野村控股美股招股说明书(2026-05-27版)

The information in this preliminary pricing supplement is not complete and may be changed. This preliminary pricing supplement is not an offerto sell nor does it seek an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. Filed Pursuant to Rule424(b)(2)Registration Statement Nos. 333-273353333-273353-01 SUBJECT TO COMPLETION. DATED MAY26, 2026 PRICING SUPPLEMENT TO THE PROSPECTUS DATED JULY 20, 2023 AND THE PRODUCT PROSPECTUS SUPPLEMENT DATEDFEBRUARY 29, 2024 US$Nomura America Finance, LLCSenior Global Medium-Term Notes, SeriesAFully and Unconditionally Guaranteed by Nomura Holdings,Inc. Autocallable Memory Contingent Coupon Buffer Notes Linked to the Equity Securities of Microsoft Corporation due June16, 2027 Nomura America Finance, LLC is offering the autocallable memory contingent coupon buffer notes linked to the common stock of MicrosoftCorporation (the “reference asset”) due June16, 2027 (the “notes”) described below. The notes are unsecured securities. All payments on the notes aresubject to our credit risk and that of the guarantor of the notes, Nomura Holdings,Inc.Quarterly contingent coupon payments at a rate of at least 3.50% (equivalent to 14.00% per annum) (to be determined on the trade date), payable if theclosing value of the reference asset on the applicable coupon observation date is greater than or equal to 85% of the initial value. If a contingent coupon is not paid on a coupon payment date, such contingent coupon will be paid on a later coupon payment date if the closing valueof the reference asset is greater than or equal to 85% of the initial value.Callable quarterly at the principal amount plus the applicable contingent coupon on any call observation date on or after September11, 2026 if theclosing value of the reference asset is at or above the call barrier level. You will not receive back any fees if notes are automatically called.If the notes are not called and the reference asset declines by more than 15%, you will receive protection from the first 15.00% of any losses, withapproximately 1.1765x exposure to each 1% decline beyond a reference asset performance of -15%. Under these circumstances you will lose up to100% of your principal amount at maturity.Approximately a 54 week maturity, if not called.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 pagePS-6of this pricing supplement, under “Risk Factors” beginning on page6 in theaccompanying prospectus, under “Additional Risk Factors Specific to the Notes” beginning on pagePS-18 of the accompanying product prospectussupplement, 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 are set on the trade date (as determined by reference to pricing models used byNomura Securities International,Inc.) is expected to be between $955.10 and $985.10 per $1,000 principal amount, which is expected to be less thanthe price to public. We expect delivery of the notes will be made against payment therefor on or about 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 DepositInsurance Corporation or any other governmental agency or instrumentality. Nomura Securities International,Inc., an affiliate of ours acting as the distribution agent, will purchase the notes from Nomura America Finance, LLCfor distribution to J.P. Morgan Securities LLC, which we refer to as JPMS LLC, and JPMorgan Chase Bank, N.A., which will act as placement agents forthe notes. The placement agents will forego fees for sales to fiduciary accounts. The total fees represent the amount that the placement agents receive fromsales to accounts other than such fiduciary accounts. The placement agents will receive a fee from Nomura or one of our affiliates that will not exceed$10.00 per $1,000 principal amount of notes. See “Supplemental Plan of Distribution (Conflicts of Interest)” herein. We will use this pricing supplement in the initial sale of the notes. In addition, Nomura Securities International,Inc. or another of our affiliates mayuse the final pricing supplement in market-making transactions in the notes after their initial sale.Unless we or our agent informs the purchaser otherwisein the confirmation of sale, the final pricing supplement is being used in a market-making transaction. Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or passedu