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Filed Pursuant to Rule 424(b)(2)

Registration Statement\nNos. 333-297506

333-297506-01

PRICING SUPPLEMENT TO THE PROSPECTUS DATED JULY 16, 2026, THE PRODUCT\nPROSPECTUS SUPPLEMENT DATED JULY 16, 2026 AND THE EQUITY INDEX PRODUCT PROSPECTUS SUPPLEMENT DATED JULY 16, 2026

$\"\"$

US$2,658,000

Nomura America Finance, LLC

Senior Global Medium-Term Notes, Series A

Fully and Unconditionally Guaranteed by Nomura Holdings, Inc.

Issuer Redeemable Contingent Coupon Buffer Notes Linked to the\nLeast Performing of the S&P 500^® Index, the Russell 2000^® Index and the Dow Jones Industrial Average^®\ndue October 25, 2029

\n\n\n\n\n\n\n\n\n\n\n\n\n

	·	Nomura\n America Finance, LLC is offering the issuer redeemable contingent coupon buffer notes linked\n to the least performing of the S&P 500^® Index, the Russell 2000^®\n Index and the Dow Jones Industrial Average^®(each, a “reference asset”\n and together, the “reference assets”) due October 25, 2029 (the “notes”)\n described below. The notes are unsecured securities. All payments on the notes are subject\n to our credit risk and that of the guarantor of the notes, Nomura Holdings, Inc.
	·	Monthly\n contingent coupon payments at a rate of 0.70% (equivalent to 8.40% per annum), payable if\n the closing value of each reference asset on the applicable coupon observation date is greater\n than or equal to 75% of its initial value.
	·	The\n notes will be redeemable by us, at our option, in whole but not in part, at the principal\n amount plus the applicable contingent coupon, if payable, on any optional redemption date\n on or after April 26, 2027, regardless of the performance of any reference asset.
	·	If\n the notes are not redeemed and the least performing reference asset declines by more than\n 25.00%, you will receive protection from the first 25% of any losses, with 1x exposure to\n each 1% decline beyond the reference asset performance of the least performing reference\n asset of -25%, and you may lose up to 75.00% of your principal amount at maturity. The reference\n asset with the lowest reference asset performance is the “least performing reference\n asset.”
	·	Approximately\n a three year maturity, if not redeemed.
	·	The\n notes will not be listed on any securities exchange.
	·	The\n notes are not ordinary debt securities, and you should carefully consider whether the notes\n are suited to your particular circumstances.

Investing in the notes involves significant\nrisks, including our and Nomura’s credit risk. You should carefully consider the risk factors under “Additional Risk Factors\nSpecific to Your Notes” beginning on page PS-6 of this pricing supplement, under “Risk Factors” beginning on page 7\nin the accompanying prospectus, under “Additional Risk Factors Specific to the Notes” beginning on page PS-13 of the\naccompanying product prospectus supplement, and any risk factors incorporated by reference into the accompanying prospectus before you\ninvest in the notes.

The estimated value of your notes at the\ntime the terms of your notes were set on the trade date (as determined by reference to pricing models used by Nomura Securities International, Inc.)\nis $986.00 per $1,000 principal amount, which is less than the price to public.

Delivery of the notes will be made against payment\ntherefor on the original issue date specified below.

The notes will be our unsecured obligations. We\nare not a bank, and the notes will not constitute deposits insured by the U.S. Federal Deposit Insurance Corporation or any other governmental\nagency or instrumentality.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	Price to Public	Agent’s Commission	Proceeds to Issuer
Per Note	100.00%	0.25%	99.75%
Total	$2,658,000.00	$6,645.00	$2,651,355.00

Nomura Securities International, Inc., an\naffiliate of ours acting as the distribution agent, will purchase the notes from us at the price to the public less the agent’s\ncommission. We will pay referral fees of 0.55% per $1,000 principal amount in connection with the distribution of the notes to other registered\nbroker-dealers. In no case will the sum of the agent’s commission and referral fees exceed 0.80% per $1,000 principal amount. The\nprice to public, agent’s commission and proceeds to issuer listed above relate to the notes we sell initially. We may decide to\nsell additional notes after the trade date but prior to the original issue date, at a price to public, agent’s commission and proceeds\nto issuer that differ from the amounts set forth above, but the agent’s commission will not exceed the amount set forth above and\nthe 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\nadvisory accounts may forgo some or all of their selling concessions, fees or commissions. See “Supplemental Plan of Distribution\n(Conflicts of Interest)” herein.

We will use this pricing supplement in the initial\nsale of the notes. In addition, Nomura Securities International, Inc. or another of our affiliates may use this pricing supplement\nin market-making transactions in the notes after their initial sale. Unless we or our agent informs the purchaser otherwise in the\nconfirmation of sale, this pricing supplement is being used in a market-making transaction.

Neither the Securities and Exchange Commission\nnor any other regulatory body has approved or disapproved of these securities or passed upon the accuracy or adequacy of this pricing\nsupplement. Any representation to the contrary is a criminal offense.

Nomura

October 21, 2026

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

TERMS OF THE NOTES
Issuer:	Nomura America Finance, LLC (“we” or “us”)
Guarantor:	Nomura Holdings, Inc. (“Nomura”)
Principal Amount:	US$2,658,000
Reference Assets:	The least performing of the S&P 500^® Index (Ticker: SPX) (the “SPX”), the Russell 2000^® Index (Ticker: RTY) (the “RTY”) and the Dow Jones Industrial Average^® (Ticker: INDU) (the “INDU”) (each, a “reference asset” and together, the “reference assets”)
Trade Date:	October 21, 2026
Original Issue Date:	October 26, 2026
Final Valuation Date:	October 22, 2029, subject to postponement as described under “General Terms of the Notes—Market Disruption Events” in the accompanying product prospectus supplement.
Stated Maturity Date:	October 25, 2029, unless that date is not a business day, in which case the maturity date will be the next following business day. The actual maturity date for the notes may be different if postponed as described under “General Terms of the Notes—Market Disruption Events” in the accompanying product prospectus supplement.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Coupon Observation Dates and Coupon Payment Dates:	Coupon Observation Dates		Coupon Payment Dates

November 23, 2026		November 27, 2026
December 21, 2026		December 24, 2026
January 21, 2027		January 26, 2027
February 22, 2027		February 25, 2027
March 22, 2027		March 25, 2027
April 21, 2027		April 26, 2027	*
May 21, 2027		May 26, 2027	*
June 21, 2027		June 24, 2027	*
July 21, 2027		July 26, 2027	*
August 23, 2027		August 26, 2027	*
September 21, 2027		September 24, 2027	*
October 21, 2027		October 26, 2027	*
November 22, 2027		November 26, 2027	*
December 21, 2027		December 27, 2027	*
January 21, 2028		January 26, 2028	*
February 22, 2028		February 25, 2028	*
March 21, 2028		March 24, 2028	*
April 21, 2028		April 26, 2028	*
May 22, 2028		May 25, 2028	*
June 21, 2028		June 26, 2028	*
July 21, 2028		July 26, 2028	*
August 21, 2028		August 24, 2028	*
September 21, 2028		September 26, 2028	*
October 23, 2028		October 26, 2028	*
November 21, 2028		November 27, 2028	*
December 21, 2028		December 27, 2028	*
January 22, 2029		January 25, 2029	*
February 21, 2029		February 26, 2029	*
March 21, 2029		March 26, 2029	*
April 23, 2029		April 26, 2029	*
May 21, 2029		May 24, 2029	*
June 21, 2029		June 26, 2029	*
July 23, 2029		July 26, 2029	*
August 21, 2029		August 24, 2029	*
September 21, 2029		September 26, 2029	*
\n October 22, 2029 \n (the Final Valuation Date)		\n October 25, 2029 \n (the Stated Maturity Date)

PS-2

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	\n * These coupon payment dates are also optional redemption dates \n Each subject to postponement as described under\n “General Terms of the Notes—Market Disruption Events” in the accompanying product prospectus supplement.
Contingent Coupon:	\n If the closing value of each reference asset is greater than or\n equal to its contingent coupon barrier on a coupon observation date, you will receive the contingent coupon of $7.00 per $1,000\n principal amount on the applicable coupon payment date. \n If the closing value of any reference asset is less than its contingent\n coupon barrier on a coupon observation date, the contingent coupon applicable to such coupon observation date will not be payable. \n You may not receive any contingent coupon payments\n over the term of the notes.
Contingent Coupon Rate:	0.70% monthly (equivalent to 8.40% per annum).
Early Redemption at the Option of the Issuer:	We may, at our election, redeem the notes on any optional redemption date on or after April 26, 2027. In that case, you will receive a redemption payment amount, per $1,000 principal amount of notes, equal to the principal amount plus the contingent coupon, if payable, on the corresponding optional redemption date. If we elect to redeem the notes, we will send a notice to DTC through the trustee at least two business days before the applicable optional redemption date. We will have no independent obligation to notify you directly.
Payment at Maturity:\t	Unless the notes are redeemed by us at our election, on the maturity date, for each $1,000 principal amount of notes, we will pay you the cash settlement amount.
Cash Settlement Amount:	\n Unless the notes are redeemed by us at our election, for each $1,000\n principal amount, you will receive a cash payment on the maturity date, calculated as follows: \n If the final value of the least performing reference asset is greater\n than or equal to its buffer value: \n $1,000 + final contingent coupon \n If the final value of the least performing reference asset is less\n than its buffer value: \n $1,000 + [$1,000 × (reference asset performance of the least\n performing reference asset + 25%)]. \n If the notes are not redeemed and the final value of the least performing\n reference asset is less than its buffer value, you will receive protection from the first 25.00% of any losses, with 1x exposure to each\n 1% decline beyond a reference asset performance of the least performing reference asset of -25.00%. You may lose up to 75.00% of your\n principal amount at maturity. Even with any contingent coupons, your return on the notes may be negative in this case.
Least Performing Reference Asset:	The reference asset with the lowest reference asset performance.
Reference Asset Performance:	\n With respect to each reference asset, the quotient, expressed as a\n percentage, calculated as follows: \n final value - initial value \n initial value
Initial Value:	7,757.17 with respect to SPX, 2,781.021 with respect to RTY, and 52,856.09 with respect to INDU, each of which was its closing value on the trade date.
Final Value:	For each reference asset, its closing value on the final valuation date.
Contingent Coupon Barrier:	5,817.88 with respect to SPX, 2,085.766 with respect to RTY, and 39,642.07 with respect to INDU, each of which is 75.00% of its initial value (rounded to two decimal places for the SPX and the INDU, and rounded to three decimal places for the RTY).
Buffer Value:	5,817.88 with respect to SPX, 2,085.766 with respect to RTY, and 39,642.07 with respect to INDU, each of which is 75.00% of its initial value (rounded to two decimal places for the SPX and the INDU, and rounded to three decimal places for the RTY).

PS-3

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Denominations:	$1,000 and integral multiples thereof
Defeasance:	Not applicable
Program:	Senior Global Medium-Term Notes, Series A
CUSIP No.:	65541KWX8
ISIN No.:	US65541KWX89
Currency:	U.S. dollars
Calculation Agent:	Nomura Securities International, Inc.
Trustee, Paying Agent and Transfer Agent:	Deutsche Bank Trust Company Americas
Clearance and Settlement:	The Depository Trust Company (“DTC”) (including through its indirect participants Euroclear and Clearstream, as described under “Legal Ownership and Book-Entry Issuance” in the accompanying prospectus)
Minimum Initial Investment Amount:	$1,000
Original Issue Price (Price to Public):	100.00%
Listing:	The notes will not be listed on any securities exchange
Distribution Agent:	Nomura Securities International, Inc.

PS-4

ADDITIONAL INFORMATION

You should read this pricing supplement together\nwith the prospectus, dated July 16, 2026 (the “prospectus”), the product prospectus supplement, dated July 16, 2026\n(the “product prospectus supplement”) and the equity index product prospectus supplement, dated July 16, 2026 (the “equity\nindex product prospectus supplement”), each relating to our Senior Global Medium-Term Notes, Series A, of which these notes\nare a part. In the event of any conflict between the terms of this pricing supplement and the terms of the prospectus, the product\nprospectus supplement or the equity index product prospectus supplement, the terms of this pricing supplement will control.

This pricing supplement, together with the prospectus,\nthe product prospectus supplement and the equity index product prospectus supplement, contains the terms of the notes. You should carefully\nconsider, among other things, the matters set forth under “Risk Factors” in the accompanying prospectus, under “Additional\nRisk Factors Specific to the Notes” in the accompanying product prospectus supplement, and under “Additional Risk Factors\nSpecific to Your Notes” beginning on page PS-6 of this pricing supplement. We urge you to consult your investment, legal, tax,\naccounting and other advisors before you invest in the notes.

We have not authorized anyone to provide any information\nor to make any representations other than those contained or incorporated by reference in this pricing supplement. We take no responsibility\nfor, and can provide no assurance as to the reliability of, any other information that others may provide. This pricing supplement is\nan offer to sell only the securities offered hereby, but only under circumstances and in jurisdictions where it is lawful to do so. The\ninformation contained in this pricing supplement is current only as of its date.

You may access the prospectus, the product prospectus supplement\nand the equity index product prospectus supplement on the Securities and Exchange Commission (“SEC”) website at www.sec.gov\nas follows:

\n\n

Prospectus\ndated July 16, 2026:

https://www.sec.gov/Archives/edgar/data/1383951/000110465926084292/tm2619954-3_424b3.htm

\n\n

Product\nProspectus Supplement dated July 16, 2026:

https://www.sec.gov/Archives/edgar/data/1383951/000110465926084314/tm2619530d11_424b3.htm

\n\n

Equity\nIndex Product Prospectus Supplement dated July 16, 2026:

https://www.sec.gov/Archives/edgar/data/1383951/000110465926084315/tm2619530d26_424b3.htm

PS-5

ADDITIONAL RISK FACTORS SPECIFIC TO YOUR NOTES

An investment in the notes is subject to the risks described below,\nas well as the risks described under “Risk Factors” in the accompanying prospectus and under “Additional Risk Factors\nSpecific to the Notes” in the accompanying product prospectus supplement. You should carefully consider whether the notes are suited\nto your particular circumstances. The notes are not secured debt.

Please note that in this section entitled “Additional Risk\nFactors Specific to Your Notes,” references to “holders” mean those who own notes registered in their own names, on\nthe books that we, Nomura or the trustee maintain for this purpose, and not those who own beneficial interests in notes registered in\nstreet name or in notes issued in book-entry form through DTC or another depositary. Owners of beneficial interests in the notes should\nread the section entitled “Legal Ownership and Book-Entry Issuance” in the accompanying prospectus.

We urge you to read all of the following\ninformation about some of the risks associated with the notes, together with the other information in this pricing supplement, the accompanying\nprospectus and the accompanying product prospectus supplement before investing in the notes.

Risks Relating to the Structure or Features of the Notes

The Notes Do Not Guarantee Any Return of Principal\nand You May Lose Some or a Significant Portion of Your Principal Amount.

The notes do not guarantee any return of principal.\nThe notes differ from ordinary debt securities in that we will not pay you 100% of the principal amount of your notes if the notes are\nnot redeemed and the final value of any reference asset is less than its buffer value. In this case, the payment at maturity you will\nbe entitled to receive will be less than the principal amount and you will lose 1% for each 1% that the reference asset performance of\nthe least performing reference asset is less than its buffer value. You may lose some or a significant portion (up to 75.00%) of your\ninvestment at maturity. Even with any contingent coupons received prior to maturity, your return on the notes may be negative in this\ncase.

The Amount Payable on The Notes is Not Linked\nto The Values of The Reference Assets At Any Time Other Than The Coupon Observation Dates, Including The Final Valuation Date.

The payments on the notes\nwill be based on the closing value of each reference asset on the coupon observation dates, including the final valuation date, subject\nto postponement for non-trading days and certain market disruption events. Even if the value of the least performing reference asset is\ngreater than or equal to its contingent coupon barrier during the term of the notes other than on a coupon observation date but then decreases\non a coupon observation date to a value that is less than its contingent coupon barrier, the contingent coupon will not be payable for\nthe relevant monthly period. Similarly, if the notes are not redeemed, even if the value of the least performing reference asset is greater\nthan or equal to its buffer value during the term of the notes other than on the final valuation date but then decreases on the final\nvaluation date to a value that is less than its buffer value, the payment at maturity will be less, possibly significantly less, than\nit would have been had the payment at maturity been linked to the value of the least performing reference asset prior to such decrease.\nAlthough the actual value of the least performing reference asset on the maturity date or at other times during the term of the notes\nmay be higher than its value on the coupon observation dates, whether each contingent coupon will be payable and the payment at maturity\nwill be based solely on the closing value of the least performing reference asset on the applicable coupon observation dates.

You May Not Receive Any Contingent Coupons.

We will not necessarily make periodic coupon payments\non the notes. If the closing value of any reference asset on a coupon observation date is less than its contingent coupon barrier, we\nwill not pay you the contingent coupon applicable to that coupon observation date. If on each of the coupon observation dates, the closing\nvalue of any reference asset is less than its contingent coupon barrier, we will not pay you any contingent coupons during the term of,\nand you will not receive a positive return on, the notes. Generally, this non-payment of the contingent coupon coincides with a period\nof greater risk of principal loss on the notes.

Your Return on the Notes Is Limited to the\nPrincipal Amount Plus the Contingent Coupons, If Any, Regardless of Any Appreciation in the Value of Any Reference Asset.

You will not participate in any appreciation of\nthe reference assets. In addition to any contingent coupon payments received prior to maturity or early redemption, for each $1,000 principal\namount, at maturity or upon early redemption, you will receive $1,000 plus the final contingent coupon if the closing value of the least\nperforming reference asset on the relevant coupon observation date is equal to or greater than its contingent coupon barrier, regardless\nof any appreciation in the value

PS-6

of any reference asset, which may be significant. Accordingly, the return on the notes may be significantly\nless than the return on a security, the return of which was directly linked to the performance of any reference asset during the term\nof the notes.

The Notes May Be Redeemed Prior to the\nMaturity Date.

If the notes are redeemed early, the holding period\nover which you may receive contingent coupon payments could be as little as approximately six months. It is more likely that we will redeem\nthe notes prior to maturity if we expect that the contingent coupon payments are likely to be payable on most or all of the coupon payment\ndates during the term of the notes, resulting in a return on the notes which is greater than the interest that would be payable on other\ninstruments issued by us of comparable maturity, terms and credit rating trading in the market. There is no guarantee that you would be\nable to reinvest the proceeds from an investment in the notes at a comparable return for a similar level of risk in the event the notes\nare redeemed prior to the maturity date.

Since the Notes Are Linked to the Performance\nof More Than One Reference Asset, You Will Be Fully Exposed to the Risk of Fluctuations in the Value of Each Reference Asset.

Since the notes are linked to the performance\nof more than one reference asset, the notes will be linked to the individual performance of each reference asset. Because such notes are\nnot linked to a basket, in which the risk is mitigated and diversified among all of the components of a basket, you will be exposed to\nthe risk of fluctuations in the value of each reference asset. For example, in the case of notes linked to a basket, the return would\ndepend on the aggregate performance of the basket components reflected as the basket return. Thus, the depreciation of any basket component\ncould be mitigated by the appreciation of another basket component. However, in the case of notes linked to the performance of more than\none reference asset, the individual performance of each of the reference assets would not be combined to calculate your return and the\ndepreciation of any reference asset would not be mitigated by the appreciation of the other reference assets. Instead, your return would\ndepend on the least performing reference asset.

Because the Notes Are Linked to the Performance\nof the Least Performing Reference Asset, You are Exposed to Greater Risks of Sustaining a Significant Loss on Your Investment Than if\nthe Notes Were Linked to Just One Reference Asset.

The risk that you will suffer a significant loss\non your investment is greater if you invest in such notes as opposed to substantially similar securities that are linked to the performance\nof just one reference asset. With multiple reference assets, it is more likely that the value of one of the reference assets will be below\nits buffer value on the final valuation date, than if the notes were linked to only one reference asset. Therefore, it is more likely\nthat you will suffer a significant loss on your investment.

Higher Contingent Coupon Rates or Lower Buffer\nValues Are Generally Associated With a Reference Asset With Greater Expected Volatility and Therefore Can Indicate a Greater Risk of Loss.

“Volatility” refers to the frequency\nand magnitude of changes in the value of a reference asset. The greater the expected volatility with respect to a reference asset on the\ntrade date, the higher the expectation as of the trade date that the value of the reference asset could close below its contingent coupon\nbarrier on a coupon observation date or its buffer value on the final valuation date, indicating a higher expected risk of non-payment\nof contingent coupons or loss on the notes. This greater expected risk will generally be reflected in a higher contingent coupon rate\nthan the yield payable on our conventional debt securities with a similar maturity, or in more favorable terms (such as a lower buffer\nvalue, a lower contingent coupon barrier or a higher contingent coupon rate) than for similar securities linked to the performance of\na reference asset with a lower expected volatility as of the trade date. You should therefore understand that a relatively higher contingent\ncoupon rate may indicate an increased risk of loss. Further, a relatively lower buffer value may not necessarily indicate that the notes\nhave a greater likelihood of a repayment of principal at maturity. The volatility of a reference asset can change significantly over the\nterm of the notes. The value of the reference asset for your notes could fall sharply, which could result in a significant loss of principal.\nYou should be willing to accept the downside market risk of the reference asset and the potential to lose some or all of your principal\nat maturity and to not receive any contingent coupons.

Risks Relating to the Reference Assets

Changes That Affect the Reference Assets May Affect\nthe Value of the Reference Assets and the Market Value of the Notes and the Amount You Will Receive on the Notes and the Amount You Will\nReceive at Maturity.

The policies of the reference asset sponsors of\nthe reference assets concerning additions, deletions and substitutions of the stocks included in the reference assets, and the manner\nin which the reference sponsor takes account of certain changes affecting those stocks, may affect the value of the reference assets.\nThe policies of the reference asset sponsors with respect to the calculation of the reference assets could also affect the value of the\nreference assets. The reference asset sponsors

PS-7

may discontinue or suspend calculation or dissemination of the reference assets. Any such\nactions could affect the value of the reference assets and the value of and the return on the notes.

An Investment In the Notes Is Subject to Small-capitalization\nRisks.

The RTY tracks companies that are considered small-capitalization.\nThese companies often have greater stock price volatility, lower trading volume and less liquidity than large-capitalization companies\nand therefore the level of the RTY may be more volatile than an investment in stocks issued by large-capitalization companies. Stock prices\nof small-capitalization companies are also more vulnerable than those of large-capitalization companies to adverse business and economic\ndevelopments, and the stocks of small-capitalization companies may be thinly traded, making it difficult for the RTY to track them. In\naddition, small-capitalization companies are typically less stable financially than large-capitalization companies and may depend on a\nsmall number of key personnel, making them more vulnerable to loss of personnel. Small-capitalization companies are often subject to less\nanalyst coverage and may be in early, and less predictable, periods of their corporate existences. Such companies tend to have smaller\nrevenues, less diverse product lines, smaller shares of their product or service markets, fewer financial resources and less competitive\nstrengths than large-capitalization companies and are more susceptible to adverse developments related to their products or services.\nAny of these factors may adversely affect the performance of the RTY and consequently, the return on the notes.

Tax Risks

The Tax Treatment of the\nNotes Is Uncertain.

Significant aspects of the\ntax treatment of the notes are uncertain. You should consult your tax advisor about your own tax situation. See “U.S. Federal Income\nTax Considerations” in the prospectus and “Supplemental Discussion of U.S. Federal Income Tax Consequences” in this\npricing supplement

General Risk Factors

You Are Subject to Nomura’s Credit Risk, and the Value of\nYour Notes May Be Adversely Affected by Negative Changes in the Market’s Perception of Nomura’s Creditworthiness.

By purchasing the notes, you are making, in part,\na decision about Nomura’s ability to pay you the amounts you are owed pursuant to the terms of your notes. Substantially all of\nour assets consist of loans to and other receivables from Nomura and its subsidiaries. Our obligations under your notes are guaranteed\nby Nomura. Therefore, as a practical matter, our ability to pay you amounts we owe on the notes is directly or indirectly linked solely\nto Nomura’s creditworthiness. In addition, the market’s perception of Nomura’s creditworthiness generally will directly\nimpact the value of your notes. If Nomura becomes or is perceived as becoming less creditworthy following your purchase of notes, you\nshould expect that the notes will decline in value in the secondary market, perhaps substantially. If you sell your notes in the secondary\nmarket in such an environment, you may incur a substantial loss.

The Estimated Value of Your Notes at the Time\nthe Terms of Your Notes Were Set on the Trade Date (as Determined by Reference to Our Affiliates’ Pricing Models) Is Less Than the\nOriginal Issue Price of Your Notes.

The original issue price for your notes exceeds\nthe estimated value of your notes as of the time the terms of your notes were set on the trade date, as determined by reference to our\naffiliates’ pricing models. After the trade date, the estimated value, as determined by reference to these pricing models, may be\naffected by changes in market conditions, our and Nomura’s creditworthiness and other relevant factors. If Nomura Securities International, Inc.\nbuys or sells your notes, it will do so at prices that reflect the estimated value determined by reference to such pricing models at that\ntime. The price at which Nomura Securities International, Inc. will buy or sell your notes at any time also will reflect, among other\nthings, its then current bid and ask spread for similar sized trades of structured notes.

In estimating the value of your notes as of the\ntime the terms of your notes were set on the trade date, our pricing models considered certain variables, including principally Nomura’s\ninternal funding rates, interest rates (forecasted, current and historical rates), volatility, price-sensitivity analysis and the time\nto maturity of the notes. These pricing models are proprietary and rely in part on certain assumptions about future events, which may\nprove to be incorrect. In addition, our internal funding rate used in our affiliates’ pricing models generally results in a higher\nestimated value of your notes than would result if we estimated the value using our credit spreads for our conventional fixed rate debt.\nAs a result, the actual value you would receive if you sold your notes in the secondary market may differ, possibly even materially, from\nthe estimated value of your notes that we determined by reference to our affiliates’ pricing models as of the time the terms of\nyour notes were set on the trade date due to, among other things, any differences in pricing models, third-parties’ use of our credit\nspreads in their models, or assumptions used by other market participants.

The difference between the estimated value of\nyour notes as of the time the terms of your notes were set on the trade date and the original issue price is a result of certain factors,\nincluding principally the underwriting discount and commissions,

PS-8

the expenses incurred in creating, documenting and marketing the notes,\nand an estimate of the difference between the amounts we pay to our affiliates and the amounts our affiliates pay to us in connection\nwith their agreement to hedge our obligations on your notes. These costs will be used or retained by us or one of our affiliates, except\nfor underwriting discounts paid to unaffiliated distributors.

If We Were to Repurchase Your Notes Immediately After the Original\nIssue Date, the Price You Receive May Be Higher Than the Estimated Value of The Notes.

Assuming that all relevant factors remain constant\nafter the original issue date, the price at which we may initially buy or sell the notes in the secondary market, if any, and the value\nthat may initially be used for customer account statements, if any, may exceed the estimated value on the trade date for a temporary period\nexpected to be approximately 3 months after the original issue date. This temporary price difference may exist because, in our discretion,\nwe may elect to effectively reimburse to investors a portion of the estimated cost of hedging our obligations under the notes and other\ncosts in connection with the notes that we will no longer expect to incur over the term of the notes. We will make such discretionary\nelection and determine this temporary reimbursement period on the basis of a number of factors, including the tenor of the notes and any\nagreement we may have with the distributors of the notes. The amount of our estimated costs which we effectively reimburse to investors\nin this way may not be allocated ratably throughout the reimbursement period, and we may discontinue such reimbursement at any time or\nrevise the duration of the reimbursement period after the original issue date of the notes based on changes in market conditions and other\nfactors that cannot be predicted.

Because Nomura Is a Holding Company, Your Right to Receive Payments\non Nomura’s Guarantee of the Notes Is Subordinated to the Liabilities of Nomura’s Other Subsidiaries.

The ability of Nomura to make payments, as guarantor,\non the notes, depends upon Nomura’s receipt of dividends, loan payments and other funds from subsidiaries. In addition, if any of\nNomura’s subsidiaries becomes insolvent, the direct creditors of that subsidiary will have a prior claim on its assets, and Nomura’s\nrights and the rights of Nomura’s creditors, including your rights as an owner of the notes, will be subject to that prior claim.

Nomura’s subsidiaries are subject to various\nlaws and regulations that may restrict Nomura’s ability to receive dividends, loan payments and other funds from subsidiaries. In\nparticular, many of Nomura’s subsidiaries, including its broker-dealer subsidiaries, are subject to laws and regulations, including\nregulatory capital requirements, that authorize regulatory bodies to block or reduce the flow of funds to the parent holding company,\nor that prohibit such transfers altogether in certain circumstances. For example, Nomura Securities Co., Ltd., Nomura Securities\nInternational, Inc., Nomura International plc and Nomura International (Hong Kong) Limited, Nomura’s main broker-dealer subsidiaries,\nare subject to regulatory capital requirements that could limit the transfer of funds to Nomura. These laws and regulations may hinder\nNomura’s ability to access funds needed to make payments on Nomura’s obligations.

You Must Rely on Your Own Evaluation of the Merits of an Investment\nLinked to the Reference Assets.

In the ordinary course of business, Nomura or\nany of its affiliates may have expressed views on expected movements in the reference assets, and may do so in the future. These views\nor reports may be communicated to Nomura’s clients and clients of its affiliates. However, any such views are and will be subject\nto change from time to time. Moreover, other professionals who deal in markets relating to the reference assets may at any time have significantly\ndifferent views from those of Nomura or its affiliates. For these reasons, you are encouraged to derive information concerning the reference\nassets from multiple sources, and you should not rely on any of the views that may have been expressed or that may be expressed in the\nfuture by Nomura or any of its affiliates. Neither the offering of the notes nor any view which Nomura or any of its affiliates from time\nto time may express in the ordinary course of business constitutes a recommendation as to the merits of an investment in the notes or\nany of the component securities.

Your Return May Be Lower Than the Return on Other Debt Securities\nof Comparable Maturity.

Any contingent coupons payable on your notes may\nrepresent a return that is below the prevailing market rate for other debt securities of comparable maturity that are not linked to a\nreference asset. Consequently, unless the cash settlement amount you receive on the maturity date substantially exceeds the amount you\npaid for your notes, the overall return you earn on your notes could be less than what you would have earned by investing in non–underlier-linked\ndebt securities that bear interest at prevailing market rates. For example, your return may be less than the return you would earn if\nyou bought a traditional interest-bearing debt security with the same maturity date. Your investment may not reflect the full opportunity\ncost to you when you take into account factors that affect the time value of money.

PS-9

The Historical Performance of the Reference Assets Should Not Be\nTaken as an Indication of Its Future Performance.

The historical levels of the reference assets\nincluded in this pricing supplement should not be taken as an indication of its future performance. Changes in the levels of the reference\nassets will affect the market value of the notes, but it is impossible to predict whether the levels of the reference assets will rise\nor fall during the term of the notes. The levels of the reference assets will be influenced by complex and interrelated political, economic,\nfinancial and other factors.

Our or Our Affiliates’ Hedging and Trading Activities May Adversely\nAffect the Market Value of the Notes.

As described under “Use of Proceeds and\nHedging” in the accompanying product prospectus supplement, we or one or more of our affiliates may hedge our obligations under\nthe notes by entering into transactions involving purchases of futures and/or other derivative instruments linked to the reference assets.\nWe also expect that we or one or more of our affiliates will adjust these hedges by, among other things, purchasing or selling any of\nthe foregoing, and perhaps other instruments linked to any of the foregoing, at any time and from time to time, and unwind the hedge by\nselling any of the foregoing on or before the final valuation date for the notes or in connection with the redemption of the notes. Our\nor our affiliates’ hedging activities may result in our or our affiliates’ receiving a substantial return on these hedging\nactivities even if your investment in the notes results in a loss to you. These hedging activities could adversely affect the levels of\nthe reference assets and, therefore, the market value of the notes and the cash settlement amount payable on the notes.

We or one or more of our affiliates may also issue\nor underwrite other securities or financial or derivative instruments with returns linked or related to changes in the performance of\nthe reference assets. By introducing competing products into the marketplace in this manner, we or one or more of our affiliates could\nadversely affect the market value of the notes and the cash settlement amount payable on the notes.

We or one or more of our affiliates may also engage\nin business with the component securities issuers or trading activities related to the component securities, which may present a conflict\nof interest between us (or our affiliates) and you.

There Are Potential Conflicts of Interest between You and the Calculation\nAgent and between You and Our Other Affiliates.

The calculation agent will make important determinations\nas to the notes. Among other things, the calculation agent will determine the applicable closing values of the reference assets. We have\ninitially appointed our affiliate, Nomura Securities International, Inc., to act as the calculation agent. We may change the calculation\nagent after the original issue date without notice to you. For a fuller description of the calculation agent’s role, see “General\nTerms of the Notes— Role of Calculation Agent” in the accompanying product prospectus supplement. The calculation agent\nwill exercise its judgment when performing its functions and will make any determination required or permitted of it in its sole discretion.\nFor example, the calculation agent may have to determine whether a market disruption event affecting a reference asset has occurred and\nmay also have to determine its closing value in such case. This determination may, in turn, depend on the calculation agent’s judgment\nwhether the event has materially interfered with our ability or the ability of one of our affiliates to unwind our hedge positions. The\ncalculation agent may also have to select a substitute index if a reference asset is discontinued. All determinations by the calculation\nagent are final and binding on you absent manifest error. Since this determination by the calculation agent will affect the cash settlement\namount payable on the notes, the calculation agent may have a conflict of interest if it needs to make a determination of this kind, and\nthe cash settlement amount payable on your notes may be adversely affected. In addition, if the calculation agent determines that a market\ndisruption event has occurred, it can postpone any relevant valuation date, which may have the effect of postponing the maturity date.\nIf this occurs, you will receive the cash settlement amount, if any, after the originally scheduled stated maturity date but will not\nreceive any additional payment or any interest on such postponed cash settlement amount.

We or our affiliates may have other conflicts\nof interest with holders of the notes. See “Additional Risk Factors Specific to the Notes—Our or Our Affiliates’\nBusiness Activities May Create Conflicts of Interest” in the accompanying product prospectus supplement.

There May Not Be an Active Trading Market for the Notes—Sales\nin the Secondary Market May Result in Significant Losses.

The notes will not be listed on any securities\nexchange, and there may be little or no secondary market for the notes. Nomura Securities International, Inc. and other affiliates\nof ours currently intend to make a market for the notes, although they are not required to do so. Nomura Securities International, Inc.\nor any other affiliate of ours may stop any such market-making activities at any time. Even if a secondary market for the notes develops,\nit may not provide significant liquidity and the notes may not trade at prices advantageous to you. We expect that transaction costs in\nany secondary market would be high. As a result, the difference between bid and ask prices for your notes in any secondary market could\nbe substantial.

PS-10

Furthermore, if you sell your notes, you will\nlikely be charged a commission for secondary market transactions, or the price will likely reflect a dealer discount.

If you sell your notes before the maturity date,\nyou may have to do so at a substantial discount from the issue price and as a result you may suffer substantial losses.

PS-11

ILLUSTRATIVE EXAMPLES

The following table and examples are provided for illustrative purposes\nonly and are hypothetical. They do not purport to be representative of every possible scenario concerning increases or decreases in the\nvalue of the reference assets relative to its initial value. We cannot predict the closing value of the reference assets on any coupon\nobservation date, including the final valuation date. The assumptions we have made in connection with the illustrations set forth below\nmay not reflect actual events. You should not take this illustration or these examples as an indication or assurance of the expected performance\nof the reference assets or the return on the notes.

The table and examples below illustrate how the cash settlement amount\nwould be calculated with respect to a $1,000 investment in the notes, given a range of hypothetical performances of the least performing\nreference asset. The hypothetical returns on the notes below are numbers, expressed as percentages, that result from comparing the cash\nsettlement amount per $1,000 principal amount to $1,000. The potential returns described below assume that the notes have not been redeemed\nby us prior to maturity and are held to maturity, and are calculated excluding any contingent coupon payments paid prior to maturity.\nThe numbers appearing in the following table and examples may have been rounded for ease of analysis. The following table and examples\nassume the following. These are not the actual terms of the notes and the notes’ terms may be more or less favorable than those\nshown in the following table and examples:

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

🞂	Principal amount:	$1,000
🞂	Hypothetical initial value of the least performing reference\nasset:	1,000.00
🞂	Hypothetical contingent coupon barrier of the least performing\nreference asset:	750.00 (75.00% of its hypothetical initial value)
🞂	Hypothetical buffer value of the least performing reference\nasset:	750.00 (75.00% of its hypothetical initial value)
🞂	Contingent coupon rate:	0.70% monthly (equivalent to 8.40% per annum)

Hypothetical Final \nValue of the Least \nPerforming \nReference Asset	Hypothetical \nReference Asset \nPerformance of the \nLeast Performing \nReference Asset	Hypothetical \nCash \nSettlement \nAmount	Hypothetical Return \non the Notes \n (Excluding Any \nContingent Coupons \n Paid Prior to \nMaturity)
2,000.00	100.00%	$1,007.00⁽¹⁾	0.70%
1,500.00	50.00%	$1,007.00	0.70%
1,250.00	25.00%	$1,007.00	0.70%
1,000.00⁽²⁾	0.00%	$1,007.00	0.70%
900.00	-10.00%	$1,007.00	0.70%
800.00	-20.00%	$1,007.00	0.70%
750.00⁽³⁾	-25.00%	$1,007.00	0.70%
650.00	-35.00%	$900.00	-10.00%
600.00	-40.00%	$850.00	-15.00%
550.00	-45.00%	$800.00	-20.00%
500.00	-50.00%	$750.00	-25.00%
300.00	-70.00%	$550.00	-45.00%
250.00	-75.00%	$500.00	-50.00%
0.00	-100.00%	$250.00	-75.00%

\n\n\n\n\n

	(1)	The cash settlement amount will not exceed the principal amount plus the final contingent coupon.
	(2)	The hypothetical initial value of 1,000.00 used in these examples has been chosen for illustrative purposes only. The actual\ninitial values of the reference assets are set forth under “Terms of the Notes.”
	(3)	This is the hypothetical contingent coupon barrier and the hypothetical buffer value of the least performing reference\nasset.

PS-12

The following examples indicate how the cash settlement amount would\nbe calculated with respect to a hypothetical $1,000 investment in the notes assuming that the notes have not been redeemed by us prior\nto maturity and are held to maturity.

Example 1: The reference asset performance of the least performing\nreference asset is 50.00%.

Because the final value of the least performing reference asset is\ngreater than or equal to its buffer value, the cash settlement amount would be $1,007.00 per $1,000 principal amount, calculated as follows:

$1,000 + final contingent coupon

= $1,000 + ($1,000 × 0.70%)

= $1,007.00

Example 1 shows that the cash settlement amount will be fixed at the\nprincipal amount plus the final contingent coupon when the final value of the least performing reference asset is at or above its buffer\nvalue, regardless of the extent to which the price of the least performing reference asset increases.

Example 2: The reference asset performance of the least performing\nreference asset is -20.00%.

$1,000 + final contingent coupon

= $1,000 + ($1,000 × 0.70%)

= $1,007.00

Example 2 shows that the cash settlement amount will equal the principal\namount plus the final contingent coupon when the final value of the least performing reference asset is at or above its buffer value,\nalthough the price of the least performing reference asset has decreased moderately.

Example 3: The reference asset performance of the least performing\nreference asset is -75.00%.

Because the final value of the least performing reference asset is\nless than its buffer value, the cash settlement amount would be $250.00 per $1,000 principal amount, calculated as follows:

$1,000 + [$1,000 × (reference asset performance of\nthe least performing reference asset + 25.00%)]

= $1,000 + [$1,000 × ( -75.00% + 25.00%)]

= $500.00

Example 3 shows that you are exposed on a 1-to-1 basis to any decrease\nin the price of the least performing reference asset from its buffer value if its final value is less than its buffer value. You may lose\nup to 75% of your principal amount at maturity. Even with any contingent coupons, the return on the notes could be negative.

These examples illustrate that you will not participate in any appreciation\nof any reference asset, but will be exposed to a decrease in the least performing reference asset if the notes are not called and the\nfinal value of the least performing reference asset is less than its buffer value, even if the final values of the other reference assets\nhave appreciated or have not declined below their respective buffer values.

PS-13

THE REFERENCE ASSETS

Description of the SPX

The SPX is a market capitalization-weighted index intended to provide\na performance benchmark for the large-cap U.S. equity markets. The SPX includes a representative sample of 500 companies in leading industries\nof the U.S. economy.

For more information about the SPX, see “The S&P 500^®\nIndex” beginning on page PS-2 of the accompanying equity index product prospectus supplement.

Historical Performance of the SPX

The following graph sets forth the historical\nperformance of the SPX based on the daily historical closing values from January 1, 2021 through October 21, 2026. We obtained\nthe closing values below from Bloomberg L.P. (“Bloomberg”). We have not undertaken any independent review of, or made any\ndue diligence inquiry with respect to, the information obtained from Bloomberg.

Historical Performance of the SPX

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The historical values of the SPX should not be\ntaken as an indication of future performance, and no assurance can be given as to the closing value of the SPX on any coupon observation\ndate, including the final valuation date.

PS-14

Description of the RTY

The RTY is designed to track the performance of the small capitalization\nsegment of the United States equity market. All 2,000 stocks are traded on the New York Stock Exchange or Nasdaq, and the RTY consists\nof the smallest 2,000 companies included in the Russell 3000^® Index. The Russell 3000^® Index is composed\nof the 3,000 largest United States companies as determined by market capitalization and represents approximately 98% of the United States\nequity market.

For more information about the RTY, see “The Russell 2000^®\nIndex” beginning on page PS-8 of the accompanying equity index product prospectus supplement.

Historical Performance of the RTY

The following graph sets forth the historical\nperformance of the RTY based on the daily historical closing values from January 1, 2021 through October 21, 2026. We obtained\nthe closing values below from Bloomberg. We have not undertaken any independent review of, or made any due diligence inquiry with respect\nto, the information obtained from Bloomberg.

Historical Performance of the RTY

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The historical values of the RTY should not be\ntaken as an indication of future performance, and no assurance can be given as to the closing value of the RTY on any coupon observation\ndate, including the final valuation date.

PS-15

Description of the INDU

The INDU is designed to provide an indication of the composite performance\nof 30 common stocks of corporations representing a broad cross-section of U.S. industry. The corporations represented in the INDU tend\nto be market leaders in their respective industries and their stocks are typically widely held by individuals and institutional investors.

The INDU is calculated and sponsored by S&P Dow Jones Indices LLC\n(“S&P”) and is maintained by a committee (the “Averages Committee”) comprised of three representatives of\nS&P and two representatives of The Wall Street Journal (“WSJ”). Additional information regarding the INDU is available\non the following website: spglobal.com/spdji/en/indices/equity/dow-jones-industrial-average/#overview (the “INDU website”).\nWe are not incorporating by reference the website or any material it includes in this document.

The INDU is reported by Bloomberg Professional^® service\nunder the symbol “INDU.”

Constituents

The number of common stocks in the INDU has remained at 30 since 1928\nand the constituent corporations represented in the INDU have been changed on a relatively infrequent basis.

Changes in the composition of the INDU are made entirely by the Averages\nCommittee without consultation with the corporations represented in the INDU, any stock exchange or any official agency. Unlike most other\nindices, which are reconstituted according to a fixed review schedule, constituents of the INDU are reviewed on an as-needed basis. Changes\nto the common stocks included in the INDU tend to be made infrequently, and the underlying stocks of the INDU may be changed at any time\nfor any reason. Constituent changes are typically announced one to five days before they are scheduled to be implemented. The companies\ncurrently represented in the INDU are incorporated and headquartered in the United States, and a plurality of revenues should be derived\nfrom the United States.

Generally, composition changes occur only after mergers, corporate\nacquisitions or other dramatic shifts in a component’s core business. When such an event necessitates that one component be replaced,\nthe entire INDU is reviewed. As a result, when changes are made they typically involve more than one component. While there are no rules for\ncomponent selection, a stock typically is added only if the company has an excellent reputation, demonstrates sustained growth and is\nof interest to a large number of investors. Additional information regarding changes to the INDU that may result from corporate actions\nis available in the relevant methodology on the INDU website.

The methodology also provides information on what adjustments, if any,\nwill be made for unexpected exchange closures or trading halts, including halts affecting an individual constituent while markets generally\nremain open.

Calculation and Maintenance

The INDU is a price-weighted index, which means\nan underlying stock’s weight in the INDU is based on its price per share rather than the total market capitalization of the issuer.\nThe level of the INDU is the sum of the primary exchange prices of each of the 30 component stocks included in the INDU, divided by a\ndivisor that is designed to provide a meaningful continuity in the level of the INDU. Because the INDU is price-weighted, stock splits\nor changes in the component stocks could result in distortions in the index level. In order to prevent these distortions related to extrinsic\nfactors, the divisor is periodically changed in accordance with a mathematical formula that reflects adjusted proportions within the INDU.\nThe current divisor of the INDU is published daily in the WSJ and other publications. In addition, other statistics based on the INDU\nmay be found in a variety of publicly available sources.

License Agreement with S&P

Nomura or one of its affiliates has entered into\na nonexclusive license agreement providing for the license to Nomura or to one of its affiliates, in exchange for a fee, of the right\nto use indices owned and published by S&P in connection with some products, including the notes.

S&P^® is a registered trademark\nof Standard & Poor’s Financial Services LLC (“Standard & Poor’s”) and Dow Jones^®,\nDJIA^®, The Dow^® and INDU are trademarks of Dow Jones Trademark Holdings LLC (“Dow Jones”) and\nhave been licensed for use by S&P and its affiliates and sublicensed for certain purposes by Nomura. The INDU is a product of S&P\nand/or its affiliates, and has been licensed for use by Nomura.

The notes are not sponsored, endorsed, sold or\npromoted by S&P Dow Jones Indices. S&P Dow Jones Indices makes no representation or warranty, express or implied, to the owners\nof the notes or any member of the public regarding the advisability

PS-16

of investing in securities generally or in the notes particularly\nor the ability of the INDU to track general market performance. S&P Dow Jones Indices’ only relationship to Nomura with respect\nto the INDU is the licensing of the INDU and certain trademarks, service marks and/or trade names of S&P Dow Jones Indices. The INDU\nis determined, composed and calculated by S&P Dow Jones Indices without regard to Nomura or the notes. S&P Dow Jones Indices has\nno obligation to take the needs of Nomura or the owners of the notes into consideration in determining, composing or calculating the INDU.\nS&P Dow Jones Indices is not responsible for and has not participated in the determination of the prices, and amount of the notes\nor the timing of the issuance or sale of the notes or in the determination or calculation of the equation by which the notes are to be\nconverted into cash. S&P Dow Jones Indices has no obligation or liability in connection with the administration, marketing or trading\nof the notes. There is no assurance that investment products based on the INDU will accurately track index performance or provide positive\ninvestment returns. S&P is not an investment advisor. Inclusion of a security within the INDU is not a recommendation by S&P Dow\nJones Indices to buy, sell, or hold such security, nor is it considered to be investment advice. Notwithstanding the foregoing, CME Group\nInc. and its affiliates may independently issue and/or sponsor financial products unrelated to the notes currently being issued by Nomura,\nbut which may be similar to and competitive with the notes. In addition, CME Group Inc. and its affiliates may trade financial products\nwhich are linked to the performance of the INDU. It is possible that this trading activity will affect the value of the INDU and the notes.

S&P DOW JONES INDICES DOES NOT GUARANTEE THE ADEQUACY, ACCURACY,\nTIMELINESS AND/OR THE COMPLETENESS OF THE INDU OR ANY DATA RELATED THERETO OR ANY COMMUNICATION, INCLUDING BUT NOT LIMITED TO, ORAL\nOR WRITTEN COMMUNICATION (INCLUDING ELECTRONIC COMMUNICATIONS) WITH RESPECT THERETO. S&P DOW JONES INDICES SHALL NOT BE SUBJECT TO\nANY DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS, OR DELAYS THEREIN. S&P DOW JONES INDICES MAKES NO EXPRESS OR IMPLIED WARRANTIES,\nAND EXPRESSLY DISCLAIMS ALL WARRANTIES, OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE OR AS TO RESULTS TO BE OBTAINED\nBY NOMURA, OWNERS OF THE NOTES, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE INDU OR WITH RESPECT TO ANY DATA RELATED THERETO. WITHOUT\nLIMITING ANY OF THE FOREGOING, IN NO EVENT WHATSOEVER SHALL S&P DOW JONES INDICES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL,\nPUNITIVE, OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, TRADING LOSSES, LOST TIME OR GOODWILL, EVEN IF THEY\nHAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE. THERE ARE NO THIRD PARTY\nBENEFICIARIES OF ANY AGREEMENTS OR ARRANGEMENTS BETWEEN S&P DOW JONES INDICES AND NOMURA, OTHER THAN THE LICENSORS OF S&P DOW\nJONES INDICES.

PS-17

Historical Performance of the INDU

The following graph sets forth the historical\nperformance of the INDU based on the daily historical closing values from January 1, 2021 through October 21, 2026. We obtained\nthe closing values below from Bloomberg. We have not undertaken any independent review of, or made any due diligence inquiry with respect\nto, the information obtained from Bloomberg.

Historical Performance of the INDU

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The historical values of the INDU should not be taken as an indication\nof future performance, and no assurance can be given as to the closing value of the INDU on any coupon observation date, including the\nfinal valuation date.

PS-18

SUPPLEMENTAL DISCUSSION OF U.S. FEDERAL INCOME\nTAX CONSEQUENCES

You should carefully consider the matters set\nforth in “U.S. Federal Income Tax Considerations” in the accompanying prospectus. The following discussion summarizes\nthe U.S. federal income tax consequences of the purchase, beneficial ownership, and disposition of the notes. This summary supplements\nthe section “U.S. Federal Income Tax Considerations” in the accompanying prospectus and supersedes it to the extent\ninconsistent therewith.

There is no direct legal authority as to the proper\ntax treatment of the notes, and therefore significant aspects of the tax treatment of the notes are uncertain as to both the timing and\ncharacter of any inclusion in income in respect of the notes. Under one approach, a note should be treated as a contingent income-bearing\npre-paid derivative contract with respect to the reference assets. We intend to treat the notes consistent with this approach. Pursuant\nto the terms of the notes, you agree to treat the notes under this approach for all U.S. federal income tax purposes. Subject to the limitations\ndescribed therein, and based on certain factual representations received from us, in the opinion of our special U.S. tax counsel, Mayer\nBrown LLP, it is reasonable to treat a note as a contingent income-bearing pre-paid derivative contract with respect to the reference\nassets. Because there are no statutory provisions, regulations, published rulings or judicial decisions addressing the characterization\nfor U.S. federal income tax purposes of securities with terms that are substantially the same as those of the notes, other characterizations\nand treatments are possible and the timing and character of income in respect of the notes might differ from the treatment described herein.

U.S. Holders. Please see the discussion\nunder the heading “U.S. Federal Income Tax Considerations — Tax Treatment of U.S. Holders — Certain Notes Treated as\na Put Option and a Deposit or a Derivative Contract — Certain Notes Treated as Prepaid Derivative Contracts” in the accompanying\nprospectus for a further discussion of U.S. federal income tax considerations applicable to U.S. holders (as defined in the accompanying\nprospectus). Pursuant to the approach discussed above, we intend to treat any gain or loss upon maturity or an earlier sale, exchange,\nor redeem as capital gain or loss in an amount equal to the difference between the amount you receive at such time (other than with respect\nto any contingent coupon) and your tax basis in the note. Any such gain or loss will be long-term capital gain or loss if you have held\nthe note for more than one year at such time for U.S. federal income tax purposes. Your tax basis in a note generally will equal your\ncost of the note. In addition, the tax treatment of the contingent coupons is unclear. Although the tax treatment of the contingent coupons\nis unclear, we intend to treat any contingent coupon, including on the maturity date, as ordinary income includible in income by you at\nthe time it accrues or is received in accordance with your normal method of accounting for U.S. federal income tax purposes.

Non-U.S. Holders. Please see the discussion\nunder the heading “U.S. Federal Income Tax Considerations — Tax Treatment of Non-U.S. Holders” in the accompanying\nprospectus for further discussion of U.S. federal income tax considerations applicable to non-U.S. holders (as defined in the accompanying\nprospectus). Because the U.S. federal income tax treatment (including the applicability of withholding) of the contingent coupons is uncertain,\nto the extent we have a withholding obligation, we intend to withhold U.S. federal income tax on the entire amount of any contingent coupons\nat a 30% rate (or at a lower rate under an applicable income tax treaty). Even if we do not have a withholding obligation, another withholding\nagent in the chain of payments may effectuate withholding to the same extent. Any U.S. federal withholding tax should generally be imposed\nonce. We will not pay any additional amounts in respect of any such withholding.

A “dividend equivalent” payment is\ntreated as a dividend from sources within the United States and such payments generally would be subject to a 30% U.S. withholding tax\nif paid to a non-U.S. holder. Under U.S. Treasury Department regulations, payments (including deemed payments) with respect to equity-linked\ninstruments (“ELIs”) that are “specified ELIs” may be treated as dividend equivalents if such specified ELIs reference\nan interest in an “underlying security,” which is generally any interest in an entity taxable as a corporation for U.S. federal\nincome tax purposes if a payment with respect to such interest could give rise to a U.S. source dividend. However, Internal Revenue\nService guidance provides that withholding on dividend equivalent payments will not apply to specified ELIs that are not delta-one instruments\nand that are issued through 2028. Based on the Issuer’s determination that the notes are not “delta-one” instruments,\nnon-U.S. holders should not be subject to withholding on dividend equivalent payments, if any, under the notes. However, it is possible\nthat the notes could be treated as deemed reissued for U.S. federal income tax purposes upon the occurrence of certain events affecting\nthe reference assets or the notes, and following such occurrence the notes could be treated as subject to withholding on dividend equivalent\npayments. Non-U.S. holders that enter, or have entered, into other transactions in respect of the reference assets or the notes should\nconsult their tax advisors as to the application of the dividend equivalent withholding tax in the context of the notes and their other\ntransactions. If any payments are treated as dividend equivalents subject to withholding, we (or the applicable paying agent) would be\nentitled to withhold taxes without being required to pay any additional amounts with respect to amounts so withheld.

PS-19

PROSPECTIVE PURCHASERS OF NOTES SHOULD CONSULT\nTHEIR TAX ADVISORS AS TO THE FEDERAL, STATE, LOCAL, AND OTHER TAX CONSEQUENCES TO THEM OF THE PURCHASE, OWNERSHIP AND DISPOSITION OF NOTES.

PS-20

SUPPLEMENTAL PLAN OF DISTRIBUTION (CONFLICTS\nOF INTEREST)

We have agreed to sell to Nomura Securities International, Inc.\n(the “distribution agent”), and the distribution agent has agreed to purchase from us, the aggregate principal amount of the\nnotes specified on the front cover of this pricing supplement. The distribution agent has agreed to purchase the notes from us at a price\nof 99.27% of the principal amount. The distribution agent’s commission will be 0.25%. We will pay referral fees of 0.55% per $1,000\nprincipal amount in connection with the distribution of the notes to other registered broker-dealers. In no case will the sum of the agent’s\ncommission and referral fees exceed 0.80% of the principal amount. The distribution agent will offer the notes to which this pricing supplement\nrelates to the public at the price to public set forth on the front cover of this pricing supplement. If all of the notes are not sold\nat the original issue price, the distribution agent may change the offering price and the other selling terms. Certain dealers who purchase\nthe notes for sale to certain fee-based advisory accounts may forgo some or all of their selling concessions, fees or commissions.

To the extent the distribution agent resells notes\nto a broker or dealer less a concession equal to the entire agent’s commission, such broker or dealer may be deemed to be an “underwriter”\nof the notes as such term is defined in the Securities Act of 1933, as amended. If the distribution agent is unable to sell all the notes\nat the public offering price, the distribution agent proposes to offer the notes from time to time for sale in negotiated transactions\nor otherwise, at prices to be determined at the time of sale.

In the future, the distribution agent may repurchase\nand resell the notes in market-making transactions. For more information about the plan of distribution, the distribution agreement and\npossible market-making activities, see “Plan of Distribution (Conflicts of Interest)” in the accompanying prospectus.

The distribution agent is our affiliate and, as\nsuch, has a “conflict of interest” in this offering within the meaning of FINRA Rule 5121. The distribution agent is\nnot permitted to sell notes in this offering to any account over which it exercises discretionary authority without the prior specific\nwritten approval of the account holder.

The distribution agent and/or its affiliates have\nperformed, and in the future may provide, investment banking and advisory services for us from time to time for which they have received,\nand expect to receive, customary fees and commissions. The distribution agent and its affiliates may, from time to time, engage in transactions\nwith, and perform services for, us in the ordinary course of business.

PS-21

VALIDITY OF THE NOTES

In the opinion of Mayer Brown LLP, as counsel\nto the Issuer and the Guarantor, when this pricing supplement has been attached to, and duly notated on, the master note that represents\nthe notes pursuant to the Indenture referred to in the prospectus and prospectus product supplement, and issued and paid for as contemplated\nherein, (i) such notes will be valid, binding and enforceable obligations of the Issuer, and (ii) the related Guarantee will\nbe a valid, binding and enforceable obligation of the Guarantor, in each case entitled to the benefits of the Indenture, subject to applicable\nbankruptcy, insolvency and similar laws affecting creditors’ rights generally, concepts of reasonableness and equitable principles\nof general applicability (including, without limitation, concepts of good faith, fair dealing and the lack of bad faith). This opinion\nis given as of the date hereof and is limited to the laws of the State of New York, the laws of the State of Delaware and the federal\nlaws of the United States of America. Insofar as this opinion involves matters governed by Japanese law, Mayer Brown LLP has relied, with\nthe Issuer’s permission, on the opinion of Anderson Mori & Tomotsune, dated as of July 16, 2026, filed as an exhibit\nto the Registration Statement by the Issuer on July 16, 2026, and this opinion is subject to the same assumptions, qualifications\nand limitations as set forth in such opinion of Anderson Mori & Tomotsune. This opinion is subject to customary assumptions about\nthe Trustee’s authorization, execution and delivery of the Indenture and the genuineness of signatures and to such counsel’s\nreliance on the Issuer and other sources as to certain factual matters, all as stated in the legal opinion dated July 16, 2026, which\nhas been filed as Exhibit 5.2 to the Issuer’s Registration Statement on Form F-3 dated July 16, 2026.

PS-22

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