Nokia AGM Approves 2023 Financials, Authorizes Share Buybacks

TL;DR

Nokia AGM OKs 2023 financials, greenlights dividend/buyback powers.

AI Summary

Nokia Corporation held its Annual General Meeting (AGM) on April 3, 2024, in Espoo, Finland. The meeting approved the financial statements for the fiscal year ending December 31, 2023, and discharged the Board of Directors and the CEO from liability. The AGM also authorized the Board to decide on the distribution of dividends and the repurchase of the company's own shares.

Why It Matters

The AGM's decisions on dividends and share repurchases directly impact shareholder returns and the company's capital structure.

Risk Assessment

Risk Level: low — This filing is a routine corporate announcement regarding an annual general meeting and its resolutions.

Key Players & Entities

• Nokia Corporation (company) — Registrant
• April 3, 2024 (date) — Date of AGM
• Espoo, Finland (location) — Location of AGM
• December 31, 2023 (date) — Fiscal year end

FAQ

Filing Documents

• tm2410958d1_6k.htm (6-K) — 37KB
• tm2410958d1_6k-img001.jpg (GRAPHIC) — 11KB
• 0001104659-24-042957.txt ( ) — 54KB

From the Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 under the Securities Exchange Act of 1934 Report on Form 6-K dated April 03, 2024 (Commission File No. 1-13202) Nokia Corporation Karakaari 7 FI-02610 Espoo Finland (Translation of the registrant’s name into English and address of registrant’s principal executive office) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F : Form 40-F: Enclosures: · Stock Exchange Release: Resolutions of Nokia Corporation’s Annual General Meeting and Board of Directors’ Assembly Meeting Stock exchange release 3 April 2024 1 (4) Nokia Corporation Stock Exchange Release 3 April 2024 at 16:40 EEST Resolutions of Nokia Corporation’s Annual General Meeting and Board of Directors’ Assembly Meeting Espoo, Finland – The Annual General Meeting (AGM) of Nokia Corporation took place today 3 April 2024 in Helsinki, Finland. Approximately 78 000 shareholders representing approximately 3 305 million shares and votes were represented at the meeting. The AGM approved all the proposals of the Board of Directors to the AGM. The AGM adopted the Company’s financial statements, discharged the members of the Board and the President and Chief Executive Officer from liability for the financial year 2023 and adopted the Company’s Remuneration Report and supported the Remuneration Policy through advisory votes. In addition, the AGM adopted the following resolutions. Authorization to the Board to decide on the asset distribution The AGM decided that no dividend is distributed by a resolution of the Annual General Meeting and authorized the Board to resolve on the distribution of an aggregate maximum of EUR 0.13 per share as dividend from the retained earnings and/or as assets from the reserve for invested unrestricted equity. The authorization is valid until the opening of the next Annual General Meeting. The Board will resolve separately on the amount and timing of each distribution of the dividend and/or assets from the reserve for invested unrestricted equity so that the preliminary record and payment dates will be as set out below. The Company shall make a separate announcement of each such Board resolution confirming the relevant record and payment dates. Preliminary record date Preliminary payment date 23 April 2024 3 May 2024 23 July 2024 1 August 2024 22 October 2024 31 October 2024 4 February 2025 13 February 2025 Each installment based on the resolution of the Board of Directors will be paid to a shareholder registered in the Company’s shareholders’ register maintained by Euroclear Finland Ltd. on the record date of the payment. Composition of the Board of Directors, Board committees The AGM resolved to elect ten members to the Board. The following nine members of the Board were re-elected for the term ending at the close of the next Annual General Meeting: Timo Ahopelto, Sari Baldauf, Elizabeth Crain, Thomas Dannenfeldt, Lisa Hook, Thomas Saueressig, Søren Skou, Carla Smits-Nusteling and Kai Öistämö. In addition, the AGM resolved to elect Michael (Mike) McNamara as a new member of the Board of Directors for the same term of office. The qualifications and career experience of the elected Board members are available on the Company’s website at https ://www.nokia.com/about-us/company/leadership-and-governance/board-of-directors/meet-the-board/ . www.nokia.com Stock exchange release 3 April 2024 2 (4) In an assembly meeting that took place after the AGM, the Board elected Sari Baldauf as Chair and Søren Skou as Vice Chair of the Board. The Board also elected the members of the five Board committees. Carla Smits-Nusteling was elected as Chair and Thomas Dannenfeldt, Lisa Hook and Mike McNamara as members of the Audit Committee. Thomas Dannenfeldt was elected as Chair and Timo Ahopelto, Sari Baldauf and Elizabeth Crain as members of the Personnel Committee. Søren Skou was elected as Chair and Sari Baldauf, Lisa Hook, Carla Smits-Nusteling and Kai Öistämö as members of the Corporate Governance and Nomination Committee. Kai Öistämö was elected as Chair and Timo Ahopelto, Mike McNamara and Thomas Saueressig as members of the Technology Committee. Elizabeth Crain was elected as Chair and Sari Baldauf, Thomas Dannenfeldt, Lisa Hook, and Søren Skou as members of the Strategy Committee. Board members’ remuneration The AGM resolved that the annual fees to be paid to the members of the Board for the term ending at the close of the next Annual General Meeting are as follows: · EUR 440 000 for the Chair of the Board; · EUR 210 000 for the Vice Chair of the Board; · EUR

View Full Filing

View this 6-K filing on SEC EDGAR