Nokia Board of Directors resolved on issuing shares to the company and on a subsequent directed issuance under Nokia Equity Programs

Nokia Corporation
Stock Exchange Release
2 October 2025 at 08:00 EEST

Nokia Board of Directors resolved on issuing shares to the company and on a subsequent directed issuance under Nokia Equity Programs

Espoo, Finland – Nokia’s Board of Directors has resolved to issue 120 000 000 new shares in a directed share issuance without consideration to Nokia Corporation to be later used to fulfil the company’s obligations under its equity plans that vest in 2025, 2026 and in 2027.

Nokia expects that the shares are registered with the Finnish Trade Register on or about 2 October 2025 and entered in the book-entry system maintained by Euroclear Finland Ltd on or about 2 October 2025. The total number of Nokia shares following the registration will equal 5 575 850 345. The new shares are expected to commence trading on Nasdaq Helsinki as of 3 October 2025, and on Euronext Paris as of 6 October 2025, together with other Nokia shares (NOKIA). Euronext Paris will publish a separate notice announcing the admission of the new shares to trading on Euronext Paris.

Additionally, the Board of Directors has resolved on a directed issuance of a maximum number of 120 000 000 Nokia shares (NOKIA) held by Nokia Corporation, as a result of the above-mentioned issuance to itself, to settle its commitments under the Employee Share Purchase Plan 2024–2026 and various Restricted and Performance Share awards granted under the Nokia Long-Term Incentive Plan 2021–2023 and Nokia Long-Term Incentive Plan 2024–2026, in respect of shares to be delivered to plan participants during the years 2025, 2026 and 2027. The shares may also be used to settle Nokia’s obligations to deliver shares during the years 2025, 2026 and 2027 in connection with awards granted under Infinera Corporation’s 2016 Equity Incentive Plan, assumed by Nokia Corporation. The shares are issued without consideration. Each share delivery shall be published separately by a stock exchange release.

Both resolutions to issue shares are based on the authorization granted to the Board of Directors by the Annual General Meeting on 29 April 2025.

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