Why did Toyota Motor file an Extraordinary Report related to the 122nd General Shareholders’ Meeting?

Toyota Motor filed an Extraordinary Report under Japan’s Financial Instruments and Exchange Act to report approval of the director election resolution. This filing formally records the meeting outcome for regulatory disclosure and public inspection on Japanese stock exchanges.

Director elections at Toyota Motor (NYSE: TM) gain over 95% backing

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

6-K

Rhea-AI Filing Summary

Toyota Motor Corporation reports the outcomes of its 122nd Ordinary General Shareholders’ Meeting held in June 2026. Shareholders received reports on the business review and the consolidated and unconsolidated financial statements for FY2026, covering the period from April 1, 2025 through March 31, 2026.

The meeting approved a resolution to elect six Members of the Board of Directors (excluding Audit & Supervisory Committee members): Akio Toyoda, Kenta Kon, Hiroki Nakajima, Yoichi Miyazaki, Shigeaki Okamoto and Kumi Fujisawa. Each nominee received between 95.97% and 98.94% affirmative votes based on voting rights present.

Following the meeting, the Board of Directors elected Akio Toyoda as Chairman of the Board, and designated Akio Toyoda, Kenta Kon, Hiroki Nakajima and Yoichi Miyazaki as Representative Directors, with Kenta Kon serving as President. An Extraordinary Report was filed in Japan to formally record these approvals.

Key Figures

Meeting period reported: FY2026 (April 1, 2025–March 31, 2026) Directors elected: 6 members Approval ratio Akio Toyoda: 95.97% +5 more

8 metrics

Meeting period reported FY2026 (April 1, 2025–March 31, 2026) Financial year covered in business and financial reports

Directors elected 6 members Members of the Board of Directors excluding Audit & Supervisory Committee

Approval ratio Akio Toyoda 95.97% Affirmative vote ratio as director nominee at 122nd meeting

Affirmative votes Akio Toyoda 108,247,656 voting rights Number of affirmative votes cast for director election

Approval ratio Kenta Kon 97.46% Affirmative vote ratio as director nominee at 122nd meeting

Approval ratio Kumi Fujisawa 98.94% Highest affirmative vote ratio among elected directors

Voting threshold ≥ one-third voting rights; majority present Requirement for approval of the proposed resolution

Meeting reference 122nd Ordinary General Shareholders’ Meeting Governance event reported in Form 6-K and Extraordinary Report

Key Terms

Ordinary General Shareholders’ Meeting, Audit & Supervisory Committee, Extraordinary Report, Financial Instruments and Exchange Act, +2 more

6 terms

Ordinary General Shareholders’ Meeting financial

"Notice of Resolutions Adopted at the 122nd Ordinary General Shareholders’ Meeting"

Audit & Supervisory Committee financial

"Member of the Board of Directors (Chairman of the Audit & Supervisory Committee)"

Extraordinary Report regulatory

"Document Name: Extraordinary Report Filed with: The Director General"

Financial Instruments and Exchange Act regulatory

"pursuant to Article 24-5, Paragraph 4 of the Financial Instruments and Exchange Act"

voting rights financial

"Number of voting rights held by shareholders present at the meeting"

Voting rights are the ability of shareholders to have a say in important company decisions, like choosing leaders or approving big changes. They matter because they give owners a voice in how the company is run, similar to how voters influence elections, ensuring the company acts in shareholders’ interests.

affirmative votes financial

"Number of affirmative votes ... Ratio of affirmative votes (%)"

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Available on EDGAR 06/18/2026 - 06:04 AM Accepted by SEC EDGAR 06/18/2026 - 06:02 AM

FAQ

What did Toyota Motor (TM) report from its 122nd Ordinary General Shareholders’ Meeting?

Toyota Motor reported that shareholders received FY2026 business and financial reports and approved the election of six directors. The filing also notes subsequent Board decisions on key leadership roles, including Chairman of the Board and President, following the meeting.

Which directors were elected at Toyota Motor’s 122nd General Shareholders’ Meeting?

Shareholders elected six Members of the Board of Directors: Akio Toyoda, Kenta Kon, Hiroki Nakajima, Yoichi Miyazaki, Shigeaki Okamoto and Kumi Fujisawa. These elections cover directors excluding Audit & Supervisory Committee members and were approved by majority vote requirements.

How strong was shareholder support for Toyota Motor’s director nominees at the 122nd meeting?

Each of Toyota Motor’s six director nominees received high affirmative vote ratios. Percentages ranged from 95.97% for Akio Toyoda to 98.94% for Kumi Fujisawa, based on voting rights present and counted at the General Shareholders’ Meeting.

Who holds key leadership roles at Toyota Motor after the 122nd shareholders’ meeting?

After the meeting, Akio Toyoda was elected Chairman of the Board, while Kenta Kon serves as President and Member of the Board. Hiroki Nakajima and Yoichi Miyazaki were elected as Executive Vice Presidents and Representative Directors, reinforcing the company’s senior management structure.

What approval threshold applied to Toyota Motor’s director election resolution?

The director election required a majority of shareholders present, representing at least one-third of all voting rights entitled to vote. This standard, described in the report, governs whether proposed resolutions at the General Shareholders’ Meeting are approved or disapproved.

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

For the month of June, 2026

Commission File Number 001-14948

Toyota Motor Corporation

(Translation of Registrant’s Name Into English)

1, Toyota-cho, Toyota City,

Aichi Prefecture 471-8571,

Japan

(Address of Principal Executive Offices)

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 X Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Material Contained in this Report:

I.	English translations of the Notice of Resolutions Adopted at the 122nd Ordinary General Shareholders’ Meeting, as filed on June 18, 2026.

II.	English translation of an Extraordinary Report, as filed by the registrant with the Director of the Kanto Local Finance Bureau on June 18, 2026.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


Toyota Motor Corporation

By:	/s/ Yoshihide Moriyama
	Name:	Yoshihide Moriyama
	Title:	General Manager,
		Capital Strategy & Affiliated Companies Finance Division

Date: June 18, 2026


(Securities Code 7203)
		June 17, 2026
To All Shareholders:
		President Kenta Kon
		TOYOTA MOTOR CORPORATION
		1, Toyota-cho, Toyota City, Aichi Prefecture

Notice of Resolutions Adopted at the 122nd Ordinary General Shareholders’ Meeting

Dear Shareholder,

The reports made and resolutions adopted at the 122nd Ordinary General Shareholders’ Meeting (the “General Shareholders’ Meeting”) today are as follows:

Reports:

Reports were made on the business review, consolidated and unconsolidated financial statements for FY2026 (April 1, 2025 through March 31, 2026), and report by the Accounting Auditor and the Audit & Supervisory Committee on the audit results of the consolidated financial statements for FY2026.

Resolutions:


Proposed Resolution :		Election of 6 Members of the Board of Directors (Excluding Directors who are Audit & Supervisory Committee Members)

		Approved as proposed. The following 6 persons were elected and have assumed their positions as Members of the Board of Directors (excluding Members of the Board of Directors who are Audit & Supervisory Committee Members):

		Akio Toyoda, Kenta Kon, Hiroki Nakajima, Yoichi Miyazaki, Shigeaki Okamoto and Kumi Fujisawa.

At the Board of Directors meeting held today after the conclusion of the General Shareholders’ Meeting, 4 persons were elected as Members of the Board of Directors with special titles and assumed their respective positions.

Chairman of the Board of Directors Akio Toyoda, President Kenta Kon, and Executive Vice Presidents Hiroki Nakajima and Yoichi Miyazaki were elected and assumed their positions as Representative Directors.


Chairman of the Board of Directors	Akio Toyoda	Member of the Board of Directors (Chairman of the Audit & Supervisory Committee)	George Olcott

President, Member of the Board of Directors	Kenta Kon	Member of the Board of Directors (Audit & Supervisory Committee Member)	Christopher P. Reynolds

Executive Vice President, Member of the Board of Directors	Hiroki Nakajima	Member of the Board of Directors (Audit & Supervisory Committee Member)	Masahiko Oshima

Executive Vice President, Member of the Board of Directors	Yoichi Miyazaki	Member of the Board of Directors (Audit & Supervisory Committee Member (full-time))	Hiromi Osada

Member of the Board of Directors	Shigeaki Okamoto

Member of the Board of Directors	Kumi Fujisawa

This document has been translated from the Japanese original for reference purposes only. In the event of any discrepancy between this translated document and the Japanese original, the original shall prevail. TMC assumes no responsibility for this translation or for direct, indirect or any other forms of damages arising from the translation.

(Reference Translation)

Cover Page


Document Name:		Extraordinary Report

Filed with:		The Director General of the Kanto Local Finance Bureau

Filing Date:		June 18, 2026

Corporate Name:		Toyota Motor Corporation

Name and Title of Representative:		Kenta Kon, President

Location of Head Office:		1 Toyota-cho, Toyota City, Aichi Prefecture

Telephone Number:		(0565) 28-2121

Name of Contact Person:		Yoshihide Moriyama, General Manager, Capital Strategy & Affiliated Companies Finance Div.

Nearest Contact Location:		4-18, Koraku 1-chome, Bunkyo-ku, Tokyo

Telephone Number:		(03) 3817-7111

Name of Contact Person:		Saori Hashimoto, General Manager, Public Affairs Div.

Places of Public Inspection of the Extraordinary Report:		Tokyo Stock Exchange, Inc. (2-1, Nihonbashi Kabuto-cho, Chuo-ku, Tokyo) Nagoya Stock Exchange, Inc. (8-20, Sakae 3-chome, Naka-ku, Nagoya)

1.	Reason for Filing

Toyota Motor Corporation (“TMC”) is filing this Extraordinary Report pursuant to Article 24-5, Paragraph 4 of the Financial Instruments and Exchange Act and Article 19, Paragraph 2, Item 9-2 of the Cabinet Office Ordinance relating to the Disclosure of Corporate Affairs, etc. to report the approval of resolutions at the 122nd Ordinary General Shareholders’ Meeting (the “General Shareholders’ Meeting”) of TMC.

2.	Description of Report

(1)

Date on which the General Shareholders’ Meeting was held:

June 17, 2026

(2)

Details of the proposed resolutions voted on at the General Shareholders’ Meeting:


Proposed Resolution:		Election of 6 Members of the Board of Directors (Excluding Directors who are Audit & Supervisory Committee Members)

		It was proposed that the following 6 persons be elected as Members of the Board of Directors (excluding Members of the Board of Directors who are Audit & Supervisory Committee Members):

		Akio Toyoda, Kenta Kon, Hiroki Nakajima, Yoichi Miyazaki, Shigeaki Okamoto and Kumi Fujisawa.

(3)

Number of “affirmative votes,” “negative votes” or “abstentions” in respect of the resolutions described above, requirements for the approval of such resolutions and results of voting:


Resolutions	Number of affirmative votes	Number of negative votes	Number of abstentions	Number of voting rights held by shareholders present at the meeting	Results of voting
Resolutions	Number of affirmative votes	Number of negative votes	Number of abstentions		Ratio of affirmative votes (%)	Approved/ Disapproved
Proposed Resolution
Akio Toyoda	108,247,656	3,281,400	340,575	112,792,857	95.97	Approved
Kenta Kon	109,938,271	1,590,512	340,575	112,792,584	97.46	Approved
Hiroki Nakajima	109,914,705	1,952,581	2,069	112,792,581	97.44	Approved
Yoichi Miyazaki	108,808,460	3,058,688	2,069	112,792,443	96.46	Approved
Shigeaki Okamoto	111,316,658	550,646	2,069	112,792,599	98.69	Approved
Kumi Fujisawa	111,599,209	268,023	2,069	112,792,527	98.94	Approved


Note:	1.	“Number of affirmative votes,” “Number of negative votes” and “Number of abstentions” include the aggregate affirmative votes, negative votes and abstentions, respectively, exercised in writing or by means of electronic transmission as well as affirmative votes and negative votes, respectively, exercised by shareholders present at the General Shareholders’ Meeting.
	2.	“Number of voting rights held by shareholders present at the meeting” is the aggregate number of voting rights exercised in writing or by means of electronic transmission and the number of voting rights held by all shareholders present at the General Shareholders’ Meeting.


		3.		The requirements for approval of Proposed Resolution is as follows: A majority vote of the shareholders present at the General Shareholders’ Meeting who hold shares representing in aggregate not less than one-third (1/3) of the voting rights of all shareholders who are entitled to vote. In addition, each number of voting rights held by shareholders present at the meeting includes the number of voting rights exercised in writing or by means of electronic transmission.

		(4)		Reasons for not including certain voting rights held by shareholders present at the meeting in the number of affirmative votes, negative votes or abstentions:

				The number of voting rights exercised prior to the General Shareholders’ Meeting, together with the number of voting rights which were confirmed by TMC as being cast as affirmative votes or negative votes with respect to the Proposed Resolution by certain shareholders present at the General Shareholders’ Meeting, were sufficient to meet the requirements to approve or disapprove the Proposed Resolution. Accordingly, voting rights which were held by shareholders present at the General Shareholders’ Meeting but with respect to which it could not be determined whether affirmative votes or negative votes were cast with respect to the Proposed Resolution were not counted towards the number of affirmative votes, negative votes or abstentions.

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

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