not designated as fair value or net investment hedges. These amounts have not been separately
presented since such amounts were not significant.
Changes in fair value are recognized either through earnings or other comprehensive income depending on
the purpose for which the derivatives are used.
Offsetting of derivatives
Counterparty credit risk associated with derivative financial instruments is controlled by Nomura throughcredit approvals, limits and monitoring procedures. To reduce the risk of loss, Nomura requires collateral,principally cash collateral and government securities, for certain derivative transactions. In certain cases, Nomura
may agree for such collateral to be posted to a third-party custodian under a control agreement that enables
Nomura to take control of such collateral in the event of counterparty default. From an economic standpoint,
Nomura evaluates default risk exposure net of related collateral. Furthermore, OTC derivative transactions are
typically documented under industry standard master netting agreements which reduce Nomura’s credit exposure
to counterparties as they permit the close-out and offset of transactions and collateral amounts in the event ofdefault of the counterparty. For certain OTC centrally-cleared and exchange-traded derivatives, the clearing or
membership agreements entered into by Nomura provide similar rights to Nomura in the event of default of therelevant central clearing party or exchange. In order to support the enforceability of the close-out and offsetting
rights within these agreements, Nomura generally seeks to obtain an external legal opinion.
For certain types of counterparties and in certain jurisdictions, Nomura may enter into derivativetransactions which are not documented under a master netting agreement. Similarly, even when derivatives are
F-63

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
documented under such agreements, Nomura may not have yet sought evidence, or may not be able to obtainevidence to determine with sufficient certainty that close-out and offsetting rights are legally enforceable. Thismay be the case where relevant local laws specifically prohibit such close-out and offsetting rights, or where
local laws are complex, ambiguous or silent on the enforceability of such rights. This may include derivativetransactions executed with certain foreign governments, agencies, municipalities, central clearing counterparties,
exchanges and pension funds.
Nomura considers the enforceability of a master netting agreement in determining how credit risk arisingfrom transactions with a specific counterparty is hedged, how counterparty credit exposures are calculated andapplied to credit limits and the extent and nature of collateral requirements from the counterparty.
Derivative assets and liabilities with the same counterparty documented under a master netting agreement
are offset in the consolidated balance sheets where the specific criteria defined by ASC 210-20 “Balance Sheet—
Offsetting” (“ASC 210-20”) and ASC 815 are met. These criteria include requirements around the legal
enforceability of such close-out and offset rights under the master netting agreement. In addition, fair value
amounts recognized for the right to reclaim cash collateral (a receivable) and the obligation to return cash
collateral (a payable) are also offset against net derivative liabilities and net derivative assets, respectively wherecertain additional criteria are met.

F-64

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents information about offsetting of derivatives and related collateral amounts in the
consolidated balance sheets as of March 31, 2019 and 2020 by type of derivative contract, together with theextent to which master netting agreements entered into with counterparties, central clearing counterparties or
exchanges permit additional offsetting of derivatives and collateral in the event of counterparty default.
Derivative transactions which are not documented under a master netting agreement or are documented under amaster netting agreement for which Nomura does not have sufficient evidence of enforceability are not offset in
the following table.

Equity contracts
OTC settled bilaterally . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exchange-traded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts
OTC settled bilaterally . . . . . . . . . . . . . . . . . . . . . . . . . . .
OTC centrally-cleared . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exchange-traded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts
OTC settled bilaterally . . . . . . . . . . . . . . . . . . . . . . . . . . .
OTC centrally-cleared . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exchange-traded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts
OTC settled bilaterally . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts
OTC settled bilaterally . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exchange-traded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Billions of yen
March 31, 2019
Derivative Derivative
assetsliabilities(1)Billions of yen
March 31, 2020
Derivative Derivative
assetsliabilities(1)

¥

¥

636
215

¥

611
309

869
1,052

¥

875
1,133

7,295
1,327
10

6,946
1,341
3

11,881
1,692
56

11,438
1,758
18

355
176
2

283
178
3

278
126
3

311
132
14

4,912

4,842

5,224

5,105

—

—
1

1

1
8

1
5

Total gross derivative balances(2) . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Amounts offset in the consolidated balance sheets(3) . . . . . . .

¥ 14,929 ¥ 14,517 ¥ 21,190 ¥ 20,790(14,077) (13,710) (19,248) (18,987)

Total net amounts reported on the face of the consolidated balance
sheets(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

F-65

852

¥

807

¥ 1,942¥ 1,803

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Billions of yen
March 31, 2019
Derivative Derivative
assetsliabilities(1)Billions of yen
March 31, 2020
Derivative Derivative
assetsliabilities(1)Less: Additional amounts not offset in the consolidated balance
sheets(5)Financial instruments and non-cash collateral . . . . . . . . . . . . .

¥(115)¥(86)¥ (182)¥ (125)

Net amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 737

¥ 721

¥1,760¥1,678(1) Includes the amount of embedded derivatives bifurcated in accordance with ASC 815.
(2) Includes all gross derivative asset and liability balances irrespective of whether they are transacted under amaster netting agreement or whether Nomura has obtained sufficient evidence of enforceability of themaster netting agreement. As of March 31, 2019, the gross balance of derivative assets and derivative
liabilities which are not documented under master netting agreements or are documented under masternetting agreements for which Nomura has not yet obtained sufficient evidence of enforceability was¥277 billion and ¥374 billion, respectively. As of March 31, 2020, the gross balance of such derivative
assets and derivative liabilities was ¥1,013 billion and ¥1,046 billion, respectively.
(3) Represents amounts offset through counterparty netting of derivative assets and liabilities as well as cash
collateral netting against net derivatives under master netting and similar agreements for which Nomura has
obtained sufficient evidence of enforceability in accordance with ASC 815. As of March 31, 2019, Nomura
offset a total of ¥1,259 billion of cash collateral receivables against net derivative liabilities and¥1,626 billion of cash collateral payables against net derivative assets. As of March 31, 2020, Nomura offset
a total of ¥1,679 billion of cash collateral receivables against net derivative liabilities and ¥1,940 billion of
cash collateral payables against net derivative assets.
(4) Net derivative assets and net derivative liabilities are generally reported within Trading assets and private
equity investments—Trading assets and Trading liabilities, respectively in the consolidated balance sheet.
Bifurcated embedded derivatives are reported within Short-term borrowings or Long-term borrowings
depending on the maturity of the underlying host contract.
(5) Represents amounts which are not permitted to be offset on the face of the consolidated balance sheets inaccordance with ASC 210-20 and ASC 815 but which provide Nomura with a legally enforceable right ofoffset in the event of counterparty default. Amounts relating to derivative and collateral agreements where
Nomura has not yet obtained sufficient evidence of enforceability of such offsetting rights are excluded. Asof March 31, 2019, a total of ¥140 billion of cash collateral receivables and ¥407 billion of cash collateralpayables, including amounts reported in the table, have not been offset against net derivatives. As of
March 31, 2020, a total of ¥374 billion of cash collateral receivables and ¥540 billion of cash collateralpayables, including amounts reported in the table, have not been offset against net derivatives.
Derivatives used for trading purposes
Derivative financial instruments used for trading purposes, including bifurcated embedded derivatives, arecarried at fair value with changes in fair value recognized through the consolidated statements of income within
Revenue—Net gain on trading.

F-66

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents amounts included in the consolidated statements of income for the years ended
March 31, 2018, 2019, 2020 related to derivatives used for trading and non-trading purposes by type ofunderlying derivative contract.
Billions of yen
Year ended March 31
2018
2019
2020

Derivatives used for trading and non-trading purposes(1)(2):
Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

106 ¥
(257)
129
49
22

(32) ¥
104
(19)
(50)
10

93
(192)
(118)
57
(1)

¥

49

13

(161)

¥

¥

(1) Each derivative classification includes derivatives referencing multiple risk components. For example,
interest rates contracts include complex derivatives referencing interest rate risk as well as foreign exchange
risk or other factors such as prepayment rates. Credit contracts include credit default swaps as well asderivatives referencing corporate and government securities.
(2) Includes net gains (losses) on derivatives used for non-trading purposes which are not designated as fairvalue or net investment hedges. For the years ended March 31, 2018, 2019 and 2020, these amounts havenot been separately presented as net gains (losses) for these non-trading derivatives were not significant.
Fair value hedges
Nomura issues Japanese Yen and foreign currency denominated debt with both fixed and floating interest
rates. Nomura generally enters into swap agreements to convert fixed rate interest payments on its debt
obligations to a floating rate and applies fair value hedge accounting to these instruments.
The following table presents the carrying value of the hedged items that are currently designated in a
hedging relationship and the related cumulative amount of fair value hedging adjustment included in the carrying
amount of the hedged items as of March 31, 2019 and 2020.
Billions of yen
Cumulative gains/(losses) of fair value hedging
in the carrying amount of theLine items in the statement of financial Carrying amount of the hedged liabilities adjustment included
hedged liabilities
position in which the hedged item isincluded:
March 31, 2019
March 31, 2020
March 31, 2019
March 31, 2020

Long-term borrowings . . . . . . . .

¥1,019¥1,098

¥

(13)

¥

(36)

Total . . . . . . . . . . . . . . . . . . . . . .

¥1,019¥1,098

¥

(13)

¥

(36)

Hedging derivatives designated as fair value hedges are carried at fair value attributable to the hedged risk,
which is recognized in the consolidated statements of income within Interest expense and Revenue-Other,respectively together with the change in fair value of the hedged items.

F-67

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents amounts included in the consolidated statements of income for the years ended
March 31, 2018, 2019 and 2020 related to derivatives designated as fair value hedges by type of underlying
derivative contract and the nature of the hedged item.
Billions of yen
Year ended March 31
2018
2019
2020

Derivatives designated as hedging instruments:
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

(1) ¥
9
8

¥

6

¥

(26)
—

¥

(26)

—
6

Billions of yen
Year ended March 31
2018
2019
2020

Hedged items:
Long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-trading debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

1 ¥
(9)

(6) ¥
—

26
—

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

(8) ¥

(6) ¥

26

Net investment hedges
Nomura designates foreign currency forwards, etc., as hedges of certain subsidiaries with significant foreignexchange risks and applies hedge accounting to these instruments. Accordingly, foreign exchange gains (losses)
arising from the derivative contracts and non-derivative financial products designated as hedges, except for the
portion excluded from effectiveness assessment, are recognized through the consolidated statements ofcomprehensive income within Other comprehensive income (loss)—Change in cumulative translation
adjustments, net of tax. This is offset by the foreign exchange adjustments arising from consolidation of therelevant foreign subsidiaries.
The following table presents gains (losses) from derivatives designated as net investment hedges included in
the consolidated statements of comprehensive income for the years ended March 31, 2018, 2019 and 2020.
Billions of yen
Year ended March 31
2018
2019
2020

Hedging instruments:
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥(11) ¥

7¥

2

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥(11) ¥

7¥

2(1) The portion of gains (losses) representing the amount of hedge ineffectiveness and the amount excluded
from the assessment of hedge effectiveness are recognized within Revenue—Other in the consolidated
statements of income. The amount of gains (losses) was not significant during the years ended March 31,
2018, 2019 and 2020.

F-68

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Derivatives containing credit risk related contingent features
Nomura enters into certain OTC derivatives and other agreements containing credit-risk-related contingent
features. These features would require Nomura to post additional collateral or settle the instrument uponoccurrence of a credit event, the most common of which would be a downgrade in the Company’s long-term
credit rating.
The aggregate fair value of all derivative instruments with credit-risk-related contingent features that are ina liability position as of March 31, 2019, was ¥486 billion with related collateral pledged of ¥410 billion. In theevent of a one-notch downgrade to Nomura’s long-term credit rating in effect as of March 31, 2019, theaggregate fair value of assets that would have been required to be posted as additional collateral or that would
have been needed to settle the instruments immediately was ¥3 billion.
The aggregate fair value of all derivative instruments with credit-risk-related contingent features that are ina liability position as of March 31, 2020, was ¥750 billion with related collateral pledged of ¥635 billion. In theevent of a one-notch downgrade to Nomura’s long-term credit rating in effect as of March 31, 2020, theaggregate fair value of assets that would have been required to be posted as additional collateral or that would
have been needed to settle the instruments immediately was ¥3 billion.
Credit derivatives
Credit derivatives are derivative instruments in which one or more of their underlyings are related to thecredit risk of a specified entity (or group of entities) or an index based on the credit risk of a group of entities that
expose the seller of credit protection to potential loss from credit risk related events specified in the contract.
Written credit derivatives are instruments or embedded features where Nomura assumes third party credit
risk, either as guarantor in a guarantee-type contract, or as the party that provides credit protection in an optiontype contract, credit default swap, or any other credit derivative contract.
Nomura enters into credit derivatives as part of its normal trading activities as both purchaser and seller ofprotection for credit risk mitigation, proprietary trading positions and for client transactions.
The most significant type of credit derivatives used by Nomura are single-name credit default swaps wheresettlement of the derivative is based on the credit risk of a single third party. Nomura also writes credit
derivatives linked to the performance of credit default indices and issues other credit risk related portfolio
products.
Nomura would have to perform under a credit derivative contract if a credit event as defined in therespective contract occurs. Typical credit events include bankruptcy, failure to pay and restructuring of
obligations of the reference asset.
Credit derivative contracts written by Nomura are either cash or physically settled. In cash-settled
instruments, once payment is made upon an event of a default, the contract usually terminates with no further
payments due. Nomura generally has no right to assume the reference assets of the counterparty in exchange forpayment, nor does Nomura usually have any direct recourse to the actual issuers of the reference assets torecover the amount paid. In physically settled contracts, upon a default event, Nomura takes delivery of thereference asset in return for payment of the full notional amount of the contract.
Nomura actively monitors and manages its credit derivative exposures. Where protection is sold, risks may
be mitigated by purchasing credit protection from other third parties either on identical underlying reference
F-69

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
assets or on underlying reference assets with the same issuer which would be expected to behave in a correlated
fashion. The most common form of recourse provision to enable Nomura to recover from third parties any
amounts paid under a written credit derivative is therefore not through the derivative itself but rather through theseparate purchase of credit derivatives with identical or correlated underlyings.
Nomura quantifies the value of these purchased contracts in the following tables in the column titled“Purchased Credit Protection”. These amounts represent purchased credit protection with identical underlyings to
the written credit derivative contracts which act as a hedge against Nomura’s exposure. To the extent Nomura isrequired to pay out under the written credit derivative, a similar amount would generally become due to Nomura
under the purchased hedge.
Credit derivatives have a stated notional amount which represents the maximum payment Nomura may berequired to make under the contract. However, this is generally not a true representation of the amount Nomura
will actually pay as in addition to purchased credit protection, other risk mitigating factors reduce the likelihood
and amount of any payment, including:
The probability of default: Nomura values credit derivatives taking into account the probability that theunderlying reference asset will default and that Nomura will be required to make payments under the contract.
Based on historical experience and Nomura’s assessment of the market, Nomura believes that the probability that
all reference assets on which Nomura provides protection will default in a single period is remote. The disclosed
notional amount, therefore, significantly overstates Nomura’s realistic exposure on these contracts.
The recovery value on the underlying asset: In the case of a default, Nomura’s liability on a contract islimited to the difference between the notional amount and the recovery value of the underlying reference asset.
While the recovery value on a defaulted asset may be minimal, this does reduce amounts paid on these contracts.
Nomura holds assets as collateral in relation to written credit derivatives. However, these amounts do notenable Nomura to recover any amounts paid under the credit derivative but rather mitigate the risk of economic
loss arising from a counterparty defaulting against amounts due to Nomura under the contract. Collateralrequirements are determined on a counterparty level rather than individual contract, and also generally cover all
types of derivative contracts rather than just credit derivatives.
The following tables present information about Nomura’s written credit derivatives and purchased credit
protection with identical underlyings as of March 31, 2019 and 2020.

Single-name credit default
swaps . . . . . . . . . . . . . . . . . .
Credit default indices . . . . . . . .
Other credit risk related
portfolio products . . . . . . . . .
Credit-risk related options andswaptions . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . .

Billions of yen
March 31, 2019
Maximum potential payout/NotionalYears to maturity
Less than
1 to 33 to 5More than
1 yearyears
years
5 years

Carrying value(Asset) / Liability(1)Total¥ (47)(117)¥ 9,206
5,735¥2,346
612

14

231

31

82

—

—

—

¥(150)¥15,172¥2,989F-70¥3,402 ¥2,469
1,644
2,849

Notional
Purchased
creditprotection

¥ 989
630

¥ 6,555
4,330

115

3

165

—

—

—

—

¥5,128¥5,433¥1,622¥11,050

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Single-name credit default
swaps . . . . . . . . . . . . . . . . . .
Credit default indices . . . . . . . .
Other credit risk related
portfolio products . . . . . . . . .
Credit-risk related options andswaptions . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . .

Billions of yen
March 31, 2020
Maximum potential payout/NotionalYears to maturity
Less than
1 to 33 to 5More than
1 yearyears
years
5 years

Carrying value(Asset) / Liability(1)

Total

¥ 96
18

¥ 8,018
8,064¥2,323
721

65

357

39

130

1

16

—

¥180

¥16,455¥3,083¥2,238 ¥2,552
2,455
4,179

Notional
Purchased
creditprotection

¥ 905
709

¥ 5,836
6,364

175

13

274

—

16

—

16

¥4,823¥6,922¥1,627¥12,490(1) Carrying value amounts are shown on a gross basis prior to cash collateral or counterparty netting. Assetbalances represent positive fair value amounts caused by tightening of credit spreads of underlyings since
inception of the credit derivative contracts.
The following tables present information about Nomura’s written credit derivatives by external credit ratingof the underlying asset. Ratings are based on S&P Global Ratings (“S&P”), or if not rated by S&P, based on
Moody’s Investors Service. If ratings from either of these agencies are not available, the ratings are based on
Fitch Ratings Ltd. or Japan Credit Rating Agency, Ltd. For credit default indices, the rating is determined bytaking the weighted average of the external credit ratings given for each of the underlying reference entities
comprising the portfolio or index.

AAA

AA

Billions of yen
March 31, 2019
Maximum potential payout/Notional
A
BBB
BB
Other(1)Total

Single-name credit default swaps . . . . . . . . . . . . ¥520 ¥ 915 ¥2,537
Credit default indices . . . . . . . . . . . . . . . . . . . . . .
35
72 1,582
Other credit risk related portfolio products . . . . .
——1
Credit-risk related options and swaptions . . . . . .
———¥3,4112,663
139—¥1,439
1,068
25
—

¥384
315
66
—

¥ 9,206
5,735
231
—

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥6,213¥2,532¥765¥15,172

¥555

¥ 987

AAA

AA

¥4,120Billions of yen
March 31, 2020
Maximum potential payout/Notional
A
BBB
BB
Other(1)Total

Single-name credit default swaps . . . . . . . . . . . . ¥122 ¥1,683 ¥1,935
Credit default indices . . . . . . . . . . . . . . . . . . . . . .
24
153 2,211
Other credit risk related portfolio products . . . . .
——2
Credit-risk related options and swaptions . . . . . .
———¥2,643
4,027
191—¥1,198
1,318
73
16

¥437
331
91
—

¥ 8,018
8,064
357
16

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥6,861¥2,605¥859¥16,455¥146¥1,836¥4,148(1) “Other” includes credit derivatives where the credit rating of the underlying reference asset is below
investment grade or where a rating is unavailable.
F-71

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Derivatives entered into in contemplation of sales of financial assets
Nomura enters into transactions which involve both the transfer of financial assets to a third party
counterparty and a separate agreement with the same counterparty entered into in contemplation of the initialtransfer through which Nomura retains substantially all of the exposure to the economic return on the transferredfinancial assets throughout the term of the transaction. These transactions primarily include sales of securities
with bilateral OTC total return swaps or other derivative agreements which are in-substance total return swaps.
These transactions are accounted for as sales of the securities with the derivative accounted for separately if thecriteria for derecognition of the securities under ASC 860 are met. Where the derecognition criteria are not met,
the transfer and separate derivative are accounted for as a single collateralized financing transaction which isreported within Long-term borrowings—Trading balances of secured borrowings in the consolidated balance
sheets.
As of March 31, 2020 there were no outstanding sales with total return swap or in-substance total returnswap transactions accounted for as sales rather than collateralized financing transactions.
4. Revenue from services provided to customers
Revenues by types of service
The following table presents revenue earned by Nomura from providing services to customers by relevantline item in Nomura’s consolidated statement of income for the year ended March 31, 2019 and 2020.
Millions of yen
Year ended March 31
2019
2020

Commissions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fees from investment banking . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asset management and portfolio service fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥293,069
101,521245,51954,284¥308,805
103,222238,20249,901

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥694,393¥700,130

Commissions represent revenue principally from trade execution and clearing services provided by both the
Retail and Wholesale Divisions. Fees from investment banking represent revenues from financial advisory,
underwriting and syndication services primarily from Wholesale followed by Retail. Asset management andportfolio service fees represent revenues from asset management services primarily from the Asset Management
Division followed by Retail. Other represents sundry revenues allocated to Other in Nomura’s segmental
reporting.

F-72

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents summary information regarding the key methodologies, assumptions andjudgments used in recognizing revenue for each of the primary types of service provided to customers, including
the nature of underlying performance obligations within each type of service and whether those performanceobligations are satisfied at a point in time or over a period of time. For performance obligations recognized overtime, information is also provided to explain the nature of the input or output method used to recognize revenue
over time.
Type of service provided tocustomers

Trade execution and clearing services

Financial advisory services

Key revenue recognition policies,
assumptions andsignificant judgments

Overview of key services provided•

Buying and selling of securities
on behalf of customers•

Clearing of securities andderivatives on behalf ofcustomers•

Provision of financial advice tocustomers in connection with a
specific forecasted transaction
or transactions•

Provision of financial advice
not in connection with a
specific forecasted transaction
or transactions such as general
corporate intelligence andsimilar research•

Issuance of fairness opinions•

Structuring complex financial
instruments for customers

F-73

•

Execution and clearing
commissions recognized at apoint in time, namely trade
date.

•

Commissions recognized net ofsoft dollar credits provided tocustomers where Nomura isacting as agent in providing
investment research andsimilar services to thecustomer.

•Fees contingent on the successof an underlying transaction
are variable consideration
recognized when theunderlying transaction has
been completed since only atsuch point is it probable that asignificant reversal of revenue
will not occur.

•

Retainer and milestone fees arerecognized either over theperiod to which they relate orare deferred until
consummation of theunderlying transaction
depending on whether theunderlying performanceobligation is satisfied at a point
in time or over time.

•

Judgment is required to makethis determination with factors
influencing this determination
including, but not limited to,whether the fee is inconnection with an
engagement designed toNOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Type of service provided tocustomers

Key revenue recognition policies,
assumptions andsignificant judgments

Overview of key services provided

achieve a specific transaction
or outcome for the customer(such as the purchase or sale ofa business), the nature andextent of benefit to be provided
to the customer prior to, and in
addition to such specifictransaction or outcome and thefee structure for theengagement.

Asset management services•

Management of funds,
investment trusts and otherinvestment vehicles•

Provision of investment
advisory services•

Distribution of fund units•

Providing custodial andadministrative services tocustomers

F-74•

Retainer and milestone fees
recognized over time arenormally recognized on astraight-line basis over the termof the contract based on time
elapsed.

•Management fees earned by
Nomura in connection withmanaging a fund, investment
trust or other vehicle generally
recognized on a straight-line
basis based on time elapsed.

•

Performance-based fees arevariable consideration
recognized when theperformance metric has been
determined since only at such
point is it probable that asignificant reversal of revenue
will not occur.

•

Distribution fees arerecognized at a point in time
when the fund units have beensold to third party investors.

•

Custodial and administrative
fees recognized on a straightline basis over time based ontime elapsed.

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Type of service provided tocustomers

Underwriting and syndication
services

Key revenue recognition policies,
assumptions andsignificant judgments

Overview of key services provided•

Underwriting of debt, equity
and other financial instrumentson behalf of customers•

Distributing securities onbehalf of issuers•

Arranging loan financing forcustomers•

Syndicating loan financing on
behalf of customers•

Underwriting and syndication
revenues recognized at a point
in time when the underlying
transaction is complete.

•Commitment fees where drawn
down of the facility is deemed
remote recognized on astraight-line basis over the lifeof the facility based on time
elapsed.

•Underwriting and syndication
costs recognized either as a
reduction of revenue or on agross basis depending onwhether Nomura is acting as
principal or agent for suchamounts.

Where revenue is recognized at a point on time, payments of fees are typically received at the same time as
when the performance obligation is satisfied, or within several days or months after satisfying a performanceobligation. In relation to revenue recognized over time, payments of fees are typically received every month,three months or six months.
The underlying contracts entered into by Nomura in order to provide the services described above typicallydo not have significant financing components within the contracts either provided to or from Nomura. If suchcomponents did not exist in a contract, Nomura has made an accounting policy permitted by ASC 606 “Revenue
from Contracts with Customers” (“ASC 606”) not to adjust for the effects of a significant financing component
where the financing is effectively for a period of one year or less. Such contracts also typically do not containrights of return or similar features for the customer.
Customer contract balances
When Nomura or the customer performs in accordance with the terms of a customer contract, a contract
asset, customer contract receivable or contract liability is recognized in Nomura’s consolidated balance sheet.
A contract asset represents accrued revenue recognized by Nomura for completing or partially completing aperformance obligation, namely a right of Nomura to receive consideration for providing the service to thecustomer, which is conditioned on something other than the passage of time. A customer contract receivable is an
unconditional right of Nomura to receive consideration in exchange for providing the service. Both contract
assets and customer contract receivables are reported in Receivables from Customers within Nomura’s
consolidated balance sheet. A contract liability is any liability recognized in connection with a customer contract,
including obligations to provide refunds and obligations to provide a service in the future for which consideration
has already been received or is due to be received. Contract liabilities are reported in Payables to Customers
within Nomura’s consolidated balance sheet.
F-75

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents the balances of customer contract receivables, contract assets and contract
liabilities in scope of ASC 606 as of March 31, 2019 and 2020. The amount of contract assets as of March 31,
2019 and 2020 were immaterial.
Millions of yen
March 31, 2019 March 31, 2020

Customer contract receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contract liabilities(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥78,226
4,971¥

103,557
3,444(1) Contract liabilities primarily rise from investment advisory services and recognized in connection with theterm of the contract based on time elapsed.
The balance of contract liabilities as of March 31, 2018 were recognized as revenue for the year ended
March 31, 2019. Nomura recognized ¥1,334 million of revenue from performance obligations satisfied inprevious periods for the year ended March 31, 2019.
The balance of contract liabilities as of March 31, 2019 were recognized as revenue for the year ended
March 31, 2020. Nomura recognized ¥744 million of revenue from performance obligations satisfied in previous
periods for the year ended March 31, 2020.
Transaction price allocated to the remaining performance obligations
As permitted by ASC 606, Nomura has chosen not to disclose information about remaining performanceobligations that have original expected durations of one year or less as of March 31, 2019 and 2020.
Nomura retains no significant transactions for which individual estimated contract period exceeds one year.
In addition, considerations arising from contracts with customers do not comprise any significant amount that is
not included in transaction price.
Customer contract costs
As permitted by ASC 340 “Other Assets and Deferred Costs,” Nomura has elected to expense all costs toobtain customer contracts where such amounts would be otherwise expensed within one year or less. As a result,the amount of deferred costs to obtain or fulfill customer contracts as of March 31, 2019 and 2020 were notsignificant.
5. Collateralized transactions:
Nomura enters into collateralized transactions, including reverse repurchase agreements, repurchaseagreements, securities borrowing transactions, securities lending transactions, other secured borrowings andsimilar transactions mainly to meet clients’ needs, finance trading inventory positions and obtain securities forsettlements.
Reverse repurchase agreements, repurchase agreements, securities borrowing transactions and securities
lending transactions are typically documented under industry standard master netting agreements which reduce
Nomura’s credit exposure to counterparties as they permit the close-out and offset of transactions and collateralamounts in the event of default of the counterparty. For certain centrally-cleared reverse repurchase andrepurchase agreements, the clearing or membership agreements entered into by Nomura provide similar rights to
Nomura in the event of default of the relevant central clearing counterparty. In order to support the enforceabilityof the close-out and offsetting rights within these agreements, Nomura generally seeks to obtain an external legal
opinion.
F-76

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
For certain types of counterparty and in certain jurisdictions, Nomura may enter into reverse repurchaseagreements, repurchase agreements, securities borrowing and securities lending transactions which are notdocumented under a master netting agreement. Similarly, even when these transactions are documented undersuch agreements, Nomura may not have yet sought evidence, or may not be able to obtain evidence to determinewith sufficient certainty that the close-out and offsetting rights are legally enforceable. This may be the casewhere relevant local laws specifically prohibit such close-out and offsetting rights, or where local laws arecomplex, ambiguous or silent on the enforceability of such rights. This may include reverse repurchaseagreements, repurchase agreements, securities borrowing and securities lending transactions executed withcertain foreign governments, agencies, municipalities, central clearing counterparties, agent banks and pension
funds.
Nomura considers the enforceability of a master netting agreement in determining how credit risk arisingfrom transactions with a specific counterparty is hedged, how counterparty credit exposures are calculated andapplied to credit limits and the extent and nature of collateral requirements from the counterparty.
In all of these transactions, Nomura either receives or provides collateral, including Japanese andnon-Japanese government, agency, mortgage-backed, bank and corporate debt securities and equities. In mostcases, Nomura is permitted to use the securities received to enter into repurchase agreements, enter into securities
lending transactions or to cover short positions with counterparties. In repurchase and reverse repurchaseagreements, the value of collateral typically exceeds the amount of cash transferred. Collateral is generally in theform of securities. Securities borrowing transactions generally require Nomura to provide the counterparty withcollateral in the form of cash or other securities. For securities lending transactions, Nomura generally receives
collateral in the form of cash or other securities. Nomura monitors the market value of the securities either
received from or provided to the counterparty. Additional cash or securities are exchanged as necessary, toensure that such transactions are adequately collateralized throughout the life of the transactions.
Offsetting of certain collateralized transactions
Reverse repurchase agreements and repurchase agreements, securities borrowing and lending transactions
with the same counterparty documented under a master netting agreement are offset in the consolidated balance
sheets where the specific criteria defined by ASC 210-20 are met. These criteria include requirements around thematurity of the transactions, the underlying systems on which the collateral is settled, associated banking
arrangements and the legal enforceability of close-out and offsetting rights under the master netting agreement.

F-77

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present information about offsetting of these transactions in the consolidated balance
sheets as of March 31, 2019 and 2020, together with the extent to which master netting agreements entered intowith counterparties and central clearing parties permit additional offsetting in the event of counterparty default.
Transactions which are not documented under a master netting agreement or are documented under a masternetting agreement for which Nomura does not have sufficient evidence of enforceability are not offset in thefollowing tables.
Billions of yen
March 31, 2019
Assets
ReverseSecurities
repurchaseborrowing
agreements transactions

Liabilities
Securities
Repurchaselendingagreements transactions

Total gross balance(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Amounts offset in the consolidated balance sheets(2) . . . .
Total net amounts of reported on the face of the consolidatedbalance sheets(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 32,312(19,117)¥ 4,087—¥ 34,154(19,117)¥ 1,512—¥ 13,195¥ 4,087¥ 15,037¥ 1,512

Less: Additional amounts not offset in the consolidatedbalance sheets(4)Financial instruments and non-cash collateral . . . . . . . . . .
Cash collateral . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(11,445)(26)¥ 1,724(2,580)—¥ 1,507(10,443)—¥ 4,594(1,198)—¥ 314

Billions of yen
March 31, 2020
Assets
ReverseSecurities
repurchaseborrowing
agreements transactions

Liabilities
Securities
Repurchaselendingagreements transactions

Total gross balance(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Amounts offset in the consolidated balance sheets(2) . . . .
Total net amounts of reported on the face of the consolidatedbalance sheets(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 32,425(20,048)¥ 3,508—¥ 36,397(20,048)¥ 1,252—¥ 12,377¥ 3,508¥ 16,349¥ 1,252

Less: Additional amounts not offset in the consolidatedbalance sheets(4)Financial instruments and non-cash collateral . . . . . . . . . .
Cash collateral . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(10,507)(5)¥ 1,865(2,381)—¥ 1,127(8,980)(40)¥ 7,329(1,067)—¥ 185(1) Includes all recognized balances irrespective of whether they are transacted under a master netting
agreement or whether Nomura has obtained sufficient evidence of enforceability of the master netting
agreement. Amounts include transactions carried at fair value through election of the fair value option. As of
March 31, 2019, the gross balance of reverse repurchase agreements and repurchase agreements which were
not transacted under master netting agreements or are documented under master netting agreements forwhich Nomura has not yet obtained sufficient evidence of enforceability was ¥749 billion and¥3,575 billion, respectively. As of March 31, 2019, the gross balance of securities borrowing transactions
and securities lending transactions which were not transacted under master netting agreements or are
documented under master netting agreements for which Nomura has not yet obtained sufficient evidence ofenforceability was ¥1,398 billion and ¥209 billion, respectively. As of March 31, 2020, the gross balance of
F-78

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
reverse repurchase agreements and repurchase agreements which were not transacted under master netting
agreements or are documented under master netting agreements for which Nomura has not yet obtained
sufficient evidence of enforceability was ¥627 billion and ¥6,356 billion, respectively. As of March 31,
2020, the gross balance of securities borrowing transactions and securities lending transactions which were
not transacted under master netting agreements or are documented under master netting agreements forwhich Nomura has not yet obtained sufficient evidence of enforceability was ¥998 billion and ¥138 billion,
respectively.
(2) Represents amounts offset through counterparty netting under master netting and similar agreements forwhich Nomura has obtained sufficient evidence of enforceability in accordance with ASC 210-20. Amounts
offset include transactions carried at fair value through election of the fair value option.
(3) Reverse repurchase agreements and securities borrowing transactions are reported within Collateralized
agreements—Securities purchased under agreements to resell and Collateralized agreements—Securities
borrowed in the consolidated balance sheets, respectively. Repurchase agreements and securities lendingtransactions are reported within Collateralized financing—Securities sold under agreements to repurchase
and Collateralized financing—Securities loaned in the consolidated balance sheets, respectively. Amounts
reported under securities lending transactions also include transactions where Nomura lends securities andreceives securities that can be sold or pledged as collateral. Nomura recognizes the securities received at fairvalue and a liability for the same amount, representing the obligation to return those securities. The liability
is reported within Other liabilities in the consolidated balance sheets.
(4) Represents amounts which are not permitted to be offset on the face of the balance sheet in accordance withASC 210-20 but which provide Nomura with the right of offset in the event of counterparty default.
Amounts relating to agreements where Nomura has not yet obtained sufficient evidence of enforceability ofsuch offsetting rights are excluded.
Maturity analysis of repurchase agreements and securities lending transactions
The following table presents an analysis of the total carrying value of liabilities recognized in the
consolidated balance sheets for repurchase agreements and securities lending transactions by remaining
contractual maturity of the agreement as of March 31, 2020. Amounts reported are shown prior to counterparty
netting in accordance with ASC 210-20.
Billions of yen
March 31, 202030 - 90
90 days days
1 yearOvernight
and open(1)Up to
30 days

Repurchase agreements . . . . . . . . . . . . . . . . . . . .
Securities lending transactions . . . . . . . . . . . . . .

¥11,004
650¥21,505 ¥2,570
144
227

Total gross recognized liabilities(2) . . . . . . . . . . .

¥11,654¥21,649¥2,797

Greaterthan 1 year

Total

¥ 983
231

¥335
0

¥36,397
1,252¥1,214¥335¥37,649(1) Open transactions do not have an explicit contractual maturity date and are terminable on demand by
Nomura or the counterparty.
(2) Repurchase agreements and securities lending transactions are reported within Collateralized financing—
Securities sold under agreements to repurchase and Collateralized financing—Securities loaned in the
consolidated balance sheets, respectively. Amounts reported for securities lending transactions also include
transactions where Nomura lends securities and receives securities that can be sold or pledged as collateral.
Nomura recognizes the securities received at fair value and a liability for the same amount, representing theobligation to return those securities. The liability is reported within Other liabilities in the consolidatedbalance sheets. The total gross recognized liabilities reported for repurchase agreements and securities
lending transactions are consistent with the total gross balances reported in the offsetting disclosures above.
F-79

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Securities transferred in repurchase agreements and securities lending transactions
The following table presents an analysis of the total carrying value of liabilities recognized in the
consolidated balance sheets for repurchase agreements and securities lending transactions by class of securities
transferred by Nomura to counterparties as of March 31, 2020. Amounts reported are shown prior to counterparty
netting in accordance with ASC 210-20.
Billions of yen
March 31, 2020
Securities
Repurchaselendingagreements transactions

Total

Equities and convertible securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japanese government, agency and municipal securities . . . . . . . . . . . . . . . . . .
Foreign government, agency and municipal securities . . . . . . . . . . . . . . . . . . .
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial mortgage-backed securities (“CMBS”) . . . . . . . . . . . . . . . . . . . .
Residential mortgage-backed securities (“RMBS”)(1) . . . . . . . . . . . . . . . . . . .
Collateralized debt obligations (“CDOs”) and other . . . . . . . . . . . . . . . . . . . . .
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

132
607
29,378
1,821
26
4,162
265
6

¥1,032
—
5
178
—
—
—
37

¥ 1,164
607
29,383
1,999
26
4,162
265
43

Total gross recognized liabilities(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥36,397¥1,252¥37,649(1) Includes ¥4,021 billion of U.S. government sponsored agency mortgage pass through securities andcollateralized mortgage obligations.
(2) Repurchase agreements and securities lending transactions are reported within Collateralized financing—
Securities sold under agreements to repurchase and Collateralized financing—Securities loaned in the
consolidated balance sheets, respectively. Amounts reported for securities lending transactions also include
transactions where Nomura lends securities and receives securities that can be sold or pledged as collateral.
Nomura recognizes the securities received at fair value and a liability for the same amount, representing theobligation to return those securities. The liability is reported within Other liabilities in the consolidatedbalance sheets. The total gross recognized liabilities reported for repurchase agreements and securities
lending transactions are consistent with the total gross balances reported in the offsetting disclosures above.
Collateral received by Nomura
The following table presents the fair value of securities received as collateral, securities borrowed withcollateral and securities borrowed without collateral, which Nomura is permitted to sell or repledge, and the
portion that has been sold or repledged as of March 31, 2019 and 2020.
Billions of yen
March 312019
2020

The fair value of securities received as collateral, securities borrowed as collateral andsecurities borrowed without collateral where Nomura is permitted by contract or custom
to sell or repledge the securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
The portion of the above that has been sold (reported within Trading liabilities in the
consolidated balance sheets) or repledged . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-80¥46,924¥46,439

38,55138,054

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Collateral pledged by Nomura
Nomura pledges firm-owned securities to collateralize repurchase transactions, other secured financings andderivative transactions. Pledged securities that can be sold or repledged by the transferee, including Gensaki
Repo transactions, are reported in parentheses as Securities pledged as collateral within Trading assets in the
consolidated balance sheets.
The following table presents the carrying amounts of financial assets recognized in the consolidated balance
sheets which have been pledged as collateral, primarily to stock exchanges and clearing organizations, without
allowing the secured party the right to sell or repledge them by type of asset as of March 31, 2019 and 2020.
Millions of yen
March 3120192020

Trading assets:
Equities and convertible securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 135,927 ¥ 133,066
Government and government agency securities . . . . . . . . . . . . . . . . . . . . . . . . . . .
984,429
1,183,457
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
61,54759,734
Commercial mortgage-backed securities (“CMBS”) . . . . . . . . . . . . . . . . . . . . . . .
00Residential mortgage-backed securities (“RMBS”) . . . . . . . . . . . . . . . . . . . . . . . .
2,535,244
2,826,613
Collateralized debt obligations (“CDOs”) and other(1) . . . . . . . . . . . . . . . . . . . . . .
42,607
12,406
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
14,926
6,439¥3,774,680
Non-trading debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in and advances to affiliated companies . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

1,031
501

¥4,221,715
¥

29
2,760

(1) Includes CLOs and ABS such as those secured on credit card loans, auto loans and student loans.
The following table presents the carrying amount of financial and non-financial assets recognized in the
consolidated balance sheets, other than those disclosed above, which are subject to lien as of March 31, 2019 and2020.
Millions of yen
March 312019
2020

Loans and receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 42,544 ¥ 55,051
Trading assets and private equity and debt investments . . . . . . . . . . . . . . . . . . . . . . . . .
1,589,483
1,393,517
Office buildings, land, equipment and facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5,371
5,258
Non-trading debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
142,092
149,991
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
151
77¥1,779,641¥1,603,894

Assets in the above table were primarily pledged for secured borrowings, including other secured
borrowings, collateralized borrowings of consolidated VIEs, trading balances of secured borrowings, andderivative transactions. See Note 11 “Borrowings” for further information regarding trading balances of secured
borrowings.

F-81

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
6. Securitizations and Variable Interest Entities:
Securitizations
Nomura utilizes special purpose entities (“SPEs”) to securitize commercial and residential mortgage loans,government agency and corporate securities and other types of financial assets. Those SPEs are incorporated as
stock companies, Tokumei kumiai (silent partnerships), Cayman special purpose companies (“SPCs”) or trust
accounts. Nomura’s involvement with SPEs includes structuring SPEs, underwriting, distributing and selling debt
instruments and beneficial interests issued by SPEs to investors. Nomura accounts for the transfer of financial
assets in accordance with ASC 860. This statement requires that Nomura accounts for the transfer of financial
assets as a sale when Nomura relinquishes control over the assets. ASC 860 deems control to be relinquishedwhen the following conditions are met: (a) the assets have been isolated from the transferor (even in bankruptcy
or other receivership), (b) the transferee has the right to pledge or exchange the assets received, or if thetransferee is an entity whose sole purpose is to engage in securitization or asset-backed financing activities, theholders of its beneficial interests have the right to pledge or exchange the beneficial interests, and (c) thetransferor has not maintained effective control over the transferred assets. Nomura may retain an interest in thefinancial assets, including residual interests in the SPEs. Any such interests are accounted for at fair value andreported within Trading assets in Nomura’s consolidated balance sheets, with the change in fair value reported
within Revenue-Net gain on trading. Fair value for retained interests in securitized financial assets is determinedby using observable prices; or in cases where observable prices are not available for certain retained interests,
Nomura estimates fair value based on the present value of expected future cash flows using its best estimates of
the key assumptions, including forecasted credit losses, prepayment rates, forward yield curves and discountrates commensurate with the risks involved. Nomura may also enter into derivative transactions in relation to theassets transferred to an SPE.
As noted above, Nomura may have continuing involvement with SPEs to which Nomura transferred assets.
For the years ended March 31, 2019 and 2020, Nomura received cash proceeds from SPEs in new securitizationsof ¥174 billion and ¥202 billion, respectively, and the associated gain (loss) on sale was not significant. For theyears ended March 31, 2019 and 2020, Nomura received debt securities issued by these SPEs with an initial fairvalue of ¥1,308 billion and ¥1,769 billion, respectively, and cash inflows from third parties on the sale of thosedebt securities of ¥991 billion and ¥1,245 billion, respectively. The cumulative balance of financial assets
transferred to SPEs with which Nomura has continuing involvement was ¥4,488 billion and ¥4,177 billion as ofMarch 31, 2019 and 2020, respectively. Nomura’s retained interests were ¥138 billion and ¥163 billion as ofMarch 31, 2019 and 2020, respectively. For the years ended March 31, 2019 and 2020, Nomura received cash
flows of ¥20 billion and ¥24 billion, respectively, from the SPEs on the retained interests held in the SPEs.
Nomura does not provide financial support to SPEs beyond its contractual obligations as of March 31, 2019and 2020.

F-82

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present the fair value of retained interests which Nomura has continuing involvementin SPEs and their classification in the fair value hierarchy, categorized by the type of transferred assets as ofMarch 31, 2019 and 2020.
Billions of yen
March 31, 2019
Level 1

Level 2

Level 3

Total

Investment
grade

Government, agency and municipal securities . . . . . . . . . . . .
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . .
CMBS and RMBS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥—
—
—

¥138
—
0

¥—
—
0

¥138
—
0

¥138
—
0

¥

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥—

¥138

¥

¥138

¥138

¥

0

Other

0
—
0
0

Billions of yen
March 31, 2020
Level 1

Level 2

Level 3

Total

Investment
grade

Government, agency and municipal securities . . . . . . . . . . . .
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . .
CMBS and RMBS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥—
—
—

¥158
—
—

¥—
—
5

¥158
—
5

¥158
—
0

¥—
—

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥—

¥158

¥

¥163

¥158

¥

5

Other

5
5

As of March 31, 2020, predominantly all of the retained interests held by Nomura were valued using
observable prices.
The following table presents the type and carrying value of financial assets included within Trading assets
which have been transferred to SPEs but which do not meet the criteria for derecognition under ASC 860 as ofMarch 31, 2019 and 2020. These transfers are accounted for as secured financing transactions and generally
reported within Long-term borrowings. The assets are pledged as collateral of the associated liabilities andcannot be removed unilaterally by Nomura and the liabilities are non-recourse to Nomura.
Billions of yen
March 312019
2020

AssetsTrading assets
Loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

15

¥

45

Liabilities
Long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

15

¥

45

Variable Interest Entities (“VIEs”)
In the normal course of business, Nomura acts as a transferor of financial assets to VIEs, and underwriter,
distributor, and seller of repackaged financial instruments issued by VIEs in connection with its securitizationand equity derivative activities. Nomura retains, purchases and sells variable interests in VIEs in connection withits market-making, investing and structuring activities.
F-83

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
If Nomura has an interest in a VIE that provides Nomura with control over the most significant activities of
the VIE and the right to receive benefits or the obligation to absorb losses that could be significant to the VIE,
Nomura is the primary beneficiary of the VIE and must consolidate the entity, provided that Nomura does notmeet separate tests confirming that it is acting as a fiduciary for other interest holders. Nomura’s consolidated
VIEs include those that were created to market structured securities to investors by repackaging corporate
convertible securities, mortgages and mortgage-backed securities. Certain VIEs used in connection with
Nomura’s aircraft leasing business as well as other purposes are consolidated. Nomura also consolidates certain
investment funds, which are VIEs, and for which Nomura is the primary beneficiary.
The power to make the most significant decisions may take a number of different forms in different types of
VIEs. For transactions such as securitizations, investment funds, and CDOs, Nomura considers collateralmanagement and servicing to represent the power to make the most significant decisions. Accordingly, Nomura
does not consolidate such types of VIEs for which it does not act as collateral manager or servicer unless Nomura
has the right to replace the collateral manager or servicer or to require liquidation of the entity.
For many transactions, such as where VIEs are used for re-securitizations of residential mortgage-backed
securities, there are no significant economic decisions made on an ongoing basis and no single investor has theunilateral ability to liquidate the VIE. In these cases, Nomura focuses its analysis on decisions made prior to theinitial closing of the transaction, and considers factors such as the nature of the underlying assets held by the
VIE, the involvement of third party investors in the design of the VIE, the size of initial third party investment
and the amount and level of any subordination of beneficial interests issued by the VIE which will be held by
Nomura and third party investors. Nomura has sponsored numerous re-securitization transactions and in manycases has determined that it is not the primary beneficiary on the basis that control over the most significant
decisions relating to these entities are shared with third party investors. In some cases, however, Nomura has
consolidated such VIEs, for example, where it was determined that third party investors were not involved in thedesign of the VIEs, including where the size of third party investment was not significant at inception of thetransaction.

F-84

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents the classification of consolidated VIEs’ assets and liabilities in these
consolidated financial statements as of March 31, 2019 and 2020. Most of these assets and liabilities are related
to consolidated SPEs which securitize corporate convertible securities, mortgages and mortgage-backed
securities. The assets of a consolidated VIE may only be used to settle obligations of that VIE. Creditors do not
typically have any recourse to Nomura beyond the assets held in the VIEs.
Billions of yen
March 312019
2020

Consolidated VIE assets
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading assets
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
CMBS and RMBS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Private equity and debt investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Office buildings, land, equipment and facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

20

¥

10

780
426
43
5
17
2
55
71

645
454
43
0
19
11
15
24

¥1,419¥1,221

Consolidated VIE liabilities
Trading liabilities
Derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Borrowings
Short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

23

19

151
884
3

117
830
4

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,061¥ 970

Nomura continuously reassesses its initial evaluation of whether it is the primary beneficiary of a VIE basedon current facts and circumstances as long as it has any continuing involvement with the VIE. This determination
is based upon an analysis of the design of the VIE, including the VIE’s structure and activities, the power tomake significant economic decisions held by Nomura and by other parties, and the variable interests owned by
Nomura and other parties.
Nomura also holds variable interests in VIEs where Nomura is not the primary beneficiary. Nomura’s
variable interests in such VIEs include senior and subordinated debt, residual interests, and equity interests
associated with commercial and residential mortgage-backed and other asset-backed securitizations andstructured financings, equity interests in VIEs which were formed primarily to acquire high yield leveraged loans
and other lower investment grade debt obligations, residual interests in operating leases for aircraft held by VIEs,
and loans and investments in VIEs that acquire operating businesses.
The following tables present the carrying amount of variable interests of unconsolidated VIEs andmaximum exposure to loss associated with these variable interests as of March 31, 2019 and 2020. Maximum
exposure to loss does not reflect Nomura’s estimate of the actual losses that could result from adverse changes,
nor does it reflect the economic hedges Nomura enters into to reduce its exposure. The risks associated with VIEs
F-85

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
in which Nomura is involved are limited to the amount recorded in the consolidated balance sheets and theamount of commitments and financial guarantees.
Billions of yen
March 31, 2019
Carrying amount of variable interests
AssetsLiabilities

Trading assets and liabilities
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
CMBS and RMBS . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment trust funds and other . . . . . . . . . . . . . . . . .
Private equity and debt investments . . . . . . . . . . . . . . . . . .
Loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commitments to extend credit and other guarantees . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Maximum exposure
to loss tounconsolidated VIEs

¥

29
109
2,654
153
12
593
11
—

¥—
—
—
—
—
—
—
—

¥

29
109
2,654
153
12
593
11
84

¥3,561¥—¥3,645

Billions of yen
March 31, 2020
Carrying amount of variable interests
AssetsLiabilities

Trading assets and liabilities
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
CMBS and RMBS . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment trust funds and other . . . . . . . . . . . . . . . . .
Private equity and debt investments . . . . . . . . . . . . . . . . . .
Loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commitments to extend credit and other guarantees . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Maximum exposure
to loss tounconsolidated VIEs

¥

35
73
3,631
170
11
835
11
—

¥—
—
—
—
—
—
—
—

¥

35
73
3,631
170
11
835
11
84

¥4,766¥—¥4,8507. Financing receivables:
In the normal course of business, Nomura extends financing to clients primarily in the form of loans andcollateralized agreements such as reverse repurchase agreements and securities borrowing transactions. These
financing receivables are recognized as assets on Nomura’s consolidated balance sheets and provide a contractual
right to receive money either on demand or on future fixed or determinable dates.
Collateralized agreements
Collateralized agreements consist of reverse repurchase agreements reported as Securities purchased underagreements to resell and securities borrowing transactions reported as Securities borrowed in the consolidatedbalance sheets, including those executed under Gensaki Repo agreements. Reverse repurchase agreements andsecurities borrowing transactions principally involve the buying of government and government agency securities
F-86

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
from customers under agreements that also require Nomura to resell these securities to those customers, orborrowing these securities with cash collateral. Nomura monitors the value of the underlying securities on a daily
basis to the related receivables, including accrued interest, and requests or returns additional collateral whenappropriate. Reverse repurchase agreements are generally recognized in the consolidated balance sheets at theamount for which the securities were originally acquired with applicable accrued interest. Securities borrowing
transactions are generally recognized in the consolidated balance sheets at the amount of cash collateraladvanced. No allowance for credit losses is generally recognized against these transactions due to the strict
collateralization requirements.
Loans receivable
The key types of loans receivable recognized by Nomura are loans at banks, short-term secured marginloans, inter-bank money market loans and corporate loans.
Loans at banks include both retail and commercial secured and unsecured loans extended by licensed
banking entities within Nomura such as The Nomura Trust & Banking Co., Ltd. and Nomura Bank International
plc. For both retail and commercial loans secured by real estate or securities, Nomura is exposed to the risk of adecline in the value of the underlying collateral. Loans at banks also include unsecured commercial loans
provided to investment banking clients for relationship purposes. Nomura is exposed to risk of default of thecounterparty, although these counterparties usually have high credit ratings. Where loans are secured byguarantees, Nomura is also exposed to the risk of default by the guarantor.
Short-term secured margin loans are loans provided to clients in connection with securities brokeragebusiness. These loans provide funding for clients in order to purchase securities. Nomura requests initial margin
in the form of acceptable collateral securities or deposits against these loans and holds the purchased securities as
collateral through the life of the loans. If the value of the securities declines by more than specified amounts,
Nomura can make additional margin calls in order to maintain a specified ratio of loan-to-value (“LTV”) ratio.
For these reasons, the risk to Nomura of providing these loans is limited.
Inter-bank money market loans are loans to financial institutions in the inter-bank money market, where
overnight and intra-day financings are traded through money market dealers. The risk to Nomura of making theseloans is not significant as only qualified financial institutions can participate in these markets and these loans areusually overnight or short-term in nature.
Corporate loans are primarily commercial loans provided to corporate clients extended by non-licensed
banking entities within Nomura. Corporate loans include loans secured by real estate or securities, as well as
unsecured commercial loans provided to investment banking clients for relationship purposes. The risk to
Nomura of making these loans is similar to those risks arising from commercial loans reported in loans at banks.

F-87

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present a summary of loans receivable reported within Loans receivable or Investments
in and advances to affiliated companies in the consolidated balance sheets as of March 31, 2019, and 2020 by
portfolio segment.
Millions of yen
March 31, 2019
Carried at
Carried atamortized cost fair value(1)TotalLoans receivable
Loans at banks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term secured margin loans . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inter-bank money market loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Corporate loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 565,603
334,389
1,699
977,942

¥

—
5,088
—
659,497¥ 565,603
339,477
1,699
1,637,439

Total loans receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,879,633¥664,585¥2,544,218

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,879,633¥664,585¥2,544,218

Millions of yen
March 31, 2020
Carried at
Carried atamortized cost fair value(1)TotalLoans receivable
Loans at banks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term secured margin loans . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inter-bank money market loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Corporate loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 521,715
296,833865
1,232,851

¥

—
8,905
—
796,236¥ 521,715
305,738865
2,029,087

Total loans receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,052,264¥805,141¥2,857,405

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,052,264¥805,141¥2,857,405(1) Includes loans receivable and loan commitments carried at fair value through election of the fair value
option.
There were no significant purchases nor sales of loans receivable during the year ended March 31, 2019.
During the same period, there were no significant reclassifications of loans receivable to trading assets.
There were no significant purchases nor sales of loans receivable during the year ended March 31, 2020.
During the same period, there were no significant reclassifications of loans receivable to trading assets.
Allowance for credit losses
Management establishes an allowance for credit losses against loans carried at amortized cost which reflects
management’s best estimate of probable losses incurred. The allowance for credit losses against loans, which isreported in the consolidated balance sheets within Allowance for doubtful accounts, comprises two components:•

A specific component for loans which have been individually evaluated for impairment; and•A general component for loans which, while not individually evaluated for impairment, have beencollectively evaluated for impairment based on historical loss experience.

F-88

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The specific component of the allowance reflects probable losses incurred within loans which have been
individually evaluated for impairment. A loan is defined as being impaired when, based on current informationand events, it is probable that all amounts according to the contractual terms of the loan agreement will not becollected. Factors considered by management in determining impairment include an assessment of the ability ofborrowers to pay by considering various factors such as the nature of the loan, prior credit loss experience,current economic conditions, the current financial situation of the borrower and the fair value of any underlying
collateral. Loans that experience insignificant payment delays or insignificant payment shortfalls are notclassified as impaired. Impairment is measured on a loan by loan basis by adjusting the carrying value of the loan
to either the present value of expected future cash flows discounted at the loan’s effective interest rate, the loan’s
observable market price, or the fair value of the collateral if the loan is collateral dependent.
The general component of the allowance is for loans not individually evaluated for impairment and includes
judgment about collectability based on available information at the balance sheet date and the uncertainties
inherent in those underlying assumptions. The allowance is based on historical loss experience adjusted for
qualitative factors such as current economic conditions.
As a result of the COVID-19 pandemic, determination of whether certain loans were impaired as ofMarch 31, 2020 was increasingly judgmental when compared to prior years. When applying the factors discussed
above to make this determination, additional consideration was given to how the COVID-19 pandemic would
affect a borrower’s ability both to pay in the short-term while governments imposed lockdowns and similar
restrictions on trading, and in the longer-term once the restrictions were lifted and economies were expected to
improve. Various assumptions were made around the length and severity of the impact of the pandemic and theability and timing of borrowers to recover.
As of April 1, 2020 Nomura will adopt new guidance for determination of allowances for credit losses
defined by ASC 326 “Financial Instruments—Credit Losses” (“ASC 326”) which requires recognition ofallowances for current expected credit losses rather than incurred losses. Specific determination of whether a loan
is impaired to trigger recognition of an allowance for credit losses will no longer be required but the same factors
will still be used to determine the appropriate allowance as required under the new guidance. See Note 1“Summary accounting policies—Future accounting developments” in these consolidated financial statements forfurther guidance on the expected impact of ASC 326 on Nomura.
Loans are charged-off when Nomura determines that the loans are uncollectible. This determination is basedon factors such as the occurrence of significant changes in the borrower’s financial position such that theborrower can no longer pay the obligation or that the proceeds from collateral will not be sufficient to pay theloans.

F-89

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present changes in the total allowance for credit losses for the years ended March 31,
2018, 2019 and 2020. The allowance for credit losses increased as of March 31, 2020 when compared toMarch 31, 2019 primarily as a result of specific impairments identified in March 2020 as a result of the
COVID-19 pandemic.
Millions of yen
Year ended March 31, 2018
Allowance
for credit
Allowance for credit losses against loans
lossesShort-term
againstTotal
securedreceivables allowanceLoansmargin Corporate
other than for doubtful
at banks
loans
loans
Subtotalloans
accounts

Opening balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 968
Provision for credit losses . . . . . . . . . . . . . . . . . .
172
Charge-offs . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
0
Other(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—Ending balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥1,140

¥—
—
—
—
¥—

¥ 473 ¥1,441 ¥2,110
(26)
146
24
—
0
—
(30)
(30)
(177)
¥ 417 ¥1,557 ¥1,957¥ 3,551170
0(207)¥ 3,514

Millions of yen
Year ended March 31, 2019
Allowance
for credit
Allowance for credit losses against loans
lossesShort-term
againstTotal
securedreceivables allowanceLoansmargin Corporate
other than for doubtful
at banks
loans
loans
Subtotalloans
accounts

Opening balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥1,140
Provision for credit . . . . . . . . . . . . . . . . . . . . . . .
losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7Charge-offs . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(95)
Other(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—Ending balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥1,052¥—¥ 417 ¥1,557¥1,957¥ 3,514

364
—
6
¥370

434
805
30
(0)
(95)
(102)
17
23
(6)
¥ 868 ¥2,290 ¥1,879

835
(197)
17
¥ 4,169

Millions of yen
Year ended March 31, 2020
Allowance
for credit
Allowance for credit losses against loans
lossesShort-term
againstTotal
securedreceivables allowanceLoansmargin Corporate
other than for doubtful
at banks
loans
loans
Subtotalloans
accounts

Opening balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥1,052
Provision for credit . . . . . . . . . . . . . . . . . . . . . . .
losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
512Charge-offs . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—Other(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—Ending balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥1,564(1) Includes the effect of foreign exchange movements.
F-90

¥370

¥ 868 ¥2,290¥1,879¥ 4,169

—
—
(18)
¥352

7,125 7,637
1,451
—
—
(162)
(49)
(67)
(16)
¥7,944 ¥9,860 ¥3,152

9,088
(162)
(83)
¥13,012NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present the allowance for credit losses against loans and loans by impairment
methodology and type of loans as of March 31, 2019 and 2020.
Millions of yen
March 31, 2019
Short-term
Inter-banksecured margin
money
Corporateloans
market loans
loans

Loans atbanks

Allowance by impairment methodology
Evaluated individually . . . . . . . . . . . . . . . . . . . . ¥Evaluated collectively . . . . . . . . . . . . . . . . . . . .
Total allowance for credit losses . . . . . . . . . . . . . . . . ¥

—
1,052
1,052

¥

Loans by impairment methodology
Evaluated individually . . . . . . . . . . . . . . . . . . . . ¥ 2,792
Evaluated collectively . . . . . . . . . . . . . . . . . . . . 562,811
Total loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥565,603

Loans atbanks

Allowance by impairment methodology
Evaluated individually . . . . . . . . . . . . . . . . . . ¥Evaluated collectively . . . . . . . . . . . . . . . . . . .
Total allowance for credit losses . . . . . . . . . . . . . . . ¥

—
1,564
1,564

Loans by impairment methodology
Evaluated individually . . . . . . . . . . . . . . . . . . ¥ 3,120
Evaluated collectively . . . . . . . . . . . . . . . . . . . 518,595
Total loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥521,715

370
—
370

¥ —
—
¥ —

¥

¥166,148
168,241¥334,389¥1,699—¥1,699¥976,096 ¥1,146,735
1,846
732,898¥977,942 ¥1,879,633

¥

¥

868 ¥
—
868 ¥

Millions of yen
March 31, 2020
Short-term
Inter-banksecured margin
money
Corporateloans
market loans
loans

¥

Total

Total

352
—
352

¥—
—
¥—

¥

¥147,364
149,469¥296,833

¥865
—
¥865

¥1,232,681 ¥1,384,030
170
668,234¥1,232,851 ¥2,052,264¥¥

7,944 ¥—
7,944 ¥

1,238
1,052
2,290

8,296
1,564
9,860

Loan impairment and troubled debt restructurings
In the ordinary course of business, Nomura may choose to modify a loan classified as held for investment
either because of financial difficulties of the borrower, or simply as a result of market conditions or relationshipreasons. TDR occurs when Nomura as lender, for economic or legal reasons related to the borrower’s financial
difficulties grants a concession to the borrower that Nomura would not otherwise consider.
Any loan being modified under a TDR will generally already be identified as impaired with an applicableallowance for credit losses recognized. If not (for example if the loan is collectively assessed for impairment withother loans), the modification of the loan under a TDR will immediately result in the loan as being classified as
impaired. An impairment loss for a loan modification under a TDR which only involves modification of theloan’s terms (rather than receipt of assets in full or partial settlement) is calculated in the same way as any other
impaired loan. Assets received in full or partial satisfaction of a loan in a TDR are recognized at fair value.

F-91

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
As of March 31, 2020 and since such date, discussions continue with various borrowers to modify theexisting contractual terms of certain loans. These modifications where the borrower is deemed to be in financial
difficulty and Nomura has, or expects to, grant a financial concession would typically be accounted for as a TDR
and the loan classified as impaired. However, consistent with guidance issued by US banking regulators in March
2020 as a result of the COVID-19 pandemic, modifications which meet the above criteria have not beenaccounted for TDRs nor the loan classified as impaired as of March 31, 2020 provided the borrower was current
with payments prior to the COVID-19 pandemic, the nature of the concession is short-term and only permits apayment delay, waiver of fees or extension of repayment terms.
As of March 31, 2019, the amount of loans which were classified as impaired but against which noallowance for credit losses had been recognized was not significant. For impaired loans with a related allowance,
the amount of recorded investment, the total unpaid principal balance and the related allowance was not
significant.
As of March 31, 2020, the amount of loans which were classified as impaired but against which noallowance for credit losses had been recognized was not significant. For impaired loans with a related allowance,
the amount of recorded investment and the total unpaid principal balance were ¥14,678 million. The related
allowance was ¥8,282 million.
The amounts of TDRs which occurred during the years ended March 31, 2019 and 2020 were notsignificant.
Nonaccrual and past due loans
Loans which are individually evaluated as impaired are also placed on a nonaccrual status. When it isdetermined to suspend interest accrual as a result of an assessment, any accrued but unpaid interest is reversed.
Loans are generally only returned to an accrual status if the loan is brought contractually current, i.e. all overdue
principal and interest amounts are paid. In limited circumstances, a loan which has not been brought
contractually current will also be returned to an accrual status if all principal and interest amounts contractually
due are reasonably assured of repayment within a reasonable period of time or there has been a sustained periodof repayment performance by the borrower.
Loans which have been modified, or are in the process of being modified, through modifications which do
not meet the definition of a TDR through application of the interagency guidance referred to above have not beenplaced on a non-accrual status as of March 31, 2020.
As of March 31, 2019, the amount of loans which were placed on a nonaccrual status was not significant.
The amount of loans which were 90 days past due was not significant.
As of March 31, 2020, there were ¥14,658 million of loans which were placed on a nonaccrual status,
primarily secured and unsecured corporate loans. The amount of loans which were 90 days past due was not
significant.
Once a loan is impaired and placed on a nonaccrual status, interest income is subsequently recognized using
the cash basis method.

F-92

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Credit quality indicators
Nomura is exposed to credit risks deriving from a decline in the value of loans or a default caused bydeterioration of creditworthiness or bankruptcy of the obligor. Nomura’s risk management framework for suchcredit risks is based on a risk assessment through an internal rating process, in depth pre-financing credit analysis
of each individual loan and continuous post-financing monitoring of obligor’s creditworthiness.
The following tables present an analysis of each class of loans not carried at fair value using Nomura’sinternal ratings or equivalent credit quality indicators applied by subsidiaries as of March 31, 2019 and 2020.

AAA-BBB

Millions of yen
March 31, 2019
BB-CCC
CC-D
Others(1)Total

Secured loans at banks . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥149,048 ¥127,309
Unsecured loans at banks . . . . . . . . . . . . . . . . . . . . . . . . .
233,201
1,500
Short-term secured margin loans . . . . . . . . . . . . . . . . . . .
——Unsecured inter-bank money market loans . . . . . . . . . . .
1,699—
Secured corporate loans . . . . . . . . . . . . . . . . . . . . . . . . . .
474,305
439,156
Unsecured corporate loans . . . . . . . . . . . . . . . . . . . . . . . .
16,467
311

¥—
—
—
—
—
—

¥ 54,545 ¥ 330,902—
234,701
334,389
334,389
—
1,699
4,025
917,486
43,67860,456

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥—¥436,637¥874,720¥568,276

AAA-BBB

Millions of yen
March 31, 2020
BB-CCC
CC-D
Others(1)¥1,879,633

Total

Secured loans at banks . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥167,886 ¥169,335
Unsecured loans at banks . . . . . . . . . . . . . . . . . . . . . . . . .
130,649
1,453
Short-term secured margin loans . . . . . . . . . . . . . . . . . . .
——Unsecured inter-bank money market loans . . . . . . . . . . .
865—
Secured corporate loans . . . . . . . . . . . . . . . . . . . . . . . . . .
689,801
415,742
Unsecured corporate loans . . . . . . . . . . . . . . . . . . . . . . . .
6,176
18,434

¥—
—
—
—
—
—

¥ 52,392 ¥ 389,613—
132,102296,833
296,833—
865
17,537
1,123,080
85,161
109,771

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥—¥451,923¥995,377¥604,964(1) Relate to collateralized exposures where a specified ratio of LTV is maintained.

F-93¥2,052,264

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents a definition of each of the internal ratings used in the Nomura Group.
Rating Range

Definition

AAA

Highest credit quality. An obligor or facility has extremely strong capacity to meet its financial
commitments. ‘AAA range’ is the highest credit rating assigned by Nomura. Extremely low
probability of default.

AA

Very high credit quality category. An obligor or facility has very strong capacity to meet its
financial commitments. Very low probability of default but above that of ‘AAA range.’

A

High credit quality category. An obligor or facility has strong capacity to meet its financial
commitments but is somewhat more susceptible to the adverse effects of changes incircumstances and economic conditions than those in higher-rated categories. Low probabilityof default but higher than that of ‘AA range.’

BBB

Good credit quality category. An obligor or facility has adequate capacity to meet its financial
commitments. However, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to meet its financial commitments. Medium probability ofdefault but higher than that of ‘A range.’

BB

Speculative credit quality category. An obligor or facility is less vulnerable in the near term thanother lower-ratings. However, it faces major ongoing uncertainties and exposure to adverse
business, financial, or economic conditions which could lead to the inadequate capacity to meetits financial commitments. Medium to high probability of default but higher than that of ‘BBB
range.’

B

Highly speculative credit quality category. An obligor or facility is more vulnerable than those
rated ‘BB range’, but the obligor currently has the capacity to meet its financial commitments.
Adverse business, financial, or economic conditions will likely impair the issuer’s or obligor’s
capacity or willingness to meet its financial commitments. High probability of default—more
than that of ‘BB range.’

CCC

Substantial credit risk. An obligor or facility is currently vulnerable, and is dependent uponfavorable business, financial, and economic conditions to meet its financial commitments.
Strong probability of default—more than that of ‘B range.’CCAn obligor or facility is currently highly vulnerable to nonpayment (default category).

C

An obligor or facility is currently extremely vulnerable to nonpayment (default category).

D

Failure of an obligor to make payments in full and on time of any financial obligations,markedly disadvantageous modification to a contractual term compared with the existingobligation, bankruptcy filings, administration, receivership, liquidation or other winding-up or
cessation of business of an obligor or other similar situations.

Nomura reviews internal ratings at least once a year by using available credit information of borrowers(obligors) including financial statements and other information. Internal ratings are also reviewed more
frequently for high-risk obligors, problematic exposures and upon the occurrence of significant regional or global
credit events. As a result of the COVID-19 pandemic, the internal ratings of obligors in particular jurisdictions
and sectors impacted by the pandemic were reviewed and updated in March and April 2020.

F-94

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
8. Leases:
Nomura as lessor
Nomura leases office buildings and aircrafts in Japan and overseas either as head lessor or throughsubleases. These leases and subleases are primarily classified as operating leases. The related assets are stated atcost, net of accumulated depreciation, except for land, which is stated at cost in the consolidated balance sheetsand reported within Other assets-Office buildings, land, equipment and facilities.
The following table presents the types of assets which Nomura leases under operating leases:
Millions of yen
March 31

Cost

2019
Accumulated
depreciation

Net carrying
amount¥ 2,771
55,130¥(1,498)(310)¥ 1,273
54,820Total . . . . . . . . . . . . . . . . . . . . . . . . . . ¥57,901¥(1,808)¥56,093

Real estate(1) . . . . . . . . . . . . . . . . . . . .
Aircraft . . . . . . . . . . . . . . . . . . . . . . . .

Cost

2020
Accumulated
depreciation¥

354
16,071¥(285)(648)¥¥16,425¥(933)¥15,492

Net carrying
amount69
15,423(1) Cost, accumulated depreciation and net carrying amounts include amounts relating to real estate utilized by
Nomura.
Nomura recognized lease income of ¥1,377 million, ¥2,292 million and ¥2,732 million for the years ended
March 31, 2018, 2019 and 2020, respectively. These are included in the consolidated statements of income
within Revenue—Other.
The following table presents an analysis of future undiscounted lease payments to be received in connection
with noncancellable operating leases entered into by Nomura as lessor over the remaining lease term as ofMarch 31, 2020. Amounts in connection with finance leases were not significant.
Millions of yen
March 31, 2020
Minimum lease payments
to be received

Years of receipt
Less than 1 year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1 to 2 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2 to 3 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3 to 4 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4 to 5 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
More than 5 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 1,308
1,308
1,270
1,243
1,243
7,638

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥14,010

Nomura as lessee
Nomura enters into leases of office space, residential facilities for employees, motor vehicles, equipment
and technology assets in the ordinary course of business in both Japan and overseas as lessee. These
F-95

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
arrangements predominantly consist of operating leases. Separately Nomura subleases certain real estate andequipment through operating lease arrangements. Nomura has adopted ASC 842 “Leases” with effect from
April 1, 2019. The total carrying value of right-of-use (“ROU”) assets recognized in connection with operatingleases as of March 31, 2020 was ¥170,782 million. The total carrying value of ROU asset recognized inconnection with finance leases as of March 31, 2020 was not significant. These lease assets are reported within
Other assets—Office buildings, land, equipment and facilities in the consolidated balance sheets.
Rental expenses, net of sublease rental income, for the years ended March 31, 2018 and 2019 under
noncancellable operating lease agreements were ¥44,202 million and ¥44,564 million, respectively. The amountof capital lease assets as of March 31, 2019 was ¥26,561 million and accumulated depreciations on such capitallease assets as of March 31, 2019 was ¥8,272 million, which were reported within Other Assets—Officebuildings, land, equipment and facilities in the consolidated balance sheets. Certain leases contain renewal
options or escalation clauses providing for increased rental payments based upon maintenance, utilities and tax
increases.
The following table presents income and expense amounts recognized through the consolidated statements
of income for leases where Nomura is acting as lessee for the year ended March 31, 2020. Amounts for financelease cost, short-term lease cost, variable lease cost and net gains (losses) on qualifying sale and leaseback
transactions were not significant to the consolidated statements of income for the year ended March 31, 2020.
Millions of yen
Year ended
March 31, 2020

Lease expense:
Operating lease costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥48,475

Other income and expenses:
Gross sublease income(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 5,377(1) Gross sublease income represents income from subleases separate from lease payments made by Nomura on
the head lease as lessee.
Lease cash flow information
Lease payments made in cash in connection with operating leases are classified as operating activity in the
consolidated statements of cash flows. The initial recognition of ROU assets and lease liabilities on leasecommencement date represents noncash transactions.
The following table presents cash payments made by Nomura as lessee which meet the definition of lease
payments and therefore have been included in the measurement of operating lease liabilities recorded underoperating cash flows and the total amount of ROU assets and lease liabilities recognized during the year ended
March 31, 2020.
Millions of yen
Year ended
March 31, 2020

Operating cash flows for operating leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ROU assets recognized in connection with new operating leases . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-96¥47,212¥18,026

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Maturity analysis of lease liabilities
The following table presents an analysis of future undiscounted lease payments under operating leases
entered into by Nomura as lessee over the remaining lease term as of March 31, 2020 and also represents areconciliation between total of such lease payments and the discounted carrying value of operating leaseliabilities recognized in the consolidated balance sheets as of March 31, 2020. Finance lease liabilities were notsignificant as of March 31, 2020. These lease liabilities are reported within Other liabilities in the consolidatedbalance sheets.
Millions of yen
March 31, 2020
Operating leases

Years of payment
Less than 1 year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1 to 2 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2 to 3 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3 to 4 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4 to 5 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
More than 5 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 41,270
31,08725,262
23,081
20,67074,546

Total undiscounted lease payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Impact of discounting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥215,916(23,756)

Lease liabilities as reported in the consolidated balance sheets . . . . . . . . . . . . . . . . . . . . . . . . . .

¥192,160

The following table presents the weighted-average discount rate used to measure lease liabilities and theweighted-average remaining lease term of operating leases as of March 31, 2020.
March 31, 2020
Operatingleases

Weighted-average discount rate used to measure lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted-average remaining lease term . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2.2%
7.7 years

9. Business combinations:On April 1, 2020, Nomura acquired 100% of Greentech Capital, LLC (“Greentech”), a leading M&A
advisory boutique in sustainable technology and infrastructure in the United States.
The acquisition of Greentech comprises an initial cash payment and additional contingent payments basedon future performance of the company. The transaction has been accounted for as a business combination under
ASC 805 and consideration for the purchase as used to determine goodwill was ¥12,389 million which includes
the estimated fair value of contingent payments accounted for as contingent consideration on acquisition date.
Changes in the fair value of contingent consideration are recognized in the consolidated statements of income
until the contingency is resolved. Contingent payments linked to future employment of employees of Greentech
are recognized in the consolidated statements of income as compensation expense over the relevant service
period and when payment of those amounts becomes probable.

F-97

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
10. Other assets—Other / Other liabilities:
The following table presents components of Other assets—Other and Other liabilities in the consolidatedbalance sheets as of March 31, 2019 and 2020.
Millions of yen
March 312019
2020

Other assets—Other:
Securities received as collateral . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥282,656 ¥ 290,269
Goodwill and other intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
19,792
17,783
Deferred tax assets net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
15,026
13,431
Investments in equity securities for other than operating purposes(1) . . . . . . . . . . . . . . . .
175,015
141,855
Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
14,544
16,262Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
241,058
347,422
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥748,091¥ 827,022

Other liabilities:
Obligation to return securities received as collateral . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥282,656 ¥ 290,269
Accrued income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
11,89816,362Other accrued expenses and provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
401,408
396,560
Other(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
162,905
331,257
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥858,867¥1,034,448(1) Includes marketable and non-marketable equity securities held for other than trading or operating purposes.
These investments comprise of listed equity securities and unlisted equity securities of ¥45,712 million and¥129,303 million respectively, as of March 31, 2019, and ¥32,545 million and ¥109,310 million
respectively, as of March 31, 2020. These securities are carried at fair value, with changes in fair value
recognized within Revenue—Other in the consolidated statements of income.
(2) As a result of adopting ASU 2016-02 as of April 1, 2019, operating lease liabilities are presented through
Other liabilities—Other. See Note 8 “Leases” for further information.
Goodwill is recognized upon completion of a business combination as the difference between the purchaseprice and the fair value of the net assets acquired. Subsequent to initial recognition, goodwill is not amortized but
is tested for impairment during the fourth quarter of each fiscal year, or more often if events or circumstances,such as adverse changes in the business climate, indicate there may be impairment.
Impairment testing of goodwill is inherently subjective and often requires management judgment todetermine when to perform an impairment test, whether qualitatively the fair value of a reporting unit exceeds its
carrying value and also to estimate the fair value of a reporting unit when a quantitative impairment test isrequired.
An annual goodwill impairment test was performed in the fourth quarter. Whilst determination of fair valueof the reporting unit was more subjective because of the impact of the COVID-19 pandemic, the estimated fairvalue of the reporting unit exceeded carrying value and therefore no impairment loss was recognized.

F-98

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents changes in goodwill, which are reported in the consolidated balance sheets
within Other assets—Other for the years ended March 31, 2019 and 2020.
Millions of yen
Year ended March 31, 2019
Changes during year

Beginning of year
Grosscarrying
amountAccumulated
Impairment

Net
carrying
amountAcquisition

Impairment(2)End of year

Other(1)Grosscarrying
amountNet
Accumulated carrying
Impairment amountWholesale . . . ¥89,492
Other . . . . . . .
473¥(11,442) ¥78,050
—
473

¥—
—

¥(81,372) ¥3,322 ¥92,814—
1
474¥(92,814)
—

¥—
474

Total . . . . . . . . ¥89,965¥(11,442) ¥78,523¥—¥(81,372) ¥3,323 ¥93,288¥(92,814)¥474

Millions of yen
Year ended March 31, 2020
Changes during year

Beginning of year
Grosscarrying
amountEnd of year

Accumulated
Impairment

Net
carrying
amountAcquisition

Impairment

Wholesale . . . ¥92,814
Other . . . . . . .
474¥(92,814)
—

¥—
474

¥—
—

¥—
—

¥—
¥92,814(2)
472¥(92,814)
—

¥—
472

Total . . . . . . . . ¥93,288¥(92,814)

¥474

¥—

¥—

¥ (2) ¥93,286¥(92,814)¥472

Other(1)Grosscarrying
amountNet
Accumulated carrying
Impairment amount(1) Includes currency translation adjustments.
(2) For the year ended March 31, 2019, Nomura recognized impairment losses on goodwill of ¥81,372 million
within the Wholesale segment. Nomura performed an impairment test based on Wholesale performance andchanges in the operating environment, and impaired goodwill within the Wholesale segment. As a result, thebalance of goodwill within the Wholesale segment as of March 31, 2019 was ¥nil. These impairment losses
were recorded within Non-interest expense—Other in the consolidated statements of income. The fair values
were determined based on a DCF method.
During the fourth quarter, management considered but determined the COVID-19 pandemic did not indicatethat certain finite-lived intangible assets were impaired. As a result, a formal impairment test over the relevant
asset groups which include these intangible assets was not required.
The following table presents finite-lived intangible assets by type as of March 31, 2019 and 2020.
Millions of yen
March 31, 2019
Gross
carrying
amountAccumulated
amortization

Client relationships . . . . . . . . . . . . . . . ¥64,381
Other . . . . . . . . . . . . . . . . . . . . . . . . . .
1,050
Total . . . . . . . . . . . . . . . . . . . . . . . . . . ¥65,431

March 31, 2020
Net carrying
amountGrosscarrying
amountAccumulated
amortization

Net carrying
amount¥(54,686)(280)¥ 9,695
770¥63,331
999¥(55,342)(373)¥7,989626¥(54,966)¥10,465¥64,330¥(55,715)¥8,615

F-99

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Amortization expenses for the years ended March 31, 2018, 2019 and 2020 were ¥3,324 million,¥2,504 million and ¥1,662 million, respectively. Estimated amortization expenses for the next five years areshown below.
Millions of yen
Estimated
amortization expense

Year ending March 31

2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥4,050
3,296
181
177
174

The amounts of indefinite-lived intangibles, which primarily includes trademarks, were ¥8,853 million and¥8,696 million as of March 31, 2019 and 2020, respectively.
An annual impairment test was performed in the fourth quarter against these intangibles. Whilst
determination of fair value of these intangibles was more subjective because of the impact of the COVID-19
pandemic, the estimated fair value of each intangible exceeded carrying value and therefore no impairment loss
was recognized.

F-100

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
11. Borrowings:
The following table presents short-term and long-term borrowings of Nomura as of March 31, 2019 and2020.
Millions of yen
March 3120192020

Short-term borrowings(1):Commercial paper . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 313,000 ¥ 525,124
Bank borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
77,101
565,130
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
451,657
396,479
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 841,758

Long-term borrowings:
Long-term borrowings from banks and other financial institutions(2) . . . . . . . . . . ¥3,109,606
Bonds and notes issued(3):Fixed-rate obligations:Japanese yen denominated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
925,215
Non-Japanese yen denominated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,048,497
Floating-rate obligations:Japanese yen denominated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
848,470
Non-Japanese yen denominated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
265,154
Index / Equity-linked obligations:Japanese yen denominated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
978,438
Non-Japanese yen denominated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
715,891¥1,486,733¥2,929,313

832,589
1,376,346
744,275
242,612
899,765
696,041

4,781,665

4,791,628

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

7,891,271

7,720,941

Trading balances of secured borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

24,49854,724

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥7,915,769¥7,775,665(1) Includes secured borrowings of ¥173,690 million as of March 31, 2019 and ¥170,290 million as ofMarch 31, 2020.
(2) Includes secured borrowings of ¥65,517 million as of March 31, 2019 and ¥72,543 million as of March 31,
2020.
(3) Includes secured borrowings of ¥910,224 million as of March 31, 2019 and ¥774,319 million as ofMarch 31, 2020.
Trading balances of secured borrowings
These are liabilities recognized when a transfer of a financial asset does not meet the criteria for sales
accounting under ASC 860 and therefore the transaction is accounted for as a secured borrowing. Theseborrowings are part of Nomura’s trading activities intended to generate profits from the distribution of financial
products secured by those financial assets.

F-101

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Long-term borrowings consisted of the following:
Millions of yen
March 312019
2020

Debt issued by the Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt issued by subsidiaries—guaranteed by the Company . . . . . . . . . . . . . . . . . . . . . .
Debt issued by subsidiaries—not guaranteed by the Company(1) . . . . . . . . . . . . . . . . . .

¥2,869,376
2,590,768
2,455,625¥2,873,634
2,541,554
2,360,477

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥7,915,769¥7,775,665(1) Includes trading balances of secured borrowings.
As of March 31, 2019, fixed-rate long-term borrowings mature between 2019 and 2067 at interest rates
ranging from 0.00% to 24.40%. Excluding perpetual subordinated debts, floating-rate obligations, which are
generally based on LIBOR, mature between 2019 and 2049 at interest rates ranging from 0.00% to 6.78%. Index/ Equity-linked obligations mature between 2019 and 2049 at interest rates ranging from 0.00% to 30.30%.
As of March 31, 2020, fixed-rate long-term borrowings mature between 2020 and 2067 at interest rates
ranging from 0.00% to 24.40%. Excluding perpetual subordinated debts, floating-rate obligations, which are
generally based on LIBOR, mature between 2020 and 2050 at interest rates ranging from 0.00% to 5.00%. Index/ Equity-linked obligations mature between 2020 and 2050 at interest rates ranging from 0.00% to 39.90%.
Certain borrowing agreements contain provisions whereby the borrowings are redeemable at the option of
the borrower at specified dates prior to maturity and include various equity-linked or other index-linked
instruments.
Nomura enters into swap agreements to manage its exposure to interest rates and foreign exchange rates.
Principally, debt securities and notes issued are effectively converted to LIBOR-based floating rate obligations
through such swap agreements. The carrying value of the long-term borrowings includes adjustments to reflect
fair value hedges.
Following table presents the effective weighted-average interest rates of borrowings, including the effect offair value hedges as of March 31, 2019 and 2020.
March 3120192020

Short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fixed-rate obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Floating-rate obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Index / Equity-linked obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-102

1.00%
1.33%
1.28%
1.57%
0.86%

0.72%
1.17%
1.11%
1.37%
0.80%

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Maturities of long-term borrowings
The following table presents the aggregate annual maturities of long-term borrowings, including
adjustments related to fair value hedges and liabilities measured at fair value, as of March 31, 2020:
Year ending March 31

Millions of yen

2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2026 and thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 778,008
560,085
664,173
618,905
1,026,748
4,073,022

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

7,720,941

Trading balances of secured borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

54,724

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥7,775,665

Borrowing facilities
As of March 31, 2019 and 2020, Nomura had unutilized borrowing facilities of ¥nil and ¥nil, respectively.
Subordinated borrowings
As of March 31, 2019 and 2020, subordinated borrowings were ¥418,200 million and ¥318,200 million,
respectively.
12. Earnings per share:
Basic and diluted earnings per share (“EPS”) are presented on the face of the consolidated statements ofincome. Basic EPS is calculated by dividing net income (loss) attributable to NHI shareholders by the weighted
average number of the Company’s common shares outstanding during the year. The calculation of diluted EPS issimilar to basic EPS, except that the weighted average number of the Company’s common shares is adjusted toreflect all dilutive instruments where the Company’s common shares are potentially deliverable during the year.
In addition, net income (loss) attributable to NHI shareholders is adjusted for any change in income or loss thatwould result from the assumed conversion of dilutive instruments issued by subsidiaries and affiliates.

F-103

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents a reconciliation of the amounts and the numbers used in the calculation of net
income (loss) attributable to NHI shareholders per share (basic and diluted) for the years ended March 31, 2018,2019 and 2020.
Millions of yen
except per share data presented in yen
Year ended March 31
2018
2019
2020

Basic—Net income (loss) attributable to NHI shareholders . . .

¥219,343¥(100,442) ¥Weighted average number of shares outstanding . . . . .

3,474,593,441

Net income (loss) attributable to NHI shareholders per
share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

63.13

¥

(29.90) ¥67.76

Diluted—
Net income (loss) attributable to NHI shareholders . . .

¥219,266¥(100,525) ¥216,890

Weighted average number of shares outstanding . . . . .

3,543,602,532

Net income (loss) attributable to NHI shareholders per
share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

61.88

3,359,564,840

216,998

3,359,566,740¥(29.92) ¥3,202,369,845

3,276,510,404
66.20

Net income (loss) attributable to NHI shareholders was adjusted to reflect the decline in Nomura’s equity
share of earnings of subsidiaries and affiliates for the years ended March 31, 2018, 2019 and 2020 arising from
options to purchase common shares issued by subsidiaries and affiliates.
The weighted average number of shares used in the calculation of diluted EPS reflects the increase inpotential issuance of the Company’s common shares arising from stock-based compensation plans by theCompany and affiliates, which would have minimal impact on EPS for the years ended March 31, 2018, 2019and 2020.
Antidilutive stock options and other stock-based compensation plans to purchase or deliver 13,035,600,
104,496,000 and 15,452,900 of the Company’s common shares were not included in the computation of diluted
EPS for the years ended March 31, 2018, 2019 and 2020, respectively.
Subsequent Events
On May 27, 2020, the Company adopted a resolution to grant Restricted Stock Units (“RSUs”). See Note 14“Deferred compensation awards” for further information.
13. Employee benefit plans:
Nomura provides various pension plans and other post-retirement benefits which cover certain eligible
employees worldwide. In addition, Nomura provides health care benefits to certain active and retired employees
through its Nomura Securities Health Insurance Society (“NSHIS”).
Defined benefit pension plans—
The Company and certain subsidiaries in Japan (“Japanese entities”) have contributory funded benefit
pension plans for eligible employees. The benefits are paid as annuity payments subsequent to retirement or as
F-104

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
lump-sum payments at the time of retirement based on a combination of years of service, age at retirement andemployee’s choice. The benefits under the plans are calculated based upon position, years of service and reason
for retirement. In addition to the plans described above, certain Japanese entities also have unfunded lump-sum
payment plans. Under these plans, employees with at least two years of service are generally entitled to
lump-sum payments upon termination of employment. The benefits under the plans are calculated based upon
position, years of service and the reason for retirement. Nomura’s funding policy is to contribute annually theamount necessary to satisfy local funding standards. In December 2008, certain contributory funded benefit
pension plans and unfunded lump-sum payment plans were amended and “Cash balance pension plans” wereintroduced. Participants receive an annual benefit in their cash balance pension plan accounts, which is computed
based on compensation of the participants, adjusted for the changes in market interest rate.
Interest rate applicable to cash balance pension plans is set in April of each fiscal year based on Japanese
Yen LIBOR 12 months. The interest rate which was applied to the year ended March 31, 2020 was 0.09033%.
In April 2020, certain Japanese entities amended their pension plans. Certain defined benefit pension plans
and unfunded lump-sum payment plans were either closed for additional funding or abolished. Defined
contribution pension plans and cash balance pension plans have replaced them for future contributions.
Certain overseas subsidiaries have various local defined benefit plans covering certain employees. Nomura
recognized an asset for surplus pension benefits for these plans amounting to ¥12,762 million and¥13,949 million as of March 31, 2019 and 2020, respectively.
Net periodic benefit cost
The following table presents the components of net periodic benefit cost for defined benefit plans ofJapanese entities for the years ended March 31, 2018, 2019 and 2020. Nomura’s measurement date is March 31
for defined benefit plans of Japanese entities.
Millions of yen
Year ended March 31
2018
2019
2020

Service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of net actuarial losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of prior service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 9,565 ¥11,270 ¥12,079
2,258
2,180
1,766
(6,066) (6,068) (6,038)
2,979
3,831
5,654
(1,061) (1,059) (1,137)

Net periodic benefit cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 7,675 ¥10,154 ¥12,324

Prior service cost is amortized on a straight-line basis over the average remaining service period of active
participants. Gains and losses in excess of 10% of the greater of the projected benefit obligation or the fair valueof plan assets are amortized over the average remaining service period of active participants, which is 14 years.

F-105

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Benefit obligations and funded status
The following table presents a reconciliation of changes in projected benefit obligation (“PBO”) and the fairvalue of plan assets, as well as a summary of the funded status of Japanese entities’ plans as of, and for the years
ended March 31, 2019 and 2020.
Millions of yen
As of or for the year
ended March 31
2019
2020

Change in projected benefit obligation:
Projected benefit obligation at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actuarial gain . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amendments of pension benefit plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Acquisition, divestitures and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Projected benefit obligation at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Change in plan assets:
Fair value of plan assets at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Employer contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥287,983 ¥315,423
11,27012,0792,180
1,766
25,855(5,642)(11,953) (13,301)—(6,818)88
16¥315,423¥303,523¥234,050 ¥232,885
3,574(2,934)
4,484
5,584(9,223)(9,791)

Fair value of plan assets at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥232,885¥225,744

Funded status at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(82,538)(77,779)

Amounts recognized in the consolidated balance sheets . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (82,538) ¥ (77,779)

The accumulated benefit obligation (“ABO”) was ¥315,423 million and ¥303,523 million as of March 31,
2019 and 2020, respectively.
In April 2020, defined contribution pension plans and cash balance pension plans were adopted for futurecontributions following the amendments of pension benefit plans. Certain contributory defined benefit pension
plans were closed for additional funding and will be managed within the accumulated funds. Unfunded
lump-sum payment plans were abolished and transferred to cash balance plans with the calculated amount of
lump-sum retirement payment as of the amendment date.

F-106

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents the PBO, ABO and fair value of plan assets for Japanese entities’ plans with
ABO and PBO in excess of plan assets as of March 31, 2019 and 2020.
Millions of yen
March 3120192020

Plans with ABO in excess of plan assets:
PBO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ABO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fair value of plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Plans with PBO in excess of plan assets:
PBO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ABO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fair value of plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥82,538
82,538—¥77,779
77,779—¥82,538
82,538—¥77,779
77,779—The following table presents pre-tax amounts of Japanese entities’ plans deferred in Accumulated othercomprehensive income (loss) that have not yet been recognized as components of net periodic benefit cost during
the year ended March 31, 2020.
Millions of yen
For the year ended
March 31, 2020

Net actuarial loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net prior service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥107,098(11,281)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 95,817

Pre-tax amounts of Japanese entities’ plans in accumulated other comprehensive income which are expected
to be recognized as components of net periodic benefit cost over the next fiscal year are as follows.
Millions of yen
For the year ending
March 31, 2021

Net actuarial loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net prior service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 5,486(1,601)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 3,885

Assumptions
The following table presents the weighted-average assumptions used to determine projected benefit
obligations of Japanese entities’ plans as of March 31, 2019 and 2020.
March 312019
2020

Discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rate of increase in compensation levels . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-107

0.6%
1.6%

0.6%
0.3%

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents the weighted-average assumptions used to determine the net periodic benefit
cost of Japanese entities’ plans as of March 31, 2018, 2019 and 2020.
Year ended March 31
2018
2019
2020

Discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rate of increase in compensation levels . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected long-term rate of return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

0.9% 0.8% 0.6%
2.5% 1.7% 1.6%
2.6% 2.6% 2.6%

Nomura generally determines the discount rates for its defined benefit plans by referencing indices for longterm, high-quality debt securities and ensuring that the discount rate does not exceed the yield reported for thoseindices after adjustment for the duration of the plans’ liabilities.
Nomura uses the expected long-term rate of return on plan assets to compute the expected return on assets.
Nomura’s approach in determining the long-term rate of return on plan assets is primarily based on historicalfinancial market relationships that have existed over time with the presumption that this trend will generally
remain constant in the future.
Plan assets
Plan assets are managed with an objective to generate sufficient long-term value in order to enable future
pension payouts. While targeting a long-term rate of return on plan assets, Nomura aims to minimize short-term
volatility by managing the portfolio through diversifying risk. Based on this portfolio policy, the plan assets areinvested diversely.
The plan assets of domestic plans target to invest 15% in equities (including private equity investments),
44% in debt securities, 25% in life insurance company general accounts, and 16% in other investments.
Investment allocations are generally reviewed and revised at the time of the actual revaluation that takes place
every five years or when there is a significant change in the portfolio assumptions.
For details of the levels of inputs used to measure the fair value of plan assets, see Note 2 “Fair value
measurements”.

F-108

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present information about the fair value of plan assets of Japanese entities’ plans as ofMarch 31, 2019 and March 31, 2020 within the fair value hierarchy.
Millions of yen
March 31, 2019

Level 1

Balance as ofMarch 31,
2019

Level 2

Level 3

—
9,145
—
22
2,082
6,070
64,43739,748

¥

—
3,823
—
—
—
50,560——¥ 21,991
12,96825,98022
4,648
56,63064,43739,748¥54,383¥226,424

Pension plan assets:
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Private equity and pooled investments(1) . . . . . . . . . . . . . . . . .
Japanese government securities . . . . . . . . . . . . . . . . . . . . . . . .
Foreign government, agency and municipal securities . . . . . .
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . . . .
Investment trust funds and other(2)(3) . . . . . . . . . . . . . . . . . . . .
Life insurance company general accounts . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥21,991—
25,980
—
2,566
—
—
—

¥

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥50,537¥121,504

Millions of yen
March 31, 2020

Level 1

Level 2

Level 3Pension plan assets:
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ —¥—¥ —Private equity and pooled investments(1) . . . . . . . . . . . . . . . . .
—1,901
23,465
Japanese government securities . . . . . . . . . . . . . . . . . . . . . . . .
23,464——Foreign government, agency and municipal securities . . . . . .
———Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . . . .
———Investment trust funds and other(2)(3) . . . . . . . . . . . . . . . . . . . .
—22,027
41,616
Life insurance company general accounts . . . . . . . . . . . . . . . .
—66,363—
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—40,508—
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥23,464¥130,799¥65,081

Balance as ofMarch 31,
2020

¥

—
25,366
23,464——
63,64366,36340,508¥219,344(1) Includes corporate type equity investments.
(2) Includes mainly debt investment funds. Hedge funds and real estate funds are also included.
(3) Certain assets that are measured at fair value using net asset value per share as a practical expedient havenot been classified in the fair value hierarchy. As of March 31, 2019 and March 31, 2020, the fair values ofthese assets were ¥6,462 million and ¥6,401 million, respectively.
The fair value of plan assets of non-Japanese entities’ plans as of March 31, 2019 was ¥3,711 million,¥167 million and ¥38,991 million which were classified in Level 1, Level 2 and Level 3 of the fair value
hierarchy, respectively. The fair value of plan assets of non-Japanese entities’ plans as of March 31, 2020 was¥1,766 million, ¥1,522 million and ¥37,703 million which were classified in Level 1, Level 2 and Level 3 of thefair value hierarchy, respectively.

F-109

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
See Note 2 “Fair value measurements” for further information regarding how Nomura estimates fair value
for specific types of financial instruments.
The following tables present information about plan assets of Japanese entities’ plans for which Nomura has
utilized significant Level 3 valuation inputs to estimate fair value.
Millions of yen
Year ended March 31, 2019
Balance
Purchases /as ofUnrealized
sales andApril 1,and realized
other
2018
gains / loss
settlement

Balance
as ofMarch 31,2019

Private equity and pooled investments . . . . . . . . . . . . . . . . . . .
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . .

¥ 3,639
48,088¥ (349)
937

¥

533
1,535

¥ 3,823
50,560Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥51,727¥¥ 2,068¥54,383

Millions of yen
Year ended March 31, 2020
Balance
Purchases /as ofUnrealized
sales andApril 1,and realized
other
2019
gains / loss
settlement

Balance
as ofMarch 31,2020

Private equity and pooled investments . . . . . . . . . . . . . . . . . . .
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . .

¥ 3,823
50,560¥(4,403)(3,262)¥24,045(5,682)¥23,465
41,616

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥54,383¥(7,665)¥18,363¥65,081588

The fair value of Level 3 plan assets of non-Japanese entities’ plans, mainly consisting of annuities, was¥38,991 million and ¥37,703 million as of March 31, 2019 and 2020, respectively. The amount of unrealized
profit (loss) of Level 3 assets was ¥4,358 million and ¥2,509 million as of March 31, 2019 and 2020,
respectively. The amounts of gains and losses, purchases and sales other than above, transfers between Level 1 orLevel 2 and Level 3 relating to these assets during the years ended March 31, 2019 and 2020 were notsignificant.
Cash Flows
Following the amendments of pension benefit plans in Japanese entities, certain contributory funded benefit
pension plans were closed for additional funding and will be managed within the accumulated funds.
The following table presents the expected benefit payments of Japanese entities’ plans during the next fivefiscal years and in aggregate for the five fiscal years thereafter.
Year ending March 31

Millions of yen

2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2026-2030 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
F-110¥13,167
12,231
12,733
13,276
14,04963,956

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Defined contribution pension plans—
In addition to defined benefit pension plans, the Company, NSC and other Japanese and non-Japanesesubsidiaries have defined contribution pension plans.
Nomura contributed ¥3,627 million, ¥3,614 million and ¥3,585 million to defined contribution pension
plans for Japanese entities’ plans for the years ended March 31, 2018, 2019 and 2020, respectively.
The contributions to overseas defined contribution pension plans were ¥9,265 million, ¥9,293 million and¥8,497 million for the years ended March 31, 2018, 2019 and 2020, respectively.
Health care benefits—
The Company and certain subsidiaries provide certain health care benefits to both active and retired
employees through NSHIS. The Company and certain subsidiaries also sponsor certain health care benefits toretired employees (“Special Plan”) and who participate in the Special Plan on a pay-all basis, i.e., by requiring aretiree contribution based on the estimated per capita cost of coverage. The Special Plan is a multi-employer
post-retirement plan because it is jointly administered by NSHIS and the Japanese government, and the funded
status of it is not computed separately. Therefore, although the Company and certain subsidiaries contribute some
portion of the cost of retiree health care benefits not covered through retiree contributions, the Company andcertain subsidiaries do not reserve for future costs. The health care benefit costs, which are equivalent to therequired contribution, amounted to ¥8,082 million, ¥9,828 million and ¥9,308 million for the years ended
March 31, 2018, 2019 and 2020, respectively.
14. Deferred compensation awards:
Nomura issues deferred compensation awards to senior management and employees, certain of which arelinked to the price of the Company’s common stock, in order to retain and motivate key staff.
These stock-based compensation awards comprise Restricted Stock Unit (“RSU”) awards, Plan A and PlanB Stock Acquisition Right (“SAR”) awards, Notional Stock Unit (“NSU”) awards, and Collared Notional Stock
Unit (“CSU”) awards. SAR Plan A awards are awards of stock options while RSU awards, SAR Plan B awards,
NSU awards and CSU awards are analogous to awards of restricted common stock. The Company also issues
other deferred compensation awards, namely Notional Indexed Unit (“NIU”) awards which are linked to a worldstock index quoted by Morgan Stanley Capital International.
Certain deferred compensation awards include “Full Career Retirement” (“FCR”) provisions which permit
recipients of the awards to continue to vest in the awards upon voluntary termination of employment if certain
criteria based on corporate title and length of service within Nomura are met. The requisite service period forthese awards ends on the earlier of the contractual vesting date and the date that the recipients become eligible
for or claim FCR.
Unless indicated below, deferred compensation awards are generally reduced, forfeited or clawed back inthe event of termination of employment, material restatements of financial statements, material conduct issues,
material damage to Nomura’s business or reputation, material downturns in the performance of the Nomura
group and/or a material failure of risk management.

F-111

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
RSU awards
The Company introduced RSU awards in the fiscal year ended March 31, 2018, and granted the first RSU
awards in May 2018. For each RSU award, one common stock of the Company is delivered. The awards
generally have a graded vesting period over three years with an extending vesting period of up to seven years forcertain senior management and employees in order to meet local regulatory requirements based on the role they
perform within Nomura.
The grant date fair value per award is determined using the price of the Company’s common stock.
The following table presents activity relating to RSU awards for the year ended March 31, 2020.
Weighted-averageremaining life
until expiry(years)Outstanding(number of Nomura
shares)

Weighted-average
grant date fairvalue per share

Outstanding as of March 31, 2019 . . . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Delivered . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

48,518,200
33,786,200(3,734,800)(15,230,000)

¥530
365
441
530

1.3

Outstanding as of March 31, 2020 . . . . . . . . . . . . . . . . . . .

63,339,600

¥447

1.0

The weighted-average grant date fair value per award for the year ended March 31, 2019 and 2020 was ¥530
and ¥365, respectively.
There were no vested RSU awards nor delivered shares during the year ended March 31, 2019.
The total intrinsic value of RSU awards vested during the year ended March 31, 2020 was ¥6,613 million.
The total of 9,926,385 shares was delivered during the year ended March 31, 2020 and its intrinsic value was ¥6,231 million. The aggregate intrinsic value of RSU awards outstanding as of March 31, 2020 was¥28,997 million.
As of March 31, 2020, total unrecognized compensation cost relating to RSU awards was ¥3,681 million
which is expected to be recognized over a weighted average period of 1.6 years.
SAR Plan A awards
The Company issues SAR Plan A awards linked to the price of the Company’s common stock pursuant toseveral stock option plans. These awards vest and are exercisable into the Company’s common stock
approximately two years after grant date and expire approximately seven years after grant date. The exercise
price is generally not less than the fair value of the Company’s common stock on grant date. These awards are
subject to the above reduction and forfeiture provisions but are not subject to claw back.
The grant date fair value of SAR Plan A awards is estimated using a Black-Scholes option-pricing modeland using the following assumptions:•

Expected volatilities based on historical volatility of the Company’s common stock;•

Expected dividend yield based on the current dividend rate at the time of grant;•

Expected lives of the awards determined based on historical experience; andF-112

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)•

Expected risk-free interest rate based on Japanese Yen swap rate with a maturity equal to the expected
lives of the options.

The weighted-average grant date fair value of SAR Plan A awards granted during the years ended March 31,2018 and 2019 was ¥110 and ¥79 per share, respectively. There was no SAR Plan A award granted during theyear ended March 31, 2020. The weighted-average assumptions used in each of these years were as follows.
2018

Expected volatility . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected dividends yield . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected lives (in years) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Risk-free interest rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Year ended March 31
2019
2020

35.30%
3.07%
4.5
0.10%

33.30%
3.67%
4.5
0.10%

— %
— %
—
— %

The following table presents activity relating to SAR Plan A awards for the year ended March 31, 2020.
Weighted-averageremaining life
until expiry(years)Outstanding(number of Nomura
shares)

Weighted-average
exercise price

Outstanding as of March 31, 2019 . . . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

16,539,300—(900,800)(89,900)(95,700)

¥679
—
298
630
298

3.9

Outstanding as of March 31, 2020 . . . . . . . . . . . . . . . . . . .

15,452,900

¥704

3.1

Exercisable as of March 31, 2020 . . . . . . . . . . . . . . . . . . .

12,945,000

¥729

2.6

The total intrinsic value of SAR Plan A awards exercised during the years ended March 31, 2018, 2019 and2020 was ¥450 million, ¥241 million and ¥139 million, respectively.
The aggregate intrinsic value of SAR Plan A awards outstanding and exercisable as of March 31, 2020 was
both ¥nil, respectively.
As of March 31, 2020, total unrecognized compensation cost relating to SAR Plan A awards was¥62 million which is expected to be recognized over a weighted average period of 0.6 years. The total fair valueof SAR Plan A awards which vested during the years ended March 31, 2018, 2019 and 2020 was ¥nil,
respectively.
SAR Plan B awards
The Company issues SAR Plan B awards linked to the price of the Company’s common stock pursuant toseveral stock unit plans. These awards vest and are exercisable into the Company’s common stock, have an
exercise price of ¥1 per share and graded vesting generally over three years with certain longer vesting or holding
periods where required under local regulations.
The grant date fair value of SAR Plan B awards is determined using the price of the Company’s common
stock.
F-113

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents activity relating to SAR Plan B awards for the year ended March 31, 2020. No
new SAR Plan B awards have been granted since April 1, 2018.
Weighted-averageremaining life
until expiry(years)Outstanding(number of Nomura
shares)

Weighted-average
grant date fairvalue per share

Outstanding as of March 31, 2019 . . . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

39,392,900—(16,340,900)(399,900)(313,200)

¥508
—
497
531
425

4.1

Outstanding as of March 31, 2020 . . . . . . . . . . . . . . . . . . .

22,338,900

¥517

3.4

Exercisable as of March 31, 2020 . . . . . . . . . . . . . . . . . . .

16,186,800

¥512

2.5

The weighted-average grant date fair value per share for the years ended March 31, 2018 was ¥588. No SAR
Plan B award was granted for the year ended March 31, 2019 and 2020.
The total intrinsic value of SAR Plan B awards exercised during the years ended March 31, 2018, 2019 and2020 was ¥21,740 million, ¥8,896 million and ¥7,640 million, respectively.
The aggregate intrinsic value of SAR Plan B awards outstanding and exercisable as of March 31, 2020 was¥10,204 million and ¥7,394 million, respectively.
As of March 31, 2020, total unrecognized compensation cost relating to SAR Plan B awards was¥30 million which is expected to be recognized over a weighted average period of 1.7 years. The total fair valueof SAR Plan B awards which vested during the years ended March 31, 2018, 2019 and 2020 was¥17,539 million, ¥10,757 million and ¥4,309 million, respectively.
Total compensation expense recognized within Non-interest expenses—Compensation and benefits in the
consolidated statements of income relating to RSU, SAR Plan A, and SAR Plan B awards for the years ended
March 31, 2018, 2019 and 2020 was ¥9,650 million, ¥21,814 million and ¥12,694 million, respectively.
Cash received from the exercise of SAR Plan A and SAR Plan B awards during the year ended March 31,
2020 was ¥285 million and the tax benefit realized from exercise of these awards was ¥785 million.
Total related tax benefits recognized in the consolidated statements of income relating to RSU, SAR Plan A
and SAR Plan B awards for the years ended March 31, 2018, 2019 and 2020 were ¥566 million, ¥90 million and¥13 million, respectively. The dilutive effect of outstanding deferred compensation plans is included in theweighted average number of shares outstanding used in diluted EPS computations. See Note 12 “Earnings per
share” for further information.
NSU and CSU awards
NSU and CSU awards are cash-settled awards linked to the price of the Company’s common stock. NSU
awards replicate the key features of SAR Plan B awards described above but are settled in cash rather than
exercisable into the Company’s common stock. CSU awards are similar to NSU awards but exposure to
movements in the price of the Company’s common stock is subject to a cap and floor. Both types of award have
graded vesting periods generally over three years with certain longer vesting periods where required by local
regulations.
F-114

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The fair value of NSU and CSU awards are determined using the price of the Company’s common stock.
The following table presents activity related to NSU and CSU awards for the year ended March 31, 2020.
No new CSU awards have been granted since April 1, 2018.
NSUs
Outstanding(number of units)

Stock
price

CSUs
Outstanding(number of units)

Stock
price

Outstanding as of March 31, 2019 . . . . . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Vested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

31,036,558
13,203,853(22,762,553)(379,029)¥389
405(1)
438(2)

8,760,439—(5,728,731)(230,052)¥603—
601(2)

Outstanding as of March 31, 2020 . . . . . . . . . . . . . . . . . . . . .

21,098,829¥445(3)2,801,656¥611(3)(1) Weighted-average price of the Company’s common stock used to determine number of awards granted.
(2) Weighted-average price of the Company’s common stock used to determine the final cash settlement
amount of the awards.
(3) The price of the Company’s common stock used to remeasure the fair value of the remaining outstanding
unvested awards as of March 31, 2020.
Total compensation expense recognized within Non-interest expenses—Compensation and benefits in the
consolidated statements of income relating to NSU and CSU awards for the years ended March 31, 2018, 2019and 2020 was ¥24,286 million, ¥5,077 million and ¥4,639 million, respectively.
Total unrecognized compensation cost relating to NSU awards, based on the fair value of these awards as ofMarch 31, 2020, was ¥613 million, which is expected to be recognized through the consolidated statements ofincome over a remaining weighted-average period of 0.9 years. The total fair value of NSU awards which vested
during the years ended March 31, 2018, 2019 and 2020 was ¥17,103 million, ¥11,481 million and¥9,980 million, respectively.
Total unrecognized compensation cost relating to CSU awards, based on the fair value of these awards as ofMarch 31, 2020, was ¥37 million, which is expected to be recognized through the consolidated statements ofincome over a remaining weighted-average period of 2.0 years. The total fair value of CSU awards which vested
during the years ended March 31, 2018, 2019 and 2020 was ¥11,871 million, ¥6,282 million and ¥3,445 million,
respectively.
NIU awards
In addition to the stock-based compensation awards described above, Nomura also grants NIU awards tosenior management and employees. NIU awards are cash-settled awards linked to a world stock index quoted by
Morgan Stanley Capital International, with graded vesting periods generally over three years with certain longer
vesting periods where required by local regulations.
The fair value of NIU awards is determined using the price of the index.

F-115

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents activity relating to NIU awards for the year ended March 31, 2020. No new
NIU awards have been granted since April 1, 2018.
Outstanding(number of units)

Index price(1)Outstanding as of March 31, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Vested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

5,165,744—(4,127,154)(198,636)$6,043—6,233(2)Outstanding as of March 31, 2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

839,954$5,339(3)(1) The price of each unit is determined using 1/1000th of the index price.
(2) Weighted-average index price used to determine the final cash settlement amount of the awards.
(3) Index price used to remeasure the total fair value of the remaining outstanding unvested awards as ofMarch 31, 2020.
Total compensation expense recognized within Non-interest expenses—Compensation and benefits in the
consolidated statements of income relating to NIU awards for the year ended March 31, 2018, 2019 and 2020was ¥8,697 million, ¥1,731 million and ¥237 million, respectively.
Total unrecognized compensation cost relating to NIU awards, based on the fair value of these awards as ofMarch 31, 2020, was ¥10 million which is expected to be recognized through the consolidated statements of income
over a remaining weighted-average period of 2.0 years. The total fair value of NIU awards which vested during theyears ended March 31, 2018, 2019 and 2020 was ¥7,669 million, ¥5,091 million and ¥2,795 million, respectively.
Total tax benefits recognized in the consolidated statements of income for compensation expense relating to
NSU, CSU and NIU awards for the years ended March 31, 2018, 2019 and 2020 were ¥779 million, ¥220 millionand ¥168 million, respectively.
Subsequent events
On May 27, 2020, the Company passed a resolution to grant RSU awards to certain senior management andemployees. Total of 78,054,800 RSU awards have been granted which generally have a graded vesting period
from one to three years with an extending vesting period of up to seven years for certain senior management andemployees in order to meet local regulatory requirements based on the role they perform within Nomura.
In June 2020, Nomura also granted NSU awards to senior management and employees in countries where
RSU awards are less favorably treated from tax or other perspectives. These NSU awards have a total grant datefair value of ¥6 billion and vesting periods of up to seven years.
15. Restructuring initiatives:
Nomura continues to experience a major structural shift such as a breakdown of the traditional investmentbanking business model, advances in digitization, and demographic shifts due to the shrinking population andaging society in Japan. To respond to the changing environment created by these shifts, Nomura implemented
various restructuring initiatives during the year ended March 31, 2019 to swiftly reengineer its business platforms
and change its business approach in order to achieve sustainable growth in any business environment. In
particular, Nomura has restructured its management reporting framework to eliminate the concept of regions toF-116

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
minimize duplication between businesses and region, reduce the number of corporate functions, downscale
unprofitable and low growth businesses and reduce its activities in EMEA. During the year ended March 31,
2020, this restructuring initiative is almost completed.
As a result of these initiatives, Nomura recognized ¥10,348 million of severance costs reported within
Non-interest expenses—Compensation and benefits in the consolidated statements of income during the year
ended March 31, 2019 and within Nomura’s Wholesale and Other segments. As of March 31, 2019, these costs
were reported as liabilities within Other liabilities in the consolidated statements of financial position. Liabilities
relating to these restructuring costs (including currency translation adjustments) were ¥507 million as ofMarch 31, 2020 and ¥9,305 million were settled during the year ended March 31, 2020.
Nomura also recognized ¥4,390 million of branch consolidation costs reported within Non-interest
expenses—Occupancy and related depreciation in the consolidated statements of income during the year ended
March 31, 2020 and within Nomura’s Retail and Other segments. As of March 31, 2020, ¥813 million werereported as liabilities within Other liabilities.
16. Income taxes:
The following table presents components of Income tax expense reported in the consolidated statements ofincome for the years ended March 31, 2018, 2019 and 2020.
Millions of yen
Year ended March 31
2018
2019
2020

Current:
Domestic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 35,018
8,589¥26,725
8,720¥ 42,099
10,706

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

43,60735,44552,805

Deferred:
Domestic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

64,340(4,081)

28,183(6,618)(23,512)(399)

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

60,25921,565(23,911)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥103,866¥57,010¥ 28,894

The income tax benefit recognized from operating losses for the years ended March 31, 2018, 2019 and2020 was ¥4,653 million, ¥246 million and ¥1,195 million, respectively, which is included within deferredincome tax expense above.
The Company and its wholly-owned domestic subsidiaries have adopted the consolidated tax filing system
permitted under Japanese tax law. The consolidated tax filing system only imposes a national tax.
The effective statutory tax rate applicable to Nomura in Japan was approximately 31% as of March 31,
2018, March 31, 2019 and March 31, 2020.
On March 27, 2020, the “Act to partially revise the Income Tax Act and Others ”(Act No.8 of 2020) was
enacted, effective for fiscal years beginning on or after April 1, 2022. As a result of the Act, the existing
Consolidated Taxation system in Japan will be replaced with the Group Tax Sharing system. The Company does
not expect any significant impact on its net deferred tax liabilities on adoption of the Act.
F-117

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
On December 22, 2017, the Tax Cuts and Jobs Act (“the Act”) was enacted in the United States whichsignificantly changes U.S. income tax law, including reducing the U.S. federal corporate income tax rate to 21%,
broadening the U.S. tax base, introducing a territorial tax system and one time repatriation tax on U.S. entities forpreviously deferred earnings of non-U.S. investees, allowing full expensing of certain property assets andimposing certain additional taxes on payments made from U.S. entities to foreign related parties. As a result,
Nomura recognized a reduction of ¥2,776 million in deferred tax liabilities and deferred tax expense during the
fiscal year ended March 31, 2018. As a result of finalizing calculations around the impact from changes in certain
assumptions and interpretations made by Nomura, certain actions to be taken by Nomura and additional guidance
released by the U.S. tax authorities and other bodies after April 1, 2018, Nomura did not make any material
adjustments to this estimate during the fiscal year ended March 31, 2019.
Foreign subsidiaries are subject to income taxes of the countries in which they operate. The relationshipbetween income tax expense and pretax accounting income (loss) is affected by a number of items, including various
tax credits, certain revenues not subject to income taxes, certain expenses not deductible for income tax purposes,changes in deferred tax valuation allowance and different enacted tax rates applicable to foreign subsidiaries.
The following table presents a reconciliation of the effective income tax rate reflected in the consolidated
statements of income to Nomura’s effective statutory tax rate for the years ended March 31, 2018, 2019 and2020. The effective tax rate presented in the following table represents total income tax expense for the year as apercentage of Income (loss) before income taxes. For the years ended March 31, 2018 and 2020, where Nomura
recognized Income before income taxes for the years, reconciling items which increase Income tax expense andtherefore increase Nomura’s effective tax rate are shown as positive amounts. Conversely, reconciling items
which reduce Income tax expense and reduce Nomura’s effective tax rate are shown as negative amounts. For theyear ended March 31, 2019, Nomura recognized Loss before income taxes and consequently, reconciling items
shown in the table which increase Income tax expense are presented as negative amounts and reconciling items
which reduce Income tax expense are presented as positive amounts.
Year ended March 31
2018
2019
2020

Nomura’s effective statutory tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impact of:
Changes in deferred tax valuation allowances . . . . . . . . . . . . . . . . . . . . . . . . .
Additional taxable income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-deductible expenses(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-taxable income(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends from foreign subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax effect of undistributed earnings of foreign subsidiaries . . . . . . . . . . . . . .
Different tax rate applicable to income (loss) of foreign subsidiaries . . . . . . .
Effect of changes in foreign tax laws . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Effect of changes in domestic tax laws . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax benefit recognized on the devaluation of investment in subsidiaries andaffiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Effective tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

31.0%

31.0%

31.0%

(22.8)
0.1
1.9
(3.6)
0.0
0.0
0.8
23.5
—

(58.3)(2.9)(110.3)
16.8
0.0
(2.8)
(19.8)
0.5
—

(0.3)
0.6
2.9
(23.5)
0.1
0.2
(0.9)
(0.9)
—

1.7
(0.9)

5.4
(10.8)

(0.1)
2.5

31.7%

(151.2)%

11.6%(1) Non-deductible expenses during the year ended March 31, 2019 included approximately ¥21 billion relating
to goodwill impairment losses (which increased Nomura’s effective tax rate by 56.3%) and approximately¥13 billion relating to litigation provisions and settlements (which increased Nomura’s effective tax rate by
34.0%).
F-118

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)(2) Non-taxable income during the year ended March 31, 2020 includes approximately ¥53 billion of the tax
effect from non-taxable dividend income from affiliated Nomura companies, including deemed dividend,(which decreased Nomura’s effective tax rate by 21.2%).
The following table presents the significant components of deferred tax assets and liabilities as of March 31,
2019 and 2020, before offsetting of amounts which relate to the same tax-paying component within a particular
tax jurisdiction.
Millions of yen
March 3120192020

Deferred tax assets
Depreciation, amortization and valuation of fixed assets . . . . . . . . . . . . . . . . . . . . . .
Investments in subsidiaries and affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation of financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued pension and severance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other accrued expenses and provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 20,008
25,24371,806
29,71144,803369,286—
9,213¥ 19,932
1,209
77,05424,356
51,566
308,504
47,6809,394

Gross deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less—Valuation allowances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

570,070(444,916)

539,695(388,411)

Total deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

125,154

151,284

Deferred tax liabilities
Investments in subsidiaries and affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation of financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Undistributed earnings of foreign subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation of fixed assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Right-of-use assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

133,936
41,7702,039
10,109—6,843

89,63052,7802,423
9,497
47,4382,992

Total deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

194,697

204,760

Net deferred tax assets (liabilities) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (69,543) ¥ (53,476)

After offsetting deferred tax assets and liabilities which relate to the same tax-paying component within aparticular tax jurisdiction, net deferred tax assets reported within Other assets—Other in the consolidated balance
sheets were ¥15,026 million and ¥13,431 million as of March 31, 2019 and 2020, respectively and net deferred
tax liabilities reported within Other liabilities in the consolidated balance sheets were ¥84,569 million and¥66,907 million as of March 31, 2019 and 2020, respectively.
As of March 31, 2020, no deferred tax liabilities have been recognized for undistributed earnings of foreignsubsidiaries totaling ¥19,171 million which are not expected to be remitted in the foreseeable future. It is notpracticable to determine the amount of income taxes payable in the event all such foreign earnings are
repatriated.

F-119

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents changes in total valuation allowances established against deferred tax assets forthe years ended March 31, 2018, 2019 and 2020.

2018

Millions of yen
Year ended March 31
2019

2020

Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥519,492¥422,280(97,212)(1)
22,636(2)¥444,916(56,505)(3)

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥422,280¥388,411¥444,916(1) Primarily includes a reduction of ¥80,459 million of valuation allowances of certain foreign subsidiaries
mainly due to changes in tax laws in the U.S., an increase of ¥17,340 million related to Japanesesubsidiaries and the Company because of an increase in valuation allowances related to operating loss
carryforwards, and a reduction of ¥34,093 million of valuation allowances related to Japanese subsidiaries
and the Company as a result of changes in the expected realization of deferred tax assets. In total,¥97,212 million of allowances decreased for the year ended March 31, 2018.
(2) Primarily includes an increase of ¥11,843 million of valuation allowances of certain foreign subsidiaries
mainly due to an increase in valuation allowances related to operating loss carryforwards, partially offset bya decrease of valuation allowances related to accrued expenses and provisions, an increase of ¥6,265 million
related to Japanese subsidiaries and the Company because of an increase in valuation allowances related tooperating loss carryforwards recognized in the current year, an increase of ¥14,976 million of valuation
allowances related to Japanese subsidiaries and the Company as a result of changes in the expected
realization of deferred tax assets, and a reduction of ¥10,448 million of valuation allowances related to
expiration of operating loss carryforwards. In total, ¥22,636 million of allowances increased for the year
ended March 31, 2019.
(3) Primarily includes a reduction of ¥59,330 million of valuation allowances of certain foreign subsidiaries
mainly by expiration of loss carryforwards, an increase of ¥11,462 million of valuation allowances mainly
due to a decrease of Valuation of financial instruments, and a reduction of ¥8,637 million related toJapanese subsidiaries and the Company mainly by utilization of loss carryforwards. In total, ¥56,505 millionof allowances decreased for the year ended March 31, 2020.
As of March 31, 2020, total operating loss carryforwards were ¥1,770,629 million, which included¥511,293 million relating to the Company and domestic subsidiaries, ¥548,544 million relating to foreignsubsidiaries in the United Kingdom, ¥416,254 million relating to foreign subsidiaries in the United States,¥225,108 million relating to foreign subsidiaries in Hong Kong, and ¥69,430 million relating to foreignsubsidiaries in other tax jurisdictions. Of this total amount, ¥901,463 million can be carried forward indefinitely,¥728,859 million expires by March 31, 2029 and ¥140,307 million expires in later fiscal years.
In determining the amount of valuation allowances to be established as of March 31, 2020, Nomura
considered all available positive and negative evidence around the likelihood that sufficient future taxable
income will be generated to realize the deferred tax assets in the relevant tax jurisdiction of the Company, its
domestic subsidiaries and foreign subsidiaries. In Japan and other tax jurisdictions where domestic and foreignsubsidiaries have experienced cumulative operating losses in recent years, these losses provided the mostverifiable negative evidence available and outweigh positive evidence.
While Nomura has considered certain future tax planning strategies as a potential source of future taxable
income, no such strategies have been relied upon as positive evidence resulting in a reduction of valuation
allowances in any major tax jurisdiction in which Nomura operates as of March 31, 2018, 2019 and 2020. In
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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
addition, valuation allowances have not been reduced in any of these periods as a result of changing theweighting applied to positive or negative evidence in any of the major tax jurisdictions in which Nomura
operates.
The determination of whether deferred tax assets will be realized, and therefore whether a valuation
allowance is required, is inherently subjective and often requires management judgment around the future
profitability of Nomura entities, an interpretation of tax rules by courts and regulatory authorities and tax
examinations by taxing authorities, and the appropriate weighting of positive and negative evidence around thelikelihood that sufficient future taxable income will be generated to realize deferred tax assets in the relevant tax
jurisdiction. Although estimating future taxable income was increasingly subjective due to uncertainty in future
profitability of Nomura as a result of the COVID-19 pandemic, it did not result in a significant impact on thedetermination of realization of deferred tax assets as of March 31, 2020.
The total amount of unrecognized tax benefits was not significant as of March 31, 2018, 2019 and 2020.
There were also no significant movements of the gross amounts in unrecognized tax benefits and the amount ofinterest and penalties recognized due to unrecognized tax benefits during the years ended March 31, 2018, 2019and 2020. Nomura is under continuous examination by the Japanese National Tax Agency and other taxing
authorities in the major jurisdictions in which Nomura operates. Nomura regularly assesses the likelihood ofadditional assessments in each tax jurisdiction and the impact on the consolidated financial statements. It isreasonably possible that there may be a significant increase in unrecognized tax benefits within 12 months ofMarch 31, 2020. Quantification of an estimated range cannot be made at this time due to the uncertainty of thepotential outcomes. However, Nomura does not expect that any change in the gross balance of unrecognized tax
benefits would have a material effect on its financial condition.
Nomura operates in multiple tax jurisdictions, and faces audits from various taxing authorities regarding
many issues including, but not limited to, transfer pricing, the deductibility of certain expenses, foreign tax
credits and other matters.
The table below presents information regarding the earliest year in which Nomura remains subject toexamination in the major jurisdictions in which Nomura operates as of March 31, 2020. Under Hong Kong
Special Administrative Region tax law, the statute of limitation does not apply if an entity incurs taxable losses
and is therefore not included in the table.
Jurisdiction

Year

Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
United Kingdom . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2015(1)2016
2017(1) The earliest year in which Nomura remains subject to examination for transfer pricing issues is 2014.

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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
17. Other comprehensive income (loss):
The following tables present changes in Accumulated other comprehensive income (loss) for the years ended
March 31, 2019 and 2020.
Millions of yen
For the year ended March 31, 2019
Other
comprehensive Reclassifications out of
Balance at income (loss)
accumulated otherNet change
beginning
beforecomprehensive
during the Balance atof yearreclassifications
income (loss)
year
end of year

Cumulative translation adjustments(1) . . . . . . ¥(15,596)
Pension liability adjustment(2) . . . . . . . . . . . . (47,837)
Own credit adjustments . . . . . . . . . . . . . . . . .
4,077¥ 28,248(25,182)
20,944¥5,181
1,912(797)¥ 33,429 ¥ 17,833(23,270) (71,107)
20,147
24,224

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥(59,356)¥ 24,010¥6,296¥ 30,306 ¥(29,050)(1) Change in cumulative translation adjustments, net of tax in other comprehensive income (loss) for the year
ended March 31, 2019 includes reclassification adjustment of ¥6,956 million for loss due to substantiallycomplete liquidation of an investment in a foreign entity. The adjustment is recognized in Non-interest
expenses-Other.
(2) See Note 13 “Employee benefit plans” for further information.
Millions of yen
For the year ended March 31, 2020
Other
comprehensive Reclassifications out of
Balance at income (loss)
accumulated otherNet change
beginning
beforecomprehensive
during the Balance atof yearreclassifications
income (loss)
year
end of year

Cumulative translation adjustments . . . . . . . ¥ 17,833
Pension liability adjustment(1) . . . . . . . . . . . . (71,107)
Own credit adjustments . . . . . . . . . . . . . . . . . 24,224¥(44,730)
4,528
39,517

¥

623
4,008
(1,001)¥(44,107) ¥(26,274)
8,536 (62,571)
38,51662,740Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥(29,050)¥¥ 3,630¥ 2,945 ¥(26,105)(685)(1) See Note 13 “Employee benefit plans” for further information.

F-122

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present significant reclassifications out of Accumulated other comprehensive income(loss) for the years ended March 31, 2019 and 2020.
Millions of yen
For the year ended March 31
2019
2020
Reclassifications out of
Reclassifications out ofaccumulated otheraccumulated otherAffected line items in consolidated
comprehensive income (loss) comprehensive income (loss)
statements of income

Cumulative translation
adjustments:
Revenue—Other /Non-interest expenses—
Other
Income tax expense¥(5,181)—¥ (886)263(5,181)(623)

Net income (loss)——

Net income attributable tononcontrolling interests¥(5,181)¥ (623)

Net income (loss)
attributable to NHI
shareholders

Millions of yen
For the year ended March 31
2019
2020
Reclassifications out of
Reclassifications out ofaccumulated otheraccumulated otherAffected line items in consolidated
comprehensive income (loss) comprehensive income (loss)
statements of income

Pension liability adjustment:¥(2,771)859¥(5,792)
1,784

Non-interest expenses—
Compensation and benefits /Revenue—Other
Income tax expense(1,912)(4,008)Net income (loss)——¥(1,912)¥(4,008)

F-123

Net income attributable tononcontrolling interests
Net income (loss)
attributable to NHI
shareholders

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Millions of yen
For the year ended March 31
2019
2020
Reclassifications out of
Reclassifications out ofaccumulated otheraccumulated otherAffected line items in consolidated
comprehensive income (loss) comprehensive income (loss)
statements of income

Own credit adjustments:
¥

¥

804
(7)

¥ 1,132
(131)

797

1,001

—

—

797

¥ 1,001

Revenue—Net gain on
trading
Income tax expense
Net income (loss)
Net income attributable tononcontrolling interests
Net income (loss)
attributable to NHI
shareholders

18. Shareholders’ equity:
The following table presents changes in shares of the Company’s common stock outstanding for the years
ended March 31, 2018, 2019 and 2020.

2018

Number of SharesYear ended March 31
2019

2020

Common stock outstanding at beginning of year . . . . . . . . . . . . 3,528,429,451 3,392,937,486 3,310,800,799
Decrease of common stock by cancellation of treasury
stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (179,000,000) (150,000,000)—
Common stock held in treasury:
Repurchases of common stock . . . . . . . . . . . . . . . . . . . . . . (170,027,391) (100,020,867) (299,381,781)
Sales of common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . .
201
180
390
Common stock issued to employees . . . . . . . . . . . . . . . . .
34,115,500
17,894,000
27,168,085
Cancellation of treasury stock . . . . . . . . . . . . . . . . . . . . . .
179,000,000
150,000,000—
Other net change in treasury stock . . . . . . . . . . . . . . . . . . .
419,725(10,000)—
Common stock outstanding at end of year . . . . . . . . . . . . . . . . .

3,392,937,486

3,310,800,799

3,038,587,493

The amount available for dividends and acquisition of treasury stock is subject to restrictions imposed by
the Companies Act. Additional paid-in capital and retained earnings include amounts which the Companies Act
prohibits for the use of dividends and acquisition of treasury stock. As of March 31, 2018, 2019 and 2020, theamounts available for distributions were ¥1,311,894 million, ¥1,209,861 million and ¥1,297,560 million,
respectively. These amounts are based on the amounts recorded in the Company’s unconsolidated financial
statements maintained in accordance with accounting principles and practices prevailing in Japan. U.S. GAAP
adjustments incorporated in these consolidated financial statements but not recorded in the Company’s
unconsolidated financial statements have no effect on the determination of the amounts available for distributions
under the Companies Act.

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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Dividends on the Company’s common stock per share were ¥20.0 for the year ended March 31, 2018, ¥6.0
for the year ended March 31, 2019 and ¥20.0 for the year ended March 31, 2020.
During the year ended March 31, 2018, due to the cancellation of treasury stock on December 18, 2017,
total number of issued shares and treasury stock decreased by 179,000,000 shares, respectively.
During the year ended March 31, 2019, due to the cancellation of treasury stock on December 17, 2018,
total number of issued shares and treasury stock decreased by 150,000,000 shares, respectively.
On April 27, 2017, the board of directors approved a repurchase program of Nomura Holdings common
stock in accordance with Article 459-1 of the Companies Act of Japan as follows: (a) total number of sharesauthorized for repurchase is up to 100,000,000 shares, (b) total value of shares authorized for repurchase is up to¥80,000 million and (c) the share buyback will run from May 17, 2017 to March 30, 2018. Under this repurchaseprogram, the Company repurchased 100,000,000 shares of common stock at a cost of ¥62,349 million.
On October 30, 2017, the board of directors approved a repurchase program of Nomura Holdings common
stock in accordance with Article 459-1 of the Companies Act of Japan as follows: (a) total number of sharesauthorized for repurchase is up to 70,000,000 shares, (b) total value of shares authorized for repurchase is up to¥50,000 million and (c) the share buyback will run from November 15, 2017 to March 30, 2018. Under thisrepurchase program, the Company repurchased 70,000,000 shares of common stock at a cost of ¥46,729 million.
On April 26, 2018, the board of directors approved a repurchase program of Nomura Holdings common
stock in accordance with Article 459-1 of the Companies Act of Japan as follows: (a) total number of sharesauthorized for repurchase is up to 100,000,000 shares, (b) total value of shares authorized for repurchase is up to¥70,000 million and (c) the share buyback will run from May 16, 2018 to March 29, 2019. Under this repurchaseprogram, the Company repurchased 100,000,000 shares of common stock at a cost of ¥51,703 million.
On June 18, 2019, the board of directors approved a repurchase program of Nomura Holdings common
stock in accordance with Article 459-1 of the Companies Act of Japan as follows: (a) total number of sharesauthorized for repurchase is up to 300,000,000 shares, (b) total value of shares authorized for repurchase is up to¥150,000 million and (c) the share buyback will run from June 19, 2019 to March 31, 2020. Under thisrepurchase program, the Company repurchased 299,362,300 shares of common stock at a cost of¥150,000 million.
In addition to the above, the change in common stock held in treasury includes the change in common stock
issued to employees under stock-based compensation plans, common stock held by affiliated companies,
common stock sold to enable shareholders to hold round lots of the 100 share minimum tradable quantity(adding-to-holdings requests) or common stock acquired to create round lots or eliminate odd lots.
19. Regulatory requirements:
In April 2011, the Company has been assigned as Final Designated Parent Company who must calculate aconsolidated capital adequacy ratio and since then, our consolidated capital adequacy ratio has been calculated
based on Capital Adequacy Notice on Final Designated Parent Company. The Capital Adequacy Notice on Final
Designated Parent Company has been revised in line with Basel 2.5 and Basel III and Nomura has calculated a
Basel III-based consolidated capital adequacy ratio since March 2013.

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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
In accordance with Article 2 of the Capital Adequacy Notice on Final Designated Parent Company,
Nomura’s consolidated capital adequacy ratio is calculated based on the amounts of common equity Tier 1
capital, Tier 1 capital, total capital, credit risk-weighted assets, market risk and operational risk. As of March 31,
2019 and March 31, 2020, the Company was in compliance with common equity Tier1 capital ratio, Tier 1
capital ratio and consolidated capital adequacy ratio requirements set out in the Capital Adequacy Notice on
Final Designated Parent Company, etc. The required level (including applicable minimum consolidated capital
buffer) as of March 31, 2020 was 7.51% for the common equity Tier 1 capital ratio, 9.01% for the Tier 1 capitalratio and 11.01% for the consolidated capital adequacy ratio.
Under the Financial Instruments and Exchange Act (“FIEA”), NSC and NFPS are subject to the capital
adequacy rules of the FSA. These rules requires the maintenance of a capital adequacy ratio, which is defined as
the ratio of adjusted capital to a quantified total of business risk, of not less than 120%. Adjusted capital isdefined as net worth (which includes shareholders’ equity, net unrealized gains and losses on securities held,
reserves and subordinated debt) less illiquid assets. Business risks are divided into three categories: (1) market
risks, (2) counterparty risks, and (3) basic risks. Under these rules, there are no restrictions on the operations of
the companies provided that the resulting net capital adequacy ratio exceeds 120%. As of March 31, 2019 and2020, the capital adequacy ratio of NSC exceeded 120%. Also, as of March 31, 2019 and 2020, the capital
adequacy ratio of NFPS also exceeded 120%.
In connection with providing brokerage, clearing, asset management and wealth management services toclients, Nomura maintains segregated accounts to hold financial assets such as cash and securities on behalf of its
clients. These accounts are typically governed by stringent statutory or regulatory rules in the relevant
jurisdiction where the accounts are maintained in order to protect the clients from loss.
As of March 31, 2019 and 2020, the total amount of segregated client cash recognized as an asset in
Deposits with stock exchanges and other segregated cash in the consolidated balance sheets was¥145,325 million and ¥112,245 million, respectively. As of March 31, 2019 and 2020, the total amount ofsegregated securities recognized as assets in Trading assets and Collateralized agreements in the consolidatedbalance sheets was ¥693,192 million and ¥901,180 million, respectively.
In the U.S., Nomura Securities International, Inc. (“NSI”) is registered as a broker-dealer under the
Securities Exchange Act of 1934 and is a futures commission merchant with the Commodity Futures Trading
Commission (“CFTC”). NSI is also regulated by self-regulatory organizations, such as the Financial Industry
Regulatory Authority (“FINRA”) and the Chicago Mercantile Exchange Group. NSI is subject to the SEC’s
Uniform Net Capital Rule (“Rule 15c3-1”) and other related rules, which require net capital, as defined under thealternative method, of not less than the greater of $1,000,000 or 2% of aggregate debit items arising from clienttransactions. NSI is also subject to CFTC Regulation 1.17 which requires the maintenance of net capital of 8% of
the total risk margin requirement, as defined, for all positions carried in client accounts and nonclient accounts or$1,000,000, whichever is greater. NSI is required to maintain net capital in accordance with the SEC, CFTC, orother various exchange requirements, whichever is greater. Another U.S. subsidiary, Nomura Global Financial
Products Inc. (“NGFP”) is registered as an OTC Derivatives Dealer under the Securities Exchange Act of 1934.
NGFP is subject to Rule 15c3-1 and applies Appendix F. NGFP is required to maintain net capital of$20,000,000 in accordance with the SEC. Another U.S. subsidiary, Instinet, LLC (“ILLC”) is a broker-dealer
registered with the SEC and is a member of FINRA. Further, ILLC is an introducing broker registered with the
CFTC and a member of the National Futures Association and various other exchanges. ILLC is subject to Rule15c3-1 which requires the maintenance of minimum net capital, as defined under the alternative method, equal to
the greater of $1,000,000, 2% of aggregate debit items arising from client transactions, or the CFTC minimum
requirement. Under CFTC rules, ILLC is subject to the greater of the following when determining its minimum
F-126

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
net capital requirement: $45,000 minimum net capital required as a CFTC introducing broker; the amount ofadjusted net capital required by a futures association of which it is a member; and the amount of net capitalrequired by Rule 15c3-1(a). As of March 31, 2019 and 2020, NSI, NGFP and ILLC were in compliance with
relevant regulatory capital related requirements.
In Europe, Nomura Europe Holdings plc (“NEHS”) is subject to consolidated regulatory supervision by the
Prudential Regulation Authority (“U.K. PRA”). The regulatory consolidation is produced in accordance with therequirements established under the Capital Requirements Directive and the Capital Requirements Regulation
which came into effect on January 1, 2014. Nomura International plc (“NIP”), the most significant of NEHS’
subsidiaries, acts as a securities brokerage and dealing business. NIP is regulated by the U.K. PRA and has
minimum capital adequacy requirements imposed on it on a standalone basis. In addition, Nomura BankInternational plc (“NBI”), another subsidiary of NEHS, is also regulated by the U.K. PRA on a standalone basis
and Nomura Financial Products Europe GmbH (“NFPE”), a Nomura subsidiary domiciled in Germany, isregulated by the German regulator (“BaFin”). As of March 31, 2019 and 2020, NEHS, NIP, NBI and NFPE werein compliance with relevant regulatory capital related requirements.
In Asia, Nomura International (Hong Kong) Limited (“NIHK”) and Nomura Singapore Ltd (“NSL”) areregulated by their local respective regulatory authorities. NIHK is licensed by the Securities and Futures
Commission in Hong Kong to carry out regulated activities including dealing and clearing in securities andfutures contracts, advising on securities, futures contracts and corporate finance and wealth management.
Activities of NIHK, including its branch in Taiwan, are subject to the Securities and Futures (Financial
Resources) Rules which require it, at all times, to maintain liquid capital at a level not less than its required liquid
capital. Liquid capital is the amount by which liquid assets exceed ranking liabilities. Required liquid capital iscalculated in accordance with provisions laid down in the Securities and Futures (Financial Resources) Rules.
NSL is a merchant bank with an Asian Currency Unit (“ACU”) license governed by the Monetary Authority ofSingapore (“MAS”). NSL carries out its ACU regulated activities including, among others, securities brokerageand dealing business. NSL is regulated and has minimum capital adequacy requirements imposed on it on astandalone basis by the MAS in Singapore. NIHK and NSL have been compliant with relevant regulatory capital
related requirements.
20. Affiliated companies and other equity-method investees:
Nomura’s significant affiliated companies and other equity-method investees include Nomura ResearchInstitute, Ltd. (“NRI”) and Nomura Real Estate Holdings, Inc. (“NREH”).
JAFCO
JAFCO Co. Ltd. (“JAFCO”), which is a listed company in Japan, manages various venture capital funds andprovides private equity-related investment services to portfolio companies. Nomura accounted for JAFCO using
the equity method because Nomura had the ability to exercise significant influence over operating and financial
decisions of JAFCO.
On July 28, 2017, Nomura disposed of its entire shareholding of 8,488,200 shares of JAFCO as part of ashare buy-back program by the company. As a result, JAFCO is no longer an equity-method affiliate of Nomura.
NRI
NRI develops and manages computer systems and provides research services and management consulting
services. One of the major clients of NRI is Nomura.
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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Nomura has tendered to the self-tender offer made by NRI. Upon the settlement on August 21, 2019,
Nomura has sold 101,889,300 ordinary shares it held at ¥159,966 million to NRI. NRI remains an equity method
affiliate of NHI. As a result of the transaction, a gain of ¥73,293 million was recognized in earnings within
Revenue—Other during the year ending March 31, 2020.
As of March 31, 2020, Nomura’s ownership of NRI was 28.8% and the remaining balance of equity method
goodwill included in the carrying value of the investment was ¥61,310 million.
NREH
NREH is the holding company of the Nomura Real Estate Group which is primarily involved in theresidential property development, leasing, investment management as well as other real estate-related activities.
As of March 31, 2020, Nomura’s ownership of NREH was 35.9% and the remaining balance of equity
method goodwill included in the carrying value of the investment was ¥11,012 million.
As a result of significant declines in global equity markets during the fourth quarter due to the COVID-19
pandemic, we assessed and concluded no other-than-temporary impairment losses were required to berecognized.
Summary financial information—
The following tables present summarized financial information for significant affiliated companies of
Nomura (including those elected for the fair value option) as of March 31, 2019 and 2020, and for the years
ended March 31, 2018, 2019 and 2020.
Millions of yen
March 3120192020

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,535,825
1,538,231¥2,559,985
1,669,132

Millions of yen
Year ended March 31
2018(1)
2019
2020

Net revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income attributable to the companies . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥949,055
768,419
122,623¥963,824
794,264
122,440(1) For JAFCO, financial information while it was an affiliated company of Nomura is included.

F-128¥1,017,860
791,403
155,567

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present a summary of balances and transactions with affiliated companies and other
equity-method investees as of March 31, 2019 and 2020, and for the years ended March 31, 2018, 2019 and2020.
Millions of yen
March 312019
2020

Investments in affiliated companies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other receivables from affiliated companies(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other payables to affiliated companies(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥436,220
1,425
2,998

¥367,641
25,074
27,648(1) As a result of adopting ASU 2016-02 as of April 1, 2019, ROU assets and operating lease liabilities areincluded by ¥23,733mil respectively.
Millions of yen
Year ended March 31
2018
2019
2020

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 1,677 ¥ 1,986 ¥ 3,833
Non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
46,63244,073
46,335Purchase of software, securities and tangible assets . . . . . . . . . . . . . . . . . . . . . . . .
26,83013,515
17,716
The following table presents the aggregate carrying amount and fair value of investments in affiliatedcompanies and other equity-method investees for which a quoted market price is available as of March 31, 2019and 2020.
Millions of yen
March 312019
2020

Carrying amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fair value . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥423,885
600,132¥357,751
511,667

The following table presents equity in earnings of equity-method investees, including those above anddividends from equity-method investees for the years ended March 31, 2018, 2019 and 2020.
Millions of yen
Year ended March 31
2018
2019
2020

Equity in earnings of equity-method investees(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥34,516 ¥32,014 ¥32,109
Dividends from equity-method investees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
13,29012,971
11,767(1) Equity in earnings of equity-method investees is reported within Revenue-Other in the consolidated
statements of income.

F-129

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
21. Commitments, contingencies and guarantees:
Commitments—
Credit and investment commitments
In connection with its banking and financing activities, Nomura provides commitments to extend credit
which generally have fixed expiration dates. In connection with its investment banking activities, Nomura enters
into agreements with clients under which Nomura commits to underwrite securities that may be issued by theclients. As a member of certain central clearing counterparties, Nomura is committed to provide liquidity
facilities through entering into reverse repo transactions backed by government and government agency debt
securities with those counterparties in a situation where a default of another clearing member occurs. The
outstanding commitments under these agreements are included below in commitments to extend credit.
Nomura has commitments to invest in various partnerships and other entities and also has commitments toprovide financing for investments related to these partnerships. The outstanding commitments under these
agreements are included in commitments to invest.
The following table presents a summary of the key types of outstanding commitments provided by Nomura
as of March 31, 2019 and 2020.
Millions of yen
March 31, 2019 March 31, 2020

Commitments to extend credit
Liquidity facilities to central clearing counterparties . . . . . . . . . . . . . . . . . . . .
Other commitments to extend credit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,593,439
1,100,929¥1,288,774
958,659

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,694,368¥2,247,433

Commitments to invest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥¥14,413

15,278

As of March 31, 2020, these commitments had the following maturities:
Millions of yen
Years to maturity
Less than
1 to 33 to 5
1 year
years
years

Total
contractual
amountMore than
5 years

Commitments to extend credit
Liquidity facilities to central clearing
counterparties . . . . . . . . . . . . . . . . . . . . . . .
Other commitments to extend credit . . . . . . .

¥1,288,774
958,659¥1,288,774
110,312¥—139,295¥—
167,322¥

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,247,433¥1,399,086¥139,295¥167,322¥541,730

Commitments to invest . . . . . . . . . . . . . . . . . . . . .

¥

¥

¥

¥

¥

15,278

491

4

5,628

—
541,730
9,155

The contractual amounts of these commitments to extend credit represent the amounts at risk but only if thecontracts are fully drawn upon, should the counterparties default, and assuming the value of any existing
collateral becomes worthless. The total contractual amount of these commitments may not represent future cash
requirements since the commitments may expire without being drawn upon. The credit risk associated with thesecommitments varies depending on the clients’ creditworthiness and the value of collateral held. Nomura
evaluates each client’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemednecessary by Nomura upon extension of credit, is based on credit evaluation of the counterparty.
F-130

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Other commitments
Purchase obligations for goods or services that include payments for construction-related, advertising, andcomputer and telecommunications maintenance agreements amounted to ¥69,003 million as of March 31, 2019and ¥126,949 million as of March 31, 2020.
As of March 31, 2020, these purchase obligations had the following maturities:

Purchase obligations . . . . . . . . . . . . . . . .

Total

Less than
1 year¥126,949¥20,523

Millions of yen
Years of payment
1 to 2
2 to 33 to 4
years
years
years

¥24,206¥11,514¥8,2804 to 5years

More than
5 years¥112¥62,314

Above table includes the commitment to purchase parts of the redeveloped real estate in Tokyo Nihonbashi
district from the redevelopment partnership. See Note 23 “Significant subsequent events” for further information.
Nomura has commitments under resale and repurchase agreements including amounts in connection withcollateralized agreements and collateralized financing. These commitments amounted to ¥1,071 billion for resaleagreements and ¥719 billion for repurchase agreements as of March 31, 2019 and ¥1,969 billion for resaleagreements and ¥677 billion for repurchase agreements as of March 31, 2020.
In Japan, there is a market in which participants lend and borrow debt and equity securities without
collateral to and from financial institutions. Under these arrangements, Nomura had obligations to return debt
and equity securities borrowed without collateral of ¥441 billion and ¥928 billion as of March 31, 2019 and2020, respectively.
As a member of various securities clearing houses and exchanges, Nomura may be required to assume acertain share of the financial obligations of another member who may default on its obligations to the clearing
house or the exchange. These guarantees are generally required under the membership agreements. To mitigate
these risks, exchanges and clearing houses often require members to post collateral. The potential for Nomura to
make payments under such guarantees is deemed remote.
Contingencies
Investigations, lawsuits and other legal proceedings
In the normal course of business as a global financial services entity, Nomura is involved in investigations,lawsuits and other legal proceedings and, as a result, may suffer loss from any fines, penalties or damages
awarded against Nomura, any settlements Nomura chooses to make to resolve a matter, and legal and otheradvisory costs incurred to support and formulate a defense.
The ability to predict the outcome of these actions and proceedings is inherently difficult, particularly whereclaimants are seeking substantial or indeterminate damages, where investigations and legal proceedings are at an
early stage, where the matters present novel legal theories or involve a large number of parties, or which takeplace in foreign jurisdictions with complex or unclear laws.
The Company regularly evaluates each legal proceeding and claim on a case-by-case basis in consultation
with external legal counsel to assess whether an estimate of possible loss or range of loss can be made, if
recognition of a liability is not appropriate. In accordance with ASC 450 “Contingencies” (“ASC 450”), the
F-131

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Company recognizes a liability for this risk of loss arising on each individual matter when a loss is probable andthe amount of such loss or range of loss can be reasonably estimated. The amount recognized as a liability isreviewed at least quarterly and is revised when further information becomes available. If these criteria are not
met for an individual matter, such as if an estimated loss is only reasonably possible rather than probable, noliability is recognized. However, where a material loss is reasonably possible, the Company will disclose detailsof the legal proceeding or claim below. Under ASC 450 an event is defined as reasonably possible if the chanceof the loss to the Company is more than remote but less than probable.
The most significant actions and proceedings against Nomura are summarized below. The Company
believes that, based on current information available as of the date of these consolidated financial statements, theultimate resolution of these actions and proceedings will not be material to the Company’s financial condition.
However, an adverse outcome in certain of these matters could have a material adverse effect on the consolidated
statements of income or cash flows in a particular quarter or annual period.
For certain of the significant actions and proceedings described below, the Company is currently able toestimate the amount of reasonably possible loss, or range of reasonably possible losses, in excess of amounts
recognized as a liability (if any) against such cases. These estimates are based on current information available asof the date of these consolidated financial statements and include, but are not limited to, the specific amount ofdamages or claims against Nomura in each case. As of June 30, 2020, for those cases where an estimate of therange of reasonably possible losses can be made, the Company estimates that the total aggregate reasonably
possible maximum loss in excess of amounts recognized as a liability (if any) against these cases isapproximately ¥53 billion.
While the COVID-19 pandemic has delayed the potential resolution of certain actions and proceedings, it
has not had a direct significant impact on the amount of liabilities recognized in respect of these matters as ofJune 30, 2020 nor the total aggregate reasonably possible maximum loss disclosed above.
For certain other significant actions and proceedings, the Company is unable to provide an estimate of thereasonably possible loss or range of reasonably possible losses because, among other reasons, (i) the proceedings
are at such an early stage there is not enough information available to assess whether the stated grounds for theclaim are viable; (ii) damages have not been identified by the claimant; (iii) damages are unsupported and/or
exaggerated; (iv) there is uncertainty as to the outcome of pending appeals or motions; (v) there are significant
legal issues to be resolved that may be dispositive, such as the applicability of statutes of limitations; (vi) there
are novel or unsettled legal theories underlying the claims and/or (vii) a judgment has been made against Nomura
but detailed reasons for the basis for the judgment and how the amount of the judgment has been determined
have not yet been received.
Nomura will continue to cooperate with regulatory investigations and to vigorously defend its position in
the ongoing actions and proceedings set out below, as appropriate.
In January 2008, Nomura International plc (“NIP”) was served with a tax notice issued by the tax authorities
in Pescara, Italy alleging breaches by NIP of the U.K.-Italy Double Taxation Treaty of 1998 (“Tax Notice”). The
alleged breaches relate to payments to NIP of tax credits on dividends on Italian shares. The Tax Notice not only
denies certain payments to which NIP claims to be entitled but also seeks reimbursement of approximately EUR
33.8 million, plus interest, already refunded. NIP continues vigorously to challenge the Pescara Tax Court’s
decisions in favor of the local tax authorities.
Similar claims have been made by the tax authorities against IBJ Nomura Financial Products (UK) PLC(“IBJN”) a group company which has been in members’ voluntary liquidation since 2000. An Italian Supreme
F-132

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Court judgment in June 2019 confirmed that tax credit refunds of approximately EUR 38 million, plus interest,
were payable by IBJN to the Italian tax authorities. NIP continues to assess the position.
In October 2010 and June 2012, two actions were brought against NIP, seeking recovery of payments
allegedly made to NIP by Fairfield Sentry Ltd. and Fairfield Sigma Ltd. (collectively, “Fairfield Funds”), which
are now in liquidation and were feeder funds to Bernard L. Madoff Investment Securities LLC (in liquidation
pursuant to the Securities Investor Protection Act in the U.S. since December 2008) (“BLMIS”). The first suit
was brought by the liquidators of the Fairfield Funds. It was filed on October 5, 2010 in the Supreme Court of theState of New York, but was subsequently removed to the United States Bankruptcy Court for the Southern
District of New York. The second suit was brought by the Trustee for the liquidation of BLMIS (“Madoff
Trustee”). NIP was added as a defendant in June 2012 when the Madoff Trustee filed an amended complaint in
the United States Bankruptcy Court for the Southern District of New York. Both actions seek to recover
approximately $35 million.
In April 2011, the Federal Home Loan Bank of Boston (“FHLB-Boston”) commenced proceedings in the
Superior Court of Massachusetts against numerous issuers, sponsors and underwriters of residential mortgagebacked securities (“RMBS”), and their controlling persons, including Nomura Asset Acceptance Corporation(“NAAC”), Nomura Credit & Capital, Inc., Nomura Securities International, Inc. (“NSI”) and Nomura Holding
America Inc. The action alleged that FHLB-Boston purchased RMBS certificates in four offerings issued by
NAAC in the original principal amount of approximately $406 million, for which the offering materials
contained untrue statements or omitted material facts concerning the underwriting standards used by the original
lenders and the characteristics of the loans underlying the securities. On December 16, 2019, the parties settled
the matter for $34 million and the action has been dismissed.
In November 2011, NIP was served with a claim filed by the Madoff Trustee in the United States
Bankruptcy Court for the Southern District of New York. This is a clawback action similar to claims filed by the
Madoff Trustee against numerous other institutions. The Madoff Trustee alleges that NIP received redemptions
from the BLMIS feeder fund, Harley International (Cayman) Limited in the six years prior to December 11, 2008
(the date proceedings were commenced against BLMIS) and that these are avoidable and recoverable under the
U.S. Bankruptcy Code and New York law. The amount that the Madoff Trustee is currently seeking to recoverfrom NIP is approximately $21 million.
In March 2013, Banca Monte dei Paschi di Siena SpA (“MPS”) issued a claim in the Italian Courts against(1) two former directors of MPS and (2) NIP. MPS alleged that the former directors improperly caused MPS toenter into certain structured financial transactions with NIP in 2009 (“Transactions”) and that NIP acted
fraudulently and was jointly liable for the unlawful conduct of MPS’s former directors. MPS claimed damages of
not less than EUR 1.1 billion.
In March 2013, NIP commenced a claim against MPS in the English Courts. The claim was for declaratory
relief confirming that the Transactions remained valid and contractually binding. MPS filed and served its
defence and counterclaim to these proceedings in March 2014. MPS alleged in its counterclaim that NIP was
liable to make restitution of a net amount of approximately EUR 1.5 billion, and sought declarations regarding
the illegality and invalidity of the Transactions.
On September 23, 2015, NIP entered into a settlement agreement with MPS to terminate the Transactions.
NIP believes that the Transactions were conducted legally and appropriately, and does not accept the allegations
made against it or admit any wrongdoing. Taking into account the views of relevant European financial
authorities and the advice provided by external experts, NIP considered it to be in its best interests to reach a
F-133

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
settlement in relation to this matter. As part of the agreement, the Transactions were unwound at a discount of
EUR 440 million in favour of MPS and the civil proceedings between MPS and NIP in Italy and England,
respectively, will no longer be pursued. Pursuant to the settlement agreement MPS and NIP applied to the Italian
Courts to discontinue the proceedings brought by MPS against NIP. These proceedings have since been
discontinued.
In April 2013, an investigation was commenced by the Public Prosecutor’s office in Siena, Italy, into
various allegations against MPS and certain of its former directors, including in relation to the Transactions. The
investigation was subsequently transferred to the Public Prosecutor of Milan. On April 3, 2015, the Public
Prosecutor’s office in Milan issued a notice concluding its preliminary investigation. The Public Prosecutor wasseeking to indict MPS, three individuals from MPS’s former management, NIP and two former NIP employees
for, among others, the offences of false accounting and market manipulation in relation to MPS’s previous
accounts. The preliminary hearing at which the Milan criminal court considered whether or not to grant theindictment concluded on October 1, 2016, the Judge ordering the trial of all individuals and banks involved
except for MPS (which entered into a plea bargaining agreement with the Public Prosecutor). The trial
commenced in December 2016. As part of these proceedings, a number of civil claimants have been permitted tobring damages claims against a number of entities and individuals, including NIP.
On November 8, 2019, the court delivered its oral verdict, finding two former employees of NIP guilty offalse accounting, market manipulation and obstructing the supervisory activities of CONSOB and that NIP had
breached Italian corporate liability legislation. In so doing it imposed a fine of EUR 3.45 million on NIP as wellas ordering confiscation of EUR 88 million. On May 12, 2020, the court issued the detailed reasoning for theverdict (including the rationale for the penalties imposed). As of the date of these consolidated financial
statements, NIP continues to analyze the contents of the written reasoning to determine all of its options,
including any appeal. The penalties will not be enforceable until all appeals have been concluded.
In addition, NIP is involved in a number of separate civil or administrative matters relating to theTransactions including those described further below.
In July 2013, a claim was issued against former directors of MPS, and NIP, by the shareholder group
Fondazione Monte dei Paschi di Siena (“FMPS”). The grounds of the FMPS claim are similar to those on which
the MPS claim was founded. The level of damages sought by FMPS is not less than EUR 315.2 million.
In January 2018, a claim before the Italian Courts brought by two claimants, Alken Fund Sicav (on behalf of
two Luxembourg investment funds Alken Fund European Opportunities and Alken Fund Absolute Return
Europe) and Alken Luxembourg S.A (the funds’ management company) was served on NIP. The claim is madeagainst NIP, MPS, four MPS former directors and a member of MPS’s internal audit board, and seeks monetarydamages of approximately EUR 434 million on the basis of allegations similar to those made in the MPS and
FMPS claims, as well as non-monetary damages in an amount left to be quantified by the Judge.
In May 2019, a claim before the Italian Courts brought by York Global Finance Offshore BDH(Luxembourg) Sàrl and a number of seemingly related funds was served on NIP. The claim is made against NIP,
MPS, two MPS former directors and a member of MPS’s internal audit board, and seeks monetary damages ofapproximately EUR 186.7 million on grounds similar to those in the MPS and FMPS claims, as well as nonmonetary damages in an amount left to be quantified by the Judge.
Additionally, NIP was served by the Commissione Nazionale per le Società e la Borsa (“CONSOB”, theItalian financial regulatory authority) with a notice commencing administrative sanction proceedings for market
F-134

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
manipulation in connection with the Transactions. In relation to the Transactions, the notice named MPS, three
individuals from MPS’s former management and two former NIP employees as defendants, whereas NIP wasnamed only in its capacity as vicariously liable to pay any fines imposed on the former NIP employees. On
May 22, 2018 CONSOB issued its decision in which it levied EUR 100,000 fines in relation to each of the twoformer NIP employees. In addition, CONSOB decided that the two employees do not meet the necessary Italian
law integrity requirements to perform certain senior corporate functions, for a period of three months andsix months respectively. NIP is vicariously liable to pay the fines imposed on its former employees. NIP has paid
the fines and appealed the decision to the Milan Court of Appeal.
In June 2016 and August 2016, Nomura International (Hong Kong) Limited (“NIHK”) and Nomura Special
Investments Singapore Pte Limited (“NSIS”) were respectively served with a complaint filed in the Taipei
District Court against NIHK, NSIS and certain individuals by Cathay United Bank, Co., Ltd., Taiwan
Cooperative Bank Ltd., Chang Hwa Commercial Bank Ltd., Taiwan Business Bank Ltd., KGI Bank and Hwatai
Bank Ltd. (collectively, “Syndicate Banks”). The Syndicate Banks’ complaint relates to a $60 million syndicatedterm loan to a subsidiary of Ultrasonic AG that was arranged by NIHK, and made by the Syndicate Banks
together with NSIS. The Syndicate Banks’ allegations in the complaint include allegations that NIHK failed tocomply with its fiduciary duties to the lenders as the arranger of the loan and the Syndicate Banks seek to recover
approximately $48 million in damages and interest.
In March 2017, certain subsidiaries of American International Group, Inc. (“AIG”) commenced proceedingsin the District Court of Harris County, Texas against certain entities and individuals, including NSI, in
connection with a 2012 offering of $750 million of certain project finance notes, of which $92 million allegedly
were purchased by AIG. AIG alleges violations of the Texas Securities Act based on material misrepresentations
and omissions in connection with the marketing, offering, issuance and sale of the notes and seeks rescission of
the purchases or compensatory damages.
Various authorities continue to conduct investigations concerning the activities of NIP, other entities in the
Nomura Group and other third parties in respect of government, supranational, sub-sovereign and agency debt
securities trading. These investigations relate to various matters including certain activities of NIP in Europe forwhich NIP and the Company have received a Statement of Objections from the European Commission(“Commission”) which reflects the Commission’s initial views around certain historical conduct. NIP and NSI
were also named as defendants in class action complaints filed in the United States District Court for theSouthern District of New York alleging violations of U.S. antitrust law relating to the alleged manipulation of thesecondary trading market for supranational, sub-sovereign and agency bonds. NIP and NSI are also defendants ina similar class action complaint filed in the Toronto Registry Office of the Federal Court of Canada alleging
violations of Canadian competition law. Additionally, NIP and NSI have been served with a separate class action
complaint filed in the United States Court for the Southern District of New York alleging violations of U.S.
antitrust law in relation to the alleged manipulation of the primary and secondary markets for European
government bonds.
In September 2017 and November 2017, NIHK and NSIS were respectively served with a complaint filed in
the Taipei District Court against NIHK, NSIS, China Firstextile (Holdings) Limited (“FT”) and certain
individuals by First Commercial Bank, Ltd., Land Bank of Taiwan Co., Ltd., Chang Hwa Commercial Bank Ltd.,Taishin International Bank, E.Sun Commercial Bank, Ltd., CTBC Bank Co., Ltd., Hwatai Bank, Ltd. and Bankof Taiwan (collectively, “FT Syndicate Banks”). The FT Syndicate Banks’ complaint relates to a $100 million
syndicated term loan facility to borrower FT that was arranged by NIHK, and made by the FT Syndicate Banks
together with NSIS. The FT Syndicate Banks’ allegations in the complaint include tort claims under Taiwan law
against the defendants. The FT Syndicate Banks seek to recover approximately $68 million in damages andinterest.
F-135

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
In July 2018, a former Italian counterparty filed a claim against NIP in the Civil Court of Rome relating to a
derivative transaction entered into by the parties in 2006, and terminated in 2009. The claim alleges thatpayments by the counterparty to NIP of approximately EUR 165 million were made in breach of Italianinsolvency law, and seeks reimbursement of those payments.
The United States Securities and Exchange Commission (“SEC”) and the United States Department ofJustice investigated past activities of several former employees of NSI in respect of commercial and residential
mortgage-backed securities transactions. NSI entered into settlements with the SEC on July 15, 2019, concerning
its supervision of certain former employees. Pursuant to the settlements, NSI paid penalties of $1.5 million to the
SEC and deposited $25 million in a segregated account which will be used to reimburse certain customers inconnection with the related cases.
In August 2017, the Cologne public prosecutor in Germany notified NIP that it is investigating possible tax
fraud by individuals who worked for the Nomura Group in relation to the historic planning and execution of
trading strategies around dividend record dates in certain German equities (known as “cum/ex” trading) and in
relation to filings of tax reclaims in 2007 to 2012. During the fiscal year ended March 31, 2020, Nomura Group
became aware that certain of those individuals would be the subject of investigative proceedings in Germany.
NIP and another entity in the Nomura Group are cooperating with the investigation, including by disclosing to
the public prosecutor certain documents and trading data. If the investigation involving Nomura Group entities
and former individuals proceeds to trial, the individuals could face criminal sanctions and Nomura Group entities
could face administrative sanctions such as administrative fines or profit confiscation orders. It is not yet possible
to reasonably estimate the potential losses which may arise from any administrative sanction imposed on a
Nomura Group entity.
Other mortgage-related contingencies in the U.S.
Certain of the Company’s subsidiaries in the U.S. securitized residential mortgage loans in the form of
RMBS. These subsidiaries did not generally originate mortgage loans, but purchased mortgage loans from thirdparty loan originators (“originators”). In connection with such purchases, these subsidiaries received loan level
representations from the originators. In connection with the securitizations, the relevant subsidiaries provided
loan level representations and warranties of the type generally described below, which mirror the representations
the subsidiaries received from the originators.
The loan level representations made in connection with the securitization of mortgage loans were generally
detailed representations applicable to each loan and addressed characteristics of the borrowers and properties.
The representations included, but were not limited to, information concerning the borrower’s credit status, theloan-to-value ratio, the owner occupancy status of the property, the lien position, the fact that the loan was
originated in accordance with the originator’s guidelines, and the fact that the loan was originated in compliancewith applicable laws. Certain of the RMBS issued by the subsidiaries were structured with credit protection
provided to specified classes of certificates by monoline insurers.
The relevant subsidiaries have received claims demanding the repurchase of certain loans from trustees ofvarious securitization trusts, made at the instance of one or more investors, or from certificate insurers. The total
original principal amount of loans for which repurchase claims were received by the relevant subsidiaries within
six years of each securitization is $3,203 million. The relevant subsidiaries summarily rejected any demand for
repurchase received after the expiration of the statute of limitations applicable to breach of representation claims.
For those claims received within six years, the relevant subsidiaries reviewed each claim received, and rejected
those claims believed to be without merit or agreed to repurchase certain loans for those claims that the relevant
F-136

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
subsidiaries determined to have merit. In several instances, following the rejection of repurchase demands,
investors instituted actions through the trustee alleging breach of contract. The breach of contract claims thatwere brought within the six-year statute of limitations for breach of contract actions have survived motions to
dismiss. These claims involve substantial legal, as well as factual, uncertainty and the Company cannot provide
an estimate of reasonably possible loss at this time, in excess of the existing reserve.
Administrative action by Financial Services Agency of JapanOn May 28, 2019, Nomura Securities Co., Ltd. (“NSC”) received an administrative action (a business
improvement order) from Financial Services Agency of Japan (“FSA”) in accordance with Article 51 of the
Financial Instruments and Exchange Act of Japan (“FIEA”) due to NSC’s improper communication of
information. On the same day, for the same reason, the Company also received an administrative action (abusiness improvement order) from FSA in accordance with Article 57-19 (1) of the FIEA. Because of suchadministrative action, NSC has lost some of business opportunities. On June 3, 2019, the Company and NSC
submitted reports on their business improvement measures to FSA and the reports were accepted by FSA.
However, there is a possibility that Nomura will continue to lose business opportunities due to the damage to our
reputation and other causes, and the Company’s financial condition and business performance may be affected
onward. However, it is difficult for the Company to reasonably estimate the financial impact at this moment.
Guarantees—
In the normal course of business, Nomura enters into various guarantee arrangements with counterparties in
the form of standby letters of credit and other guarantees, which generally have a fixed expiration date.
In addition, Nomura enters into certain derivative contracts that meet the accounting definition of aguarantee, namely derivative contracts that contingently require a guarantor to make payment to a guaranteed
party based on changes in an underlying that relate to an asset, liability or equity security held by a guaranteed
party. Since Nomura does not track whether its clients enter into these derivative contracts for speculative or
hedging purposes, Nomura has disclosed below information about derivative contracts that could meet theaccounting definition of guarantees.
For information about the maximum potential amount of future payments that Nomura could be required tomake under certain derivatives, the notional amount of contracts has been disclosed. However, the maximum
potential payout for certain derivative contracts, such as written interest rate caps and written currency options,cannot be estimated, as increases in interest or foreign exchange rates in the future could be theoreticallyunlimited.
Nomura records all derivative contracts at fair value on its consolidated balance sheets. Nomura believes thenotional amounts generally overstate its risk exposure. Since the derivative contracts are accounted for at fairvalue, carrying value is considered the best indication of payment and performance risk for individual contracts.

F-137

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents information on Nomura’s derivative contracts that could meet the accounting
definition of a guarantee and standby letters of credit and other guarantees.
Millions of yen
March 312019

Derivative contracts(1)(2) . . . . . . . . . . . . . . . . . . . . . . .
Standby letters of credit and other guarantees(3) . . . . .

2020

Carryingvalue

Maximum
potential
payout /Notional total

Carryingvalue

Maximum
potential
payout /Notional total¥4,315,743
80¥281,605,308
5,764¥7,197,647—¥279,734,884
2,351(1) Credit derivatives are disclosed in Note 3 “Derivative instruments and hedging activities” and are excluded
from derivative contracts.
(2) Derivative contracts primarily consist of equity, interest rate and foreign exchange contracts.
(3) The amounts of collaterals held in connection with standby letters of credit and other guarantees as ofMarch 31, 2019 and March 31, 2020 was ¥2,481 million and ¥nil, respectively.
The following table presents maturity information on Nomura’s derivative contracts that could meet theaccounting definition of a guarantee and standby letters of credit and other guarantees as of March 31, 2020.

Carrying
value

Total

Millions of yen
Maximum potential payout/NotionalYears to Maturity
Less than
1 year1 to 3 years
3 to 5 years

More than
5 years

Derivative contracts . . . . . . . . . ¥7,197,647 ¥279,734,884 ¥71,355,150 ¥77,870,884 ¥35,538,204 ¥94,970,646
Standby letters of credit andother guarantees . . . . . . . . . .
—
2,351
10
1,184
1,156
1
22. Segment and geographic information:
Operating segments—
Nomura’s operating management and management reporting are prepared based on the Retail, the AssetManagement, and the Wholesale segments. Nomura structures its business segments based upon the nature of its
main products and services, its client base and its management structure. The operating results of the MerchantBanking division are included in “Other.”
The accounting policies for segment information follow U.S. GAAP, except for the impact of unrealized
gains/losses on investments in equity securities held for operating purposes, which under U.S. GAAP are
included in Income (loss) before income taxes, but excluded from segment information.
Revenues and expenses directly associated with each business segment are included in the operating resultsof each respective segment. Revenues and expenses that are not directly attributable to a particular segment areallocated to each respective business segment or included in “Other,” based upon Nomura’s allocation
methodologies as used by management to assess each segment’s performance.
Business segments’ results are shown in the following tables. Net interest revenue is disclosed because
management views interest revenue net of interest expense for its operating decisions. Business segments’F-138

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
information on total assets is not disclosed because management does not utilize such information for its
operating decisions and therefore, it is not reported to management.
Millions of yen
RetailAsset
Management

Wholesale

Other(Incl. elimination)

Total

Year ended March 31, 2018
Non-interest revenue . . . . . . . . . . . . . . . . . .
Net interest revenue . . . . . . . . . . . . . . . . . . .

¥406,295
6,613¥118,545
8,792¥ 587,474
127,859¥272,271(32,778)¥1,384,585
110,486

Net revenue . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . .

412,908
309,771

127,337
61,167715,333
614,745

239,493
183,128

1,495,071
1,168,811

Income before income taxes . . . . . . . . . . . .

¥103,137¥ 66,170¥ 100,588¥ 56,365¥ 326,260

Year ended March 31, 2019
Non-interest revenue . . . . . . . . . . . . . . . . . .
Net interest revenue . . . . . . . . . . . . . . . . . . .

¥331,743
7,737¥ 89,607
8,238¥ 496,484
58,904¥147,524(16,263)¥1,065,358
58,616

Net revenue . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . .

339,480
289,990

97,84563,660555,388666,787

131,261
134,034

1,123,974
1,154,471

Income (loss) before income taxes . . . . . . .

¥ 49,490¥ 34,185¥(111,399)¥ (2,773)¥ (30,497)

Year ended March 31, 2020
Non-interest revenue . . . . . . . . . . . . . . . . . .
Net interest revenue . . . . . . . . . . . . . . . . . . .

¥329,983
6,376¥ 85,190
7,415¥ 506,203
142,416¥257,961(26,388)¥1,179,337
129,819

Net revenue . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . .

336,359
286,926

92,60563,833648,619556,399

231,573
132,410

1,309,156
1,039,568

Income (loss) before income taxes . . . . . . .

¥ 49,433¥ 28,772¥ 92,220¥ 99,163¥ 269,588

Transactions between operating segments are recorded within segment results on commercial terms andconditions and are eliminated in “Other.”
The following table presents the major components of Income (loss) before income taxes in “Other” for theyears ended March 31, 2018, 2019 and 2020.

2018

Millions of yen
Year ended March 31
2019

2020

Net gain (loss) related to economic hedging transactions . . . . . . . . . . . . . ¥ (6,461) ¥1,800 ¥ 17,548
Realized gain on investments in equity securities held for operating
purposes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
785
221
6,601
Equity in earnings of affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
34,24832,532
34,990
Corporate items . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(41,884)(35,996)(22,240)
Other(1)(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
69,677(1,330)62,264
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥56,365¥(2,773) ¥99,163(1) Amounts reported for the year ended March 31, 2018 include the gain recognized in earnings in connection
with the liquidation of a non-Japanese subsidiary during the year.
(2) Includes gain of ¥73,293 million from the partial sale of Nomura’s investment in ordinary shares of Nomura
Research Institute, Ltd. for the year ended March 31, 2020.
F-139

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The table below presents reconciliations of the combined business segments’ results included in thepreceding table to Nomura’s reported Net revenue, Non-interest expenses and Income (loss) before income taxes
in the consolidated statements of income for the years ended March 31, 2018, 2019 and 2020.

2018

Millions of yen
Year ended March 31
2019

2020

Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized gain (loss) on investments in equity securities held for
operating purposes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,495,071¥1,123,974¥1,309,156

1,898(7,204)(21,327)

Consolidated net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,496,969¥1,116,770¥1,287,829

Non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized gain (loss) on investments in equity securities held for
operating purposes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,168,811¥1,154,471¥1,039,568

—

—

—

Consolidated non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,168,811¥1,154,471¥1,039,568

Income (loss) before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized gain (loss) on investments in equity securities held for
operating purposes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 326,260¥ (30,497) ¥ 269,588

Consolidated income (loss) before income taxes . . . . . . . . . . . . . . . . . . .

¥ 328,158

1,898(7,204)(21,327)¥ (37,701) ¥ 248,261

Geographic information—
Nomura’s identifiable assets, revenues and expenses are generally allocated based on the country of
domicile of the legal entity providing the service. However, because of the integration of the global capital
markets and the corresponding global nature of Nomura’s activities and services, it is not always possible to
make a precise separation by location. As a result, various assumptions, which are consistent among years, havebeen made in presenting the following geographic data.

F-140

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The tables below present a geographic allocation of Net revenue and Income (loss) before income taxes fromoperations by geographic areas for the years ended March 31, 2018, 2019 and 2020 and Long-lived assets
associated with Nomura’s operations as of March 31, 2018, 2019 and 2020. Net revenue in “Americas” and“Europe” substantially represents Nomura’s operations in the U.S. and the U.K., respectively. Net revenue andLong-lived assets have been allocated based on transactions with external customers while Income (loss) before
income taxes has been allocated based on the inclusion of intersegment transactions.

2018

Millions of yen
Year ended March 31
2019

2020

Net revenue(1):Americas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia and Oceania . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 268,653
168,186
68,011¥ 169,581
131,175
47,977¥ 229,265
115,483
42,571

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

504,850
992,119

348,733
768,037

387,319
900,510

Consolidated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,496,969¥1,116,770¥1,287,829

Income (loss) before income taxes:
Americas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia and Oceania . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥(8,771) ¥ (114,081) ¥7,354(14,654)(56,851)(14,067)
22,751
5,014
19,817

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(674)
328,832

Consolidated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 328,158(165,918)
128,217

13,104
235,157¥ (37,701) ¥ 248,261
March 31
2019

2018

2020

Long-lived assets:
Americas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia and Oceania . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 117,323
67,0108,613

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

192,946
231,003117,238
252,420

166,701
292,212

Consolidated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 423,949¥ 369,658¥ 458,913¥

50,82956,821
9,588¥

84,90452,17929,618(1) There is no revenue derived from transactions with a single major external customer.

23. Significant subsequent events:
Rights conversion related to the Tokyo Nihonbashi district redevelopment project
On May 20, 2020, the rights conversion plan of the Tokyo Nihonbashi district redevelopment project inwhich Nomura participate as members of the redevelopment partnership was approved by Tokyo Metropolitan
Government. The rights conversion became effective on May 29, 2020.
F-141

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
As a result, Nomura is entitled to receive ownership in the redeveloped real estate in the future and cash
representing compensation for loss of rental income and other related expenses, in exchange for the assets it heldin that area.
Nomura will record an income before income taxes of approximately ¥70 billion as the difference between
the carrying value of the transferred assets and the fair value of the acquired assets during the first quarter of the
fiscal year ending March 31, 2021. In addition, Nomura has committed to purchase other parts of the redeveloped
real estate from the partnership upon its completion, and the amount of the commitment is included in Note 21“Commitments, contingencies and guarantees.”
24. Supplementary subsidiary guarantee information required under SEC rules:
The Company provides several guarantees of debt of its subsidiaries. The Company has fully andunconditionally guaranteed the securities issued by Nomura America Finance LLC, which is an indirect, wholly
owned finance subsidiary of the Company.

F-142

INDEX OF EXHIBITS
Exhibit
Number

1.1
1.2
1.3
1.4
1.5
1.6
2.1

2.2
4.1
4.2
4.3
8.1
11.1
11.2
12.1
12.2
13.1
13.2
15.1
101.INS
101.SCH
101.CAL
101.DEF
101.LAB
101.PRE104

Description

Articles of Incorporation of Nomura Holdings, Inc. (English translation) (filed on June 25, 2015 as
an exhibit to the Annual Report on Form 20-F (File No. 001-15270) and incorporated herein byreference)
Share Handling Regulations of Nomura Holdings, Inc. (English translation) (filed on June 25,2015 as an exhibit to the Annual Report on Form 20-F (File No. 001-15270) and incorporated
herein by reference)
Regulations of the Board of Directors of Nomura Holdings, Inc. (English translation)
Regulations of the Nomination Committee of Nomura Holdings, Inc. (English translation) (filedon June 23, 2016 as an exhibit to the Annual Report on Form 20-F (File No. 001-15270) andincorporated herein by reference)
Regulations of the Audit Committee of Nomura Holdings, Inc. (English translation)
Regulations of the Compensation Committee of Nomura Holdings, Inc. (English translation) (filedon June 27, 2012 as an exhibit to the Annual Report on Form 20-F (File No. 001-15270) andincorporated herein by reference)
Form of Deposit Agreement among Nomura Holdings, Inc., The Bank of New York Mellon as
depositary and all owners and holders from time to time of American Depositary Receipts,
including the form of American Depositary Receipt (filed on April 28, 2010 as an exhibit to theRegistration Statement on Form F-6 (File No. 333-166346) and incorporated herein byreference)
Description of rights of each class of securities registered under Section 12 of the Securities
Exchange Act of 1934 (filed on June 25, 2019 as an exhibit to the Annual Report on Form 20-F
(File No. 001-15270) and incorporated herein by reference)
Limitation of Liability Agreement (filed on June 30, 2011 as an exhibit to the Annual Report on
Form 20-F (File No. 001-15270) and incorporated herein by reference)(1)Limitation of Liability Agreement (English translation) (filed on June 25, 2015 as an exhibit to theAnnual Report on Form 20-F (File No. 001-15270) and incorporated herein by reference)(2)Limitation of Liability Agreement (filed on June 25, 2015 as an exhibit to the Annual Report on
Form 20-F (File No. 001-15270) and incorporated herein by reference)(3)Subsidiaries of Nomura Holdings, Inc.—See Item 4.C. “Organizational Structure” in this annual
report.
Nomura Group Code of Conduct 2020 (English translation)
Nomura Group Code of Ethics for Financial Professionals (English translation)
Certification of the principal executive officer required by 17 C.F.R. 240. 13a-14(a)Certification of the principal financial officer required by 17 C.F.R. 240. 13a-14(a)Certification of the chief executive officer required by 18 U.S.C. Section 1350
Certification of the chief financial officer required by 18 U.S.C. Section 1350
Consent of Ernst & Young ShinNihon LLC with respect to its report on the audit of the financial
statements included in this annual report
Inline XBRL Instance Document—the instance document does not appear in the Interactive Data
File because its XBRL tags are embedded within the Inline XBRL document
Inline XBRL Taxonomy Extension Schema Document
Inline XBRL Taxonomy Extension Calculation Linkbase Document
Inline XBRL Taxonomy Extension Definition Linkbase Document
Inline XBRL Taxonomy Extension Label Linkbase Document
Inline XBRL Taxonomy Extension Presentation Linkbase Document
The cover page for the Company’s Annual Report on Form 20-F for the year ended March 31,
2020, has been formatted in Inline XBRL

(1) The Company and Michael Lim Choo San entered into a Limitation of Liability Agreement substantially inthe form of this exhibit.
(2) The Company and each of Hiroshi Kimura, Noriaki Shimazaki, Hisato Miyashita, Mari Sono and Kazuhiko
Ishimura entered into a Limitation of Liability Agreement substantially in the form of this exhibit.
(3) The Company and Laura Simone Unger entered into a Limitation of Liability Agreement substantially in theform of this exhibit.
The Company has not included as exhibits certain instruments with respect to our long-term debt. The
amount of debt authorized under each such debt instrument does not exceed 10% or our total assets. We will
furnish a copy of any such instrument to the SEC upon request.

SIGNATURES
The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has
duly caused and authorized the undersigned to sign this annual report on its behalf.
NOMURA HOLDINGS, INC.
By: /s/ KENTARO OKUDA
Name: Kentaro Okuda
Title: Representative Executive Officer,
President and Group Chief Executive
OfficerDate: June 30, 2020

Exhibit 1.3(Translation)
REGULATIONS OF THE BOARD OF DIRECTORSOFNOMURA HOLDINGS, INC.
(Nomura Horudingusu Kabushiki Kaisha)
Article 1. (Purpose)
1. Pursuant to the “Regulations of the Organization”, these Regulations of the Board of Directors (the“Regulations”) shall provide for necessary matters with respect to the operation of the Board of Directors.
2. All matters concerning the Board of Directors shall, except as otherwise provided for by laws orordinances or by the Articles of Incorporation, be governed by the provisions of these Regulations.
Article 2. (Constitution)
The Board of Directors shall consist of all Directors of the Company.
Article 3. (Holding of Meetings)
Meetings of the Board of Directors shall be held not less frequently than quarterly.
Article 4. (Place of Holding of Meetings)
Meetings of the Board of Directors shall be held at the head office of the Company; provided, however, that,
if necessary, the meetings may be held at any other place or by telephone or other means at two or more places.
Article 5. (Convocation of Meetings)
1. A Director designated by the Board of Directors shall convene a meeting of the Board of Directors unlessotherwise provided for by laws or ordinances. However, when such Director is unable so to act, one of the other
Directors shall take his place in accordance with the order of priority predetermined by a resolution of the Boardof Directors.
2. Directors may, if necessary, request the convocation of or convene a meeting of the Board of Directors, inaccordance with laws or ordinances.
3. Any Director who is a member of the Nomination Committee, the Audit Committee or the Compensation
Committee and appointed by such committee may convene a meeting of the Board of Directors.
4. Executive Officers may, if necessary, request the convocation of or convene a meeting of the Board of
Directors, in accordance with laws or ordinances.
Article 6. (Convocation Notices)
1. Notice of a meeting of the Board of Directors shall be given to each Director at least two (2) days prior to
the date set for such meeting.
2. With the consent of all Directors, a meeting of the Board of Directors may be held without following theconvocation procedure provided for in the foregoing paragraph.

Article 7. (Agenda)
The agenda of a meeting of the Board of Directors shall be notified in advance to each Director; provided,
however, that in an unavoidable case, the foregoing shall not be applied.
Article 8. (Chairman of Meetings)
A Director designated by the Board of Directors shall act as chairman of meetings of the Board of Directors.
However, when such Director is unable so to act, one of the other Directors shall take his place in accordancewith the order of priority predetermined by a resolution of the Board of Directors.
Article 9. (Resolutions)
1. The resolution of a meeting of the Board of Directors shall be adopted by an affirmative vote of amajority of the Directors present which Directors present shall constitute a majority of all Directors then in office
who are entitled to participate in the voting.
2. No director who has a special interest in any matter requiring a resolution shall be entitled to participate
in the voting on such matter.
3. In case Directors make a proposition with regard to any of the matters set forth in the following Article
and all Directors entitled to participate in the voting on such proposition indicate their intention of consent
thereto in writing or in electronic records, a resolution for adopting the proposition by the Board of Directors
shall be deemed to have been carried.
Article 10. (Matters Requiring Resolutions)
The following matters shall be referred to meetings of the Board of Directors:(1) Matters concerning meetings of shareholders:a.

Convocation of meetings of shareholders; andb.

Determination of the agenda (excluding the agenda concerning the election and removal of
Directors and the accounting auditors and the non-retention of the accounting auditors) to besubmitted to meetings of shareholders.

(2) Matters concerning officers:a.

Appointment and removal of the Chairman of the Board of Directors;b.

Appointment and removal of the Directors to constitute each of the Nomination Committee, theAudit Committee and the Compensation Committee;c.

Appointment and removal of the Chairman of each of the Nomination Committee, the Audit
Committee and the Compensation Committee;d.

Election and removal of Executive Officers;e.

Appointment and removal of representative executive officers;f.

Appointment and removal of the titled Executive Officers;g.

Appointment, removal and delegate of the Group CEO, Group COO, Group Co-COO and theChief Financial Officer (CFO);h.

Determination of matters concerning allocation of functions of Executive Officers, relationshipsof their directions, other relationships between or among the Executive Officers and the delegationof Executive Officers in employees’ positions;i.

Appointment of a person authorized to convene and chair meetings of shareholders;j.

Appointment of a person authorized to convene and chair meetings of the Board of Directors;k.

Approval of a Director’s or Executive Officer’s engaging in a competitive transaction;l.

Approval of transactions with the Company by Directors or Executive Officers involving conflictsof interest; andm. Appointment of information recipients of the Compliance Hotline.
(3) Matters concerning Nomura Group:a.

Planning of the fundamental management policy of Nomura Group;b.

Appointment of Division Headsc.

Appointment of Business Division Heads, Corporate Heads, and Internal Audit Head, however, if
a person other than Executive Officer is appointed; the foregoing shall not be applied.

(4) Establishment, amendment and abolition of important regulations:a.

Regulations of the Organization (excluding amendments concerning “Chapter V Organization and
Allocation of Duties”, “Chapter VI Employees and Lines of Authority” and the annex“Organization Chart”);b.

Regulations of the Board of Directors;c.

Regulations of the Nomination Committee;d.

Regulations of the Audit Committee;e.

Regulations of the Compensation Committee;f.

Regulations of the Executive Management Board;g.

Regulations of the Internal Controls Committee;h.

Share Handling Regulationsi.

Nomura Group Code of Conduct; andj.

Regulations of the Review Meeting by Outside Directors.

(5) Matters concerning shares and financing:a.

Determination of a share registrar;b.

Approval of financial statements, business reports and their annex specifications;c.

Determination of the surplus policy and its distribution; andd.

Approval of disclosure for financial statements, etc.

(6) Matters prescribed by laws or ordinances as frameworks to secure proper operations.
(7) Corporate Governance Guidelines(8) Any other matters prescribed by laws or ordinances to be determined by the Board of Directors.
2. Determination of the execution of business, except for matters set forth in the preceding paragraph, shallbe delegated to the Executive Officers.
Article 11. (Matters to be Reported)
1. Each member appointed by the Nomination Committee, the Audit Committee or the Compensation
Committee shall report to the Board of Directors on the status of execution of the function in such committee
without delay.

2. Executive Officers shall report to the Board of Directors the status of execution of business of theCompany not less frequently than quarterly.
3. Directors or Executive Officers who engaged in a competitive transaction or who had a transaction with
the Company involving a conflict of interest must report, without delay, the important facts with respect thereto
at a meeting of the Board of Directors.
Article 12. (Attendance of Persons Other Than Directors)
1. The Board of Directors may ask persons other than Directors to attend a meeting of the Board of
Directors, to report on the relevant matters and to express their opinions thereat whenever necessary.
2. The Executive Officers, Senior Managing Directors or employees attending a meeting of the Board of
Directors pursuant to the foregoing paragraph shall explain to the Board of Directors matters demanded by the
Board of Directors.
Article 13. (Minutes of Meetings)
1. The substance of proceedings at a meeting of the Board of Directors, the results thereof and other mattersprescribed by laws or ordinances shall be recorded in minutes (including electronic records; the same applies
hereinafter) of the meeting, and the Directors present shall affix their signatures or their names and seals(including electronic signatures; the same applies hereinafter) thereto.
2. In case a resolution by the Board of Directors shall be deemed to have been carried pursuant to theprovision of Article 9, Paragraph 3, the particulars of the proposition and other matters prescribed by laws orordinances shall be recorded in minutes, and all the Directors shall affix their signatures or their names and seals
thereto.
3. The minutes of a meeting of the Board of Directors shall be kept at the head office of the Company forten (10) years from the day on which the meeting was held.
4. The minutes of meetings of the Board of Directors shall not be offered to perusal or permitted to be
reproduced, except to the shareholders or creditors who have complied with formalities prescribed by laws orordinances.
Article 14. (Notices to Absent Directors)
Resolutions made at a meeting of the Board of Directors shall be notified to Directors who were absent fromsuch meeting.
Article 15. (Omission of Reports to the Board of Directors)
1. Notwithstanding the provisions of these Regulations, if any matter prescribed by laws or ordinances orthese Regulations to be reported to the Board of Directors (excluding any report on the status of execution ofbusiness of the Company that shall be given by Executive Officers to the Board of Directors not less frequently
than quarterly) is notified to all the Directors, such matter shall not be required to be reported at a meeting of theBoard of Directors.
2. In the case of the foregoing paragraph, the substance of the matter not required to be reported at a meetingof the Board of Directors and other matters prescribed by laws or ordinances shall be recorded in minutes, and all
the Directors shall affix their signatures or their names and seals thereto.
Supplementary Provision
These Regulations shall come into force as from October 1, 2001.

Dates of Amendments
May 1, 2002
August 1, 2003
April 1, 2005
May 1, 2006
May 15, 2007
October 28, 2008
June 28, 2011
April 1, 2018
December 3, 2019

April 1, 2003
April 1, 2004
October 1, 2005
June 28, 2006
April 1, 2008
June 25, 2009
September 30, 2015
April 1, 2019
April 1, 2020

June 26, 2003
April 28, 2004
April 1, 2006
April 1, 2007
October 1, 2008
April 1, 2010
April 1, 2016
May 1, 2019

Exhibit 1.5(Translation)
REGULATIONS OF THE AUDIT COMMITTEEOF
NOMURA HOLDINGS, INC.
(Nomura Horudingusu Kabushiki Kaisha)
Article 1. (Purpose)
1. Pursuant to the “Regulations of the Organization”, these Regulations shall provide for necessary matterswith respect to the operation of the Audit Committee.
2. The purpose of the Audit Committee is to promote lawful, proper and efficient business operations of the
Nomura Group through performing its functions.
3. All matters concerning the Audit Committee shall, except as otherwise provided for by laws orordinances or by the Articles of Incorporation, be governed by the provisions of these Regulations.
Article 2. (Constitution)
1. The Audit Committee shall consist of Directors appointed by the resolution of the Board of Directors(hereinafter, referred to as the “Member Directors”).
2. The Audit Committee shall consist of three or more Member Directors; provided, however, that the
majority of the Member Directors shall be outside Directors.
3. The Member Directors shall not currently assume the position of Executive Officers, Senior Managing
Directors, employees or executive directors of the Company or its subsidiaries.
4. The Board of Directors shall, by its resolution, appoint the Chairman of the Audit Committee.
5. The Board of Directors may, by adopting a resolution, appoint a Full-Time Member Director from among
the Member Directors.
6. Directors specially appointed by the Board of Directors (hereinafter referred to as the “Audit Mission
Directors”) shall attend meetings of the Audit Committee; provided, however, that the Audit Mission Directors
may not attend the meeting in case the Audit Committee instructs the Audit Mission Directors not to attend themeeting.
7. In accordance with applicable provisions of the Sarbanes-Oxley Act of 2002 and its related SEC andNYSE rules, all Member Directors shall be independent and, in principle, at least one Member Director shall be afinancial expert.
Article 3. (Holding of Meetings)
A meeting of the Audit Committee shall be held not less frequently than quarterly.
Article 4. (Place of Holding of Meetings)
Meetings of the Audit Committee shall be held at the head office of the Company; provided, however, that,
if necessary, the meetings may be held at any other place or by telephone or other means at two or more places.
Article 5. (Convocation of Meetings)
Meetings of the Audit Committee shall be convened by the Chairman of the Audit Committee. However,any other Member Directors may convene a meeting of the Audit Committee.

Article 6. (Convocation Notices)
1. Any Member Director who is going to convene a meeting of the Audit Committee shall give notice
thereof to each Member Director at least two (2) days prior to the date set for such meeting.
2. With the consent of all Member Directors, a meeting of the Audit Committee may be held without
following the convocation procedure provided for in the foregoing paragraph.
Article 7. (Agenda)
The agenda of a meeting of the Audit Committee shall be notified in advance to each Member Director;
provided, however, that in an unavoidable case, the foregoing shall not be applied.
Article 8. (Chairman of Meetings)
The Chairman of the Audit Committee shall act as a chairman of meetings of the Audit Committee. If the
Chairman of the Audit Committee is unable to act, another Member Director shall be designated as a chairman
upon consultation among the other Member Directors.
Article 9. (Resolutions)
1. The resolution of a meeting of the Audit Committee shall be adopted by an affirmative vote of a majorityof the Member Directors present which Member Directors present shall constitute a majority of all Member
Directors who are then in office and entitled to participate in the voting.
2. No Member Director who has a special interest in any matter requiring a resolution shall be entitled toparticipate in the voting on such matter.
Article 10. (Matters Requiring Resolutions)
The following matters shall be referred to meetings of the Audit Committee:(1) Establishment, amendment and abolition of the Code of Auditing Standards for the Audit Committee;(2) Matters concerning the fundamental policy and performing plans of audits;(3) Matters concerning the assignment of duties among Member Directors;(4) Appointment of a Member Director to perform specific functions in accordance with the laws andordinances, and internal regulations, etc.;(5) Preparation of an audit report;(6) Policy on dismissal or non-reappointment of the independent auditor;(7) Determine whether to reappoint the independent auditor;(8) Particulars of proposals concerning the election and dismissal of the independent auditor and thenon-retention of the independent auditor to be submitted to a general meeting of shareholders;(9) Particulars of proposals concerning the election and dismissal of the SEC independent auditor (which
audits the Company’s consolidated financial statements filed with the SEC) and the non-retention of
the SEC independent auditor to be submitted to the Board of Directors.
(10) Consent regarding fees to the independent auditor;(11) Matters concerning pre-approval of fees to and services provided by the SEC independent auditor andmatters concerning ensuring of independence of the SEC independent auditor;(12) Matters concerning whistle-blowing procedures concerning accounting or auditing matters;(13) Matters concerning the annual audit plan of the independent auditor (including principal auditing
matters and allocation of auditors);

(14) Consent regarding implementation plans and formulation of the budget of the Internal Audit Division,as well as the election and dismissal of the Head of the Internal Audit Division; and(15) In addition to the foregoing items, matters concerning the execution by Member Directors of theirduties.
Article 11. (Matters to be Reported)
1. Each Member Director shall report at a meeting of the Audit Committee the method, process and result of
the audit performed by the Member Director.
2. In the event that a Member Director receives any important report, opinion or document from any
director, the independent auditor or other person, the Member Director shall report to that effect at a meeting of
the Audit Committee.
3. In the event that any of Directors, Executive Officers or Senior Managing Directors find any fact thatshould cause the Company to incur a great loss, it shall be reported to a Member Director immediately.
Article 12. (Reporting Obligations and Powers Concerning Request for Stopping Unlawful Act)
1. In case Member Directors consider that an Executive Officer, Senior Managing Director or Director doesor threatens to do illegal activities or finds a fact in violation of laws or ordinances or the Articles ofIncorporation or a significantly unreasonable fact, they shall report the same at a meeting of the Board of
Directors without delay.
2. In case an Executive Officer, Senior Managing Director or Director does or threatens to do an act not
falling within the scope of the object of the Company or any other act in violation of laws, ordinances or the
Articles of Incorporation and there exist fears that serious damages may accrue to the Company due thereto,
Member Directors may request the Executive Officers, Senior Managing Directors or Directors to stop the act.
Article 13. (Powers Concerning Investigation)
1. The Member Directors appointed by the Audit Committee have powers prescribed in the following items:a.

Powers to request other Directors, Executive Officers, Senior Managing Directors and employees
to make report on the matters concerning the execution of their duties;b.

Powers to investigate the conditions of the business and property of the Company;c.

Powers to request for the Company or its subsidiaries to make report on the status of operation ofits business or investigate the conditions of the business and property of the Company or its
subsidiaries, whenever it is necessary to exercise powers of the Audit Committee; andd.

Any other powers concerning audits deemed to be necessary by the Audit Committee.

2. The Member Directors prescribed in the preceding paragraph shall observe the resolution of the Audit
Committee with respect to the matters concerning request and receipt of the report or investigation under theprovision of each item in the preceding paragraph.
Article 14. (Duties of Audit Mission Director)
1. Audit Mission Directors shall supplement the audit by the Audit Committee and, for the Board of
Directors’ effective oversight of the business execution by Directors and Executive Officers, perform thefollowing functions:a.

Attendance at meetings of the Group Management Board, the Group Integrated Risk Management
Committee, the Internal Controls Committee, Nomura Group Conduct Committee and otherimportant committees;b.

Hearing of report on the execution of the business from Executive Officers, Senior Managing
Directors and employees;

c.

Inspection and investigation of minutes of the meetings prescribed in item (a) above, documents
circulated for obtaining approval and other documents relating to the execution of the business;andd.

Inspection of the Company or its subsidiaries.

2. The Audit Committee or Member Directors appointed by the Audit Committee may give Audit Mission
Directors necessary instructions when the Audit Mission Directors perform the functions prescribed in each itemin the preceding paragraph.
3. Audit Mission Directors shall make report to the Audit Committee on the state of performance of theirfunctions prescribed in each item in the paragraph 1; provided, however, that the Audit Mission Directors shallnot be precluded from reporting to the Board of Directors.
Article 15. (Attendance of Persons Other Than Member Directors)
1. The Audit Committee may ask persons other than Member Directors to attend a meeting of the Audit
Committee, to report on the relevant matters and to express their opinions thereat whenever necessary.
2. The Directors, Executive Officers, Senior Managing Directors, employees or independent auditors
attending pursuant to the preceding paragraph shall explain to the Audit Committee matters demanded by the
Audit Committee.
Article 16. (Receipt of Financial Statements, etc.)
The Audit Committee or a Member Director appointed by the Audit Committee shall receive financial
statements, business reports and their annex specifications from an Executive Officers engaged in the businessconcerning such financial statements, business reports and their annex specifications (hereinafter referred to as
the “Designated Executive Officer”) and audit reports from the independent auditor.
Article 17. (Preparation of Audit Report)
1. The Audit Committee shall prepare audit reports and a Member Director appointed by the Audit
Committee shall, within the legal term, deliver an audit report regarding financial statements to the DesignatedExecutive Officer and independent auditor and deliver an audit report regarding business reports and their annex
specifications to the Designated Executive Officer.
2. The audit report to be prepared by the Audit Committee pursuant to the provision of the preceding
paragraph shall state the matters prescribed in the relevant laws and regulations and others.
3. In the case of the foregoing paragraph, any Member Director’s opinion may be stated in the audit report.
4. The foregoing three paragraphs shall apply mutatis mutandis to cases where the Company prepares its
Temporary Financial Statements or Consolidated Financial Statements.
Article 18. (Report from the SEC Independent Auditor)
The Audit Committee shall oversee the work of the SEC Independent Auditor engaged and receive reportfrom the SEC independent auditor on the audit report of the Company’s consolidated financial statements filedwith the SEC (including resolution of disagreements between Executive Officers and the SEC independent
auditor regarding the relevant financial reporting).
Article 19. (Pre-approval of Fees to and Services Provided by the SEC Independent Auditor)
The Audit Committee or a Member Director appointed by the Audit Committee shall pre-approve the fees,
etc., and services to be provided by the SEC independent auditor in accordance with the determination regarding
matters prescribed in Article 10, Item (11).

Article 20. (Engagement of Outside Advisers)
The Audit Committee or the Member Director appointed by the Audit Committee may engage attorneys,
certified public accountants, consultants or other outside advisers at the Company’s expenses without
pre-approval by the Board of Directors, Executive Officers or Senior Managing Directors in case suchengagement is deemed to be necessary for audits.
Article 21. (Minutes of Meetings)
1. The substance of proceedings at a meeting of the Audit Committee, the results thereof and other mattersprescribed by laws or ordinances shall be recorded in minutes (including electronic records; the same applies
hereinafter) of the meeting, and the Member Directors present shall affix their signature or their names and seals(including electronic signatures; the same applies hereinafter) thereto.
2. The minutes of the meeting of the Audit Committee shall be kept at the head office of the Company forten (10) years from the day on which the meeting was held.
3. The minutes of meetings of the Audit Committee shall not be offered to perusal or permitted to be
reproduced, except to the shareholders or creditors who have complied with formalities prescribed by laws orordinances.
4. Any Director may peruse or reproduce the minutes of meetings of the Audit Committee.
Article 22. (Notices to Absent Member Directors)
Resolutions made at a meeting of the Audit Committee shall be notified to Member Directors who wereabsent from such meeting.
Article 23. (Report to the Board of Directors)
The Member Director appointed by the Audit Committee shall report to the Board of Directors on the statusof execution of the function in Audit Committee without delay; provided, however, that, if the matter is reported
to all Directors by the Member Director so appointed, it shall not be reported at a meeting of the Board of
Directors.
Article 24. (Omission of Report to the Audit Committee)
1. Notwithstanding the provisions of these Regulations, if any matter prescribed by laws or ordinances orthese Regulations to be reported to the Audit Committee is reported by Directors, Executive Officers, Senior
Managing Directors or independent auditors to all Member Directors, such any matter shall not be required to bereported at a meeting of the Audit Committee.
2. In the case of the foregoing paragraph, the substance of the matter not required to be reported at a meetingof the Audit Committee and other matters prescribed by laws or ordinances shall be recorded in minutes, and all
the Member Directors shall affix their signatures or their names and seals thereto.
Article 25. (Lawsuits)
The Audit Committee shall appoint a Member Director who shall represent the Company with respect tolawsuits between the Company and its Directors or Executive Officers or shareholder derivative actionsprescribed in the Corporation Law.
Supplementary Provision
These Regulations shall come into force as from June 26, 2003.

Date of Amendments
April 28, 2004
May 1, 2006
April 1, 2008
September 30, 2015

May 1, 2005
June 28, 2006
October 28, 2008
June 24, 2019

April 1, 2006
March 2, 2007
May 15, 2009
April 1, 2020

Exhibit 11.1
(Translation)

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30 NOMURA

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NOMURA

13 Be disciplinedWeshow humility
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14 Learn from mistakesWe
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15 Speakup We willpromptly
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Message
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Clients create
Our people
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for society
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Message
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Clients
People Society
CONDUCTfor SOCIETY
18 Respect
diversity
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rightsWe promoteequal opportunityand do retain
not discriminate
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CODE OF CONDUCT NOMURA Group CODE OF CONDUCT 2020 (C) NOMURA HOLDINGS, INC. ALL RIGHTS RESERVED.

Exhibit 11.2
(Translation)
Nomura Group Code of Ethics for Financial Professionals
Article 1. (Purpose)
1. This Nomura Group Code of Ethics for Financial Professionals, in addition to the Nomura Group Code of
Conduct that all Nomura Group directors, officers and employees must comply with, establishes the Code of
Ethics that all Financial Professionals must comply with.
2. “Financial Professional” means the Company’s Group CEO, Chief Financial Officer, Chief Risk Officer,
Chairman of the Disclosure Committee, Division Heads and Business Division Heads, and also includes all
persons engaged in finance, controller, tax, treasury, risk management or investor relations operations
within the Nomura Group.
Article 2. (Compliance matters)
All Financial Professionals must:(1) promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts ofinterest between personal and professional relationships;(2) make full, fair, accurate, timely, and understandable disclosure in reports and documents that theCompany and each Nomura Group company files with, or submits to, any applicable regulatory body and inother public communications;(3) comply with all applicable generally accepted accounting principles, government laws, rules andregulations;(4) promptly report violations of this section to an appropriate contact specified in the guidelines
promulgated by the Company or the relevant Nomura Group company; and(5) ensure compliance with this article.
Article 3. (Prohibited matters)
Financial Professionals are prohibited from directly or indirectly taking any action to fraudulently influence,
coerce, manipulate, or mislead any independent public or certified accountant in the performance of an auditof the financial statements of any Nomura Group company for the purpose of rendering such financial
statements materially misleading.
Article 4. (Amendments and Waivers)
1. The Company shall disclose amendments to, and any waivers from, this Code of Ethics in accordancewith applicable laws.
2. Any amendments or the abolition of this Code of Ethics will be made by resolution of the Board of
Directors.
Established: February 1, 2020

Exhibit 12.1
Certification
I, Kentaro Okuda, certify that:
1. I have reviewed this annual report on Form 20-F of Nomura Holdings, Inc.;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit
to state a material fact necessary to make the statements made, in light of the circumstances under whichsuch statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in thisreport, fairly present in all material respects the financial condition, results of operations and cash flows of
the company as of, and for, the periods presented in this report;
4. The company’s other certifying officer and I are responsible for establishing and maintaining
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal
control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for thecompany and have:a) Designed such disclosure controls and procedures, or caused such disclosure controls andprocedures to be designed under our supervision, to ensure that material information relating to thecompany, including its consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;b) Designed such internal control over financial reporting, or caused such internal control overfinancial reporting to be designed under our supervision, to provide reasonable assurance regarding thereliability of financial reporting and the preparation of financial statements for external purposes inaccordance with generally accepted accounting principles;c) Evaluated the effectiveness of the company’s disclosure controls and procedures and presented
in this report our conclusions about the effectiveness of the disclosure controls and procedures, as ofthe end of the period covered by this report based on such evaluation; andd) Disclosed in this report any change in the company’s internal control over financial reportingthat occurred during the period covered by the annual report that has materially affected, or isreasonably likely to materially affect, the company’s internal control over financial reporting; and5. The company’s other certifying officer and I have disclosed, based on our most recent evaluation ofinternal control over financial reporting, to the company’s auditors and the audit committee of thecompany’s board of directors (or persons performing the equivalent functions):a) All significant deficiencies and material weaknesses in the design or operation of internal
control over financial reporting which are reasonably likely to adversely affect the company’s ability torecord, process, summarize and report financial information; andb) Any fraud, whether or not material, that involves management or other employees who have asignificant role in the company’s internal control over financial reporting.
Date: June 30, 2020
/s/ Kentaro Okuda
Kentaro Okuda
Representative Executive Officer,
President and Group Chief Executive Officer

Exhibit 12.2
Certification
I, Takumi Kitamura, certify that:
1. I have reviewed this annual report on Form 20-F of Nomura Holdings, Inc.;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit
to state a material fact necessary to make the statements made, in light of the circumstances under whichsuch statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in thisreport, fairly present in all material respects the financial condition, results of operations and cash flows of
the company as of, and for, the periods presented in this report;
4. The company’s other certifying officer and I are responsible for establishing and maintaining
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal
control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for thecompany and have:a) Designed such disclosure controls and procedures, or caused such disclosure controls andprocedures to be designed under our supervision, to ensure that material information relating to thecompany, including its consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;b) Designed such internal control over financial reporting, or caused such internal control overfinancial reporting to be designed under our supervision, to provide reasonable assurance regarding thereliability of financial reporting and the preparation of financial statements for external purposes inaccordance with generally accepted accounting principles;c) Evaluated the effectiveness of the company’s disclosure controls and procedures and presented
in this report our conclusions about the effectiveness of the disclosure controls and procedures, as ofthe end of the period covered by this report based on such evaluation; andd) Disclosed in this report any change in the company’s internal control over financial reportingthat occurred during the period covered by the annual report that has materially affected, or isreasonably likely to materially affect, the company’s internal control over financial reporting; and5. The company’s other certifying officer and I have disclosed, based on our most recent evaluation ofinternal control over financial reporting, to the company’s auditors and the audit committee of thecompany’s board of directors (or persons performing the equivalent functions):a) All significant deficiencies and material weaknesses in the design or operation of internal
control over financial reporting which are reasonably likely to adversely affect the company’s ability torecord, process, summarize and report financial information; andb) Any fraud, whether or not material, that involves management or other employees who have asignificant role in the company’s internal control over financial reporting.
Date: June 30, 2020/s/ Takumi Kitamura
Takumi Kitamura
Chief Financial Officer

Exhibit 13.1
Certification
Pursuant to 18 U.S.C. §1350, the undersigned officer of Nomura Holdings, Inc. (the “Company”) hereby
certifies, to such officer’s knowledge, that the Company’s annual report on Form 20-F for the year ended
March 31, 2020 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of
the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in allmaterial respects, the financial condition and results of operations of the Company.
Date: June 30, 2020

/s/ Kentaro Okuda
Kentaro Okuda
Representative Executive Officer,
President and Group Chief Executive Officer

Exhibit 13.2
Certification
Pursuant to 18 U.S.C. §1350, the undersigned officer of Nomura Holdings, Inc. (the “Company”) hereby
certifies, to such officer’s knowledge, that the Company’s annual report on Form 20-F for the year ended
March 31, 2020 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of
the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in allmaterial respects, the financial condition and results of operations of the Company.
Date: June 30, 2020/s/ Takumi Kitamura
Takumi Kitamura
Chief Financial Officer

Exhibit 15.1
Consent of Independent Registered Public Accounting Firm
We consent to the incorporation by reference in the Registration Statements (Form F-3 No. 333-229191 andForm S-8 No. 333-203049, No. 333-210471, No. 333-214267, No. 333-221128, No. 333-228585,
No. 333-228586 and No. 333-231683) and related Prospectuses of Nomura Holdings, Inc. of our reports dated
June 30, 2020, with respect to the consolidated financial statements of Nomura Holdings, Inc., and theeffectiveness of internal control over financial reporting of Nomura Holdings, Inc. included in this Annual
Report (Form 20-F) for the year ended March 31, 2020.
/s/ Ernst & Young ShinNihon LLC
Tokyo, Japan
June 30, 2020