HMC Honda Motor Co Ltd

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM SD

Specialized Disclosure Report

HONDA GIKEN KOGYO KABUSHIKI KAISHA

(Exact name of Registrant as specified in its charter)

HONDA MOTOR CO., LTD.

(Translation of Registrant’s name into English)

No. 1-1, Minami-Aoyama 2-chome, Minato-ku, Tokyo 107-8556, Japan

(Address of principal executive offices)

David Iida, American Honda Motor, Inc., david_iida@na.honda.com, (310)783-2273

(Name and telephone number, including area code, of the person to contact in connection with this report.)

Check the appropriate box to indicate the rule pursuant to which this form is being filed, and provide the period to which the information in this form applies:

Introduction

Honda Motor Co., Ltd. (“Honda” or “registrant”) develops, produces, and manufactures a variety of motor products, including motorcycle, automobile and power products.

Section 1 – Conflict Minerals Disclosure

Conflict Minerals Disclosure

Honda has determined that tin, tantalum, tungsten and gold (“conflict minerals”) are necessary to the functionality or production of the majority of motorcycle, automobile and power products manufactured by Honda or contracted by Honda to be manufactured. Accordingly, Honda has conducted in good faith a reasonable country of origin inquiry (“RCOI”) regarding such conflict minerals that is reasonably designed to determine whether any of the conflict minerals originated in the Democratic Republic of the Congo (“DRC”) or its adjoining countries or are from recycled or scrap sources. For the RCOI, Honda conducted a supply chain survey using the Conflict Minerals Reporting Template published by the Responsible Minerals Initiative.

Based on the RCOI, Honda has exercised due diligence on the source and chain of custody of such conflict minerals that conforms to the Organization for Economic Co-operation and Development Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas, Third Edition (the “OECD Guidance”), an internationally recognized due diligence framework. However, Honda was unable to determine that its necessary conflict minerals did not originate in the DRC or its adjoining countries or did come from recycled or scrap sources; accordingly, Honda has prepared a Conflict Minerals Report, which is filed as Exhibit 1.01 hereto.

A copy of Honda’s Conflict Minerals Report is available at the following website:

https://global.honda/en/investors/library.html

A copy of Honda’s Conflict Minerals Report is filed as Exhibit 1.01 to this specialized disclosure report.

Section 2 – Resource Extraction Issuer Disclosure

Not applicable.

Section 3 – Exhibits

The following exhibit is filed as part of this report

Exhibit 1.01 – Conflict Minerals Report as required by Item 1.01 and 1.02 of this Form.

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 duly authorized undersigned.

HONDA MOTOR CO., LTD. 

Exhibit 1.01

Conflict Minerals Report of Honda Motor Co., Ltd. in accordance with Rule 13p-1 under the

Securities Exchange Act of 1934

This Conflict Minerals Report for Honda Motor Co., Ltd. (together with its consolidated subsidiaries and equity method affiliates, “Honda,” “we,” or “our”) is provided in accordance with Rule 13p-1 under the Securities Exchange Act of 1934 (“Rule 13p-1”) for the reporting period from January 1 to December 31, 2023.

Honda develops, produces, and manufactures a variety of motor products, including motorcycle, automobile and power products. Honda has determined that “conflict minerals,” as defined in Form SD (also referred to herein as “3TG”), are necessary to the functionality or production of the majority of the motorcycle, automobile and power products manufactured by Honda or contracted by Honda to be manufactured.

Honda relies on our direct suppliers to provide information about the origin of any 3TG contained in components and materials supplied to us, including for components and materials that are supplied to us indirectly from lower tier suppliers. It is difficult for us to identify upstream actors from our direct suppliers because of our size, the complexity of our products, and the depth, breadth and constant evolution of our supply chain. Accordingly, we participate in a number of industry-wide initiatives as described in various sections below.

Following our reasonable country of origin inquiry (“RCOI”), as required by Item 1.01(a) of Form SD, Honda did not obtain information that any necessary conflict minerals contained in our products originated in the Democratic Republic of the Congo (the “DRC”) or in adjoining countries or that such necessary conflict minerals were not from recycled or scrap sources. However, we have reason to believe that necessary conflict minerals contained in our products may have originated in the DRC or in adjoining countries and have reason to believe that they may not be from recycled or scrap sources. Accordingly, as required by Item 1.01(c) of Form SD, Honda conducted due diligence on the source and chain of custody of the necessary conflict minerals provided to us by suppliers and contained in our products for the reporting period from January 1 to December 31, 2023. The result of our due diligence process was that we were not able to obtain adequate information from the direct suppliers in our supply chain to be able to make any conclusive determinations as to the source of such necessary conflict minerals.

1

Honda develops, produces, and manufactures a variety of motor products, including motorcycle, automobile, and power products, among others. Honda’s motorcycle products consist of a wide range of motorcycles with engine displacement ranging from the 50cc class to the 1800cc class. Honda’s motorcycle lineup uses internal combustion engine of air- or water-cooled, and in single, two, four or six-cylinder configurations. Honda also has electric vehicles in its lineup. Honda’s motorcycle lineup consists of sports, business and commuter models. Honda also produces a range of off-road vehicles, including all-terrain vehicles (ATVs) and side-by-sides (SxS). Honda’s automobile products use gasoline engines of three, four or six-cylinder configurations, gasoline-electric hybrid systems and gasoline-electric plug-in hybrid systems. Honda also offers other alternative fuel-powered vehicles such as battery electric vehicles, fuel cell vehicles, and flexible fuel vehicles. Honda’s power products include general purpose engines, lawn mowers, generators, water pumps, brush cutters, tillers, outboard marine engines and snow throwers. Honda also manufactures the Honda Jet aircraft.

Among Honda and its consolidated subsidiaries and equity method affiliates, we identified the entities which manufactured products delivered to markets. Then, we requested the direct suppliers from which those entities procured any materials, parts, or equipment to respond to the RCOI survey.

We issued an RCOI survey using the Conflict Minerals Reporting Template (“CMRT”), developed by the Responsible Minerals Initiative (“RMI”), to collect information from identified direct suppliers. Honda used supplier responses to the CMRT to determine whether the products that suppliers manufacture or that we contract with others to manufacture for Honda contained any 3TG necessary to the functionality or production of their products. In addition, Honda recorded the self reported status of suppliers who assert that there are no 3TG in their materials supplied to Honda.

Honda’s regional working groups, which are located in every region that Honda conducts business, worked with more than 7,000 suppliers in order to understand 3TG usage in Honda’s supply chain. These regional working groups collected and reviewed responses to the RCOI survey from our direct suppliers and inquired about incomplete responses or discrepancies. The groups also followed up with direct suppliers who did not respond to the RCOI survey.

2

Our conflict minerals due diligence measures have been designed to conform, in all material respects, with the Organization for Economic Co-operation and Development Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas (the “OECD Guidance”), an internationally recognized due diligence framework, as applicable for tin, tantalum, tungsten, gold and “downstream companies” as the term is defined in the OECD Guidance. We designed due diligence measures that included action to (i) establish strong company management systems, (ii) identify and assess risks in the supply chain, (iii) design and implement a strategy to respond to identified risks, (iv) carry out independent third-party audit of supply chain due diligence at identified points in the supply chain, and (v) report annually on supply chain due diligence.

3

Honda requested information from suppliers about the smelters and refiners in their supply chains using the CMRT. Honda reviewed responses from direct suppliers and those responses identified some, but not all of the smelters and refiners in our supply chains. Honda leveraged the Responsible Minerals Assurance Process (“RMAP”), initiated by RMI, and used RMI’s website to determine whether the smelters and refiners identified by our suppliers are verified as RMAP conformant smelters and refiners.

Honda continued to cooperate with industry groups such as Japan Automobile Manufacturers Association, Inc. (“JAMA”), JAPIA and AIAG to urge direct suppliers to obtain accurate and complete information about their lower tier suppliers.

4

This Conflict Minerals Report is available on our website (https://global.honda/en/investors/library/cmr.html) to describe measures taken to determine the source and chain of custody of any of the necessary conflict minerals contained in our products, as well as the results of our due diligence.

Honda is in the process of reviewing the smelters and refiners that were disclosed by our suppliers to confirm which are in our supply chain, while removing duplicates, inoperative facilities, or facilities no longer in our supply chain.

The due diligence process described above is an ongoing process. Honda has taken and will continue to take the following actions to improve the due diligence conducted to further mitigate any risk that necessary conflict minerals in our products could benefit or finance armed groups in the DRC or its adjoining countries.

5

During the course of our due diligence on the source and chain of custody of the necessary conflict minerals, we have collected information on some, but not all, of the smelters and refiners in our supply chains. Among all the smelters and refiners disclosed to us by our suppliers, we determined that some of them processed minerals sourced in the DRC or its adjoining countries. However, despite our due diligence measures, we were unable to obtain sufficient information to determine which of the smelters and refiners processed the necessary conflict minerals in our products or whether those conflict minerals benefited or financed any armed groups.

In 2023, Honda continued its collaboration with its suppliers and worked closely with them to increase awareness of 3TG supply chains, while working towards increased transparency to identify the source of these minerals. However, Honda was unable to identify the countries of origin of all 3TG minerals used in its supply chains.

Through our participation in RMI and by requesting our suppliers to complete the RCOI survey, we have determined that seeking information about the conflict minerals smelters and refiners in our supply chain represents the most reasonable effort we can make to determine the mines or locations of origin of the necessary conflict minerals contained in our supply chains.

6

In accordance with applicable guidance from the SEC staff, Honda is not required to obtain an independent private sector audit of this Conflict Minerals Report for the year ended December 31, 2023.

Annex1

The following table lists the smelters or refiners reported as certified conformant by our suppliers, which we have matched with RMAP conformant smelters and refiners listed on the RMI website. This information is based on the RMI Smelter List as of May 16, 2024.

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8

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