Nomura America Finance Files 424B2 Prospectus for Securities Offering

TL;DR

**Nomura America Finance is issuing new securities, likely debt, to raise capital.**

AI Summary

Nomura America Finance, LLC, a subsidiary of Nomura Holdings Inc., filed a 424B2 prospectus on March 24, 2026, related to a previously registered offering under File No. 333-273353-01. This filing updates the terms of a securities offering, likely debt, to raise capital. For investors, this means Nomura is actively managing its funding, which can impact its financial stability and future growth prospects, potentially affecting the stock's long-term value.

Why It Matters

This filing indicates Nomura America Finance, LLC is proceeding with a securities offering to raise capital, which can affect the company's debt levels and financial flexibility.

Risk Assessment

Risk Level: medium — While a prospectus filing itself isn't high risk, the underlying securities offering could increase debt or dilute equity, depending on the type of securities.

Analyst Insight

Investors should review the full pricing supplement (tm267726d37_424b2.htm) to understand the specific terms of the securities being offered, such as interest rates, maturity dates, or equity dilution, to assess the potential impact on Nomura's financial health and their investment.

Key Numbers

• 333-273353-01 — File Number (The registration statement under which Nomura America Finance, LLC is offering securities.)
• 2026-03-24 — Filing Date (The date the 424B2 prospectus was filed, indicating the timing of the offering update.)

Key Players & Entities

• Nomura America Finance, LLC (company) — Filer of the 424B2 prospectus
• Nomura Holdings Inc. (company) — Parent company of Nomura America Finance, LLC
• 0001383951 (company) — CIK for Nomura America Finance, LLC
• 0001163653 (company) — CIK for Nomura Holdings Inc.
• March 24, 2026 (date) — Filing date of the 424B2 prospectus
• 333-273353-01 (dollar_amount) — File number for Nomura America Finance, LLC's registration statement

FAQ

Key Financial Figures

• $939,000 — SUPPLEMENT DATED FEBRUARY 29, 2024 US$939,000 Nomura America Finance, LLC Senior
• $962.10 — mura Securities International, Inc.) is $962.10 per $1,000 principal amount, which is l
• $1,000 — ies International, Inc.) is $962.10 per $1,000 principal amount, which is less than th
• $939,000.00 — r Note 100.00% 0.25% 99.75% Total $939,000.00 $2,347.50 $936,652.50 Nomura Securi
• $2,347.50 — 0% 0.25% 99.75% Total $939,000.00 $2,347.50 $936,652.50 Nomura Securities Intern
• $936,652.50 — 99.75% Total $939,000.00 $2,347.50 $936,652.50 Nomura Securities International, Inc.
• $9.458 — u will receive the contingent coupon of $9.458 per $1,000 principal amount on the appl

Filing Documents

• tm267726d37_424b2.htm (424B2) — 320KB
• tm267726d37_ex-filingfees.htm (EX-FILING FEES) — 25KB
• tm267726d37_424b2.pdf (424B2) — 411KB
• tm267726d37_424b2img001.jpg (GRAPHIC) — 28KB
• tm267726d37_424b2img002.jpg (GRAPHIC) — 22KB
• tm267726d37_424b2img003.jpg (GRAPHIC) — 20KB
• tm267726d37_424b2img004.jpg (GRAPHIC) — 21KB
• 0001104659-26-033755.txt ( ) — 1156KB
• tm267726d37_ex-filingfees_htm.xml (XML) — 4KB

From the Filing

SUPPLEMENT Filed Pursuant to Rule 424(b)(2) Registration Statement Nos. 333-273353 333-273353-01 PRICING SUPPLEMENT TO THE PROSPECTUS DATED JULY 20, 2023 AND THE PRODUCT PROSPECTUS SUPPLEMENT DATED FEBRUARY 29, 2024 US$939,000 Nomura America Finance, LLC Senior Global Medium-Term Notes, Series A Fully and Unconditionally Guaranteed by Nomura Holdings, Inc. Issuer Redeemable Contingent Coupon Barrier Notes Linked to the Least Performing of the S&P 500 ® Index, the Russell 2000 ® Index and the NASDAQ-100 Index ® due March 25, 2031 · Nomura America Finance, LLC is offering the issuer redeemable contingent coupon barrier notes linked to the least performing of the S&P 500 ® Index, the Russell 2000 ® Index and the NASDAQ-100 Index ® (each, a “reference asset” and together, the “reference assets”) due March 25, 2031 (the “notes”) described below. The notes are unsecured securities. All payments on the notes are subject to our credit risk and that of the guarantor of the notes, Nomura Holdings, Inc. · Monthly contingent coupon payments at a rate of 0.9458% (equivalent to 11.35% per annum), payable if the closing value of each reference asset on the applicable coupon observation date is greater than or equal to 70% of its initial value. · The notes will be redeemable by us, at our option, in whole but not in part, at the principal amount plus the applicable contingent coupon, if payable, on any optional redemption date on or after December 24, 2026, regardless of the performance of any reference asset. · If the notes are not redeemed and the least performing reference asset declines by more than 30% but not by more than 40%, you will receive 100% of your principal amount at maturity but will not receive a contingent coupon. · If the notes are not redeemed and the least performing reference asset declines by more than 40%, there is full exposure to declines in the least performing reference asset, and you will lose all or a portion of your principal amount at maturity. The reference asset with the lowest reference asset performance is the “least performing reference asset.” · Approximately a five year maturity, if not redeemed. · The notes will not be listed on any securities exchange. · The notes are not ordinary debt securities, and you should carefully consider whether the notes are suited to your particular circumstances. Investing in the notes involves significant risks, including our and Nomura’s credit risk. You should carefully consider the risk factors under “Additional Risk Factors Specific to Your Notes” beginning on page PS- 6 of this pricing supplement, under “Risk Factors” beginning on page 6 in the accompanying prospectus, under “Additional Risk Factors Specific to the Notes” beginning on page PS-18 of the accompanying product prospectus supplement, and any risk factors incorporated by reference into the accompanying prospectus before you invest in the notes. The estimated value of your notes at the time the terms of your notes were set on the trade date (as determined by reference to pricing models used by Nomura Securities International, Inc.) is $962.10 per $1,000 principal amount, which is less than the price to public. Delivery of the notes will be made against payment therefor on the original issue date specified below. The notes will be our unsecured obligations. We are not a bank, and the notes will not constitute deposits insured by the U.S. Federal Deposit Insurance Corporation or any other governmental agency or instrumentality. Price to Public Agent’s Commission Proceeds to Issuer Per Note 100.00% 0.25% 99.75% Total $939,000.00 $2,347.50 $936,652.50 Nomura Securities International, Inc., acting as the distribution agent, will purchase the notes from us at the price to the public less the agent’s commission. We will pay referral fees of 0.20% per $1,000 principal amount in connection with the distribution of the notes to other registered broker-dealers. In no case will the sum of the agent’s commission and referral fees exceed 0.45% per $1,000 principal amount. The price to public, agent’s commission and proceeds to issuer listed above relate to the notes we sell initially. We may decide to sell additional notes after the trade date but prior to the original issue date, at a price to public, agent’s commission and proceeds to issuer that differ from the amounts set forth above, but the agent’s commission will not exceed the amount set forth above and the proceeds to issuer will not be less than the amount set forth above. Certain dealers who purchase the notes for sale to certain fee-based advisory accounts may forgo some or all of their selling concessions, fees or commissions. We will use this pricing supplement in the initial sa

View Full Filing

View this 424B2 filing on SEC EDGAR