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ORIX CORP Earnings Release 2026

May 11, 2026

30155_ffr_2026-05-11_3b0a541d-437e-4e70-8f09-59a2b4ff4337.zip

Earnings Release

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6-K 1 d111950d6k.htm FORM 6-K Form 6-K

Table of Contents

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF

THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2026

Commission File Number: 001-14856

ORIX Corporation

(Translation of Registrant’s Name into English)

World Trade Center Bldg., SOUTH TOWER, 2-4-1 Hamamatsu-cho, Minato-ku, Tokyo, 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 ☒ Form 40-F ☐

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Table of Contents

Material Contained in this Report

1. ORIX’s Consolidated Financial Results for the fiscal year ended March 31, 2026 (April 1, 2025 –March 31, 2026) filed with the Tokyo Stock Exchange on Monday, May 11, 2026.
2. “Notice Regarding Repurchase of Own Shares”
3. “Announcement Regarding Dividend for the Fiscal Year Ended March 31, 2026 and Annual Dividend Forecast for the Fiscal Year Ending March 31, 2027”
4. Announcement Regarding Management Changes
5. Announcement Regarding Candidates for Member of the Board of Directors and Member Composition of the Three Committees of ORIX Corporation
6. Notice Concerning Partial Amendment to Articles of Incorporation

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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.

/s/ Masataka Yamada
Masataka Yamada
Senior Managing Executive Officer Chief Financial Officer and Chief Strategy Officer Responsible for Corporate Strategy and Management Unit ORIX Corporation

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Consolidated Financial Results

April 1, 2025 – March 31, 2026

May 11, 2026

In preparing its consolidated financial information, ORIX Corporation (the “Company”) and its subsidiaries have complied with generally accepted accounting principles in the United States of America.

This document may contain forward-looking statements about expected future events and financial results that involve risks and uncertainties. Such statements are based on the Company’s current expectations and are subject to uncertainties and risks that could cause actual results to differ materially from those described in the forward-looking statements. Factors that could cause such a difference include, but are not limited to, those described under “Risk Factors” in the Company’s most recent annual report on Form 20-F filed with the U.S. Securities and Exchange Commission.

The Company believes that it may have been a “passive foreign investment company” for U.S. federal income tax purposes in the year to which these consolidated financial results relate by reason of the composition of its assets and the nature of its income. In addition, the Company may be a PFIC for the foreseeable future. Assuming that the Company is a PFIC, a U.S. holder of the shares or American depositary shares of the Company will be subject to special rules generally intended to eliminate any benefits from the deferral of U.S. federal income tax that a holder could derive from investing in a foreign corporation that does not distribute all of its earnings on a current basis. Investors should consult their tax advisors with respect to such rules, which are summarized in the Company’s annual report.

For further information please contact:

Investor Relations Department

ORIX Corporation

World Trade Center Bldg., SOUTH TOWER, 2-4-1 Hamamatsu-cho, Minato-Ku, Tokyo, 105-5135

JAPAN

Tel: +81-3-3435-3121 Fax: +81-3-3435-3154

E-mail: [email protected]

Table of Contents

Consolidated Financial Results from April 1, 2025 to March 31, 2026

(U.S. GAAP Financial Information for ORIX Corporation and its Subsidiaries)

Corporate Name: ORIX Corporation
Listed Exchanges: Tokyo Stock Exchange (Securities No. 8591)
New York Stock Exchange (Trading Symbol: IX)
Head Office: Tokyo JAPAN
Tel: +81-3-3435-3121
(URL https://www.orix.co.jp/grp/en/ir/)

1. Performance Highlights as of and for the Year Ended March 31, 2026

(1) Performance Highlights - Operating Results (Unaudited)

(millions of yen)

March 31, 2026 3,330,831 15.9 % 456,248 37.5 % 691,431 43.9 % 447,265 27.2 %
March 31, 2025 2,874,821 2.1 % 331,826 (8.0 %) 480,463 2.2 % 351,630 1.6 %

“Comprehensive Income Attributable to ORIX Corporation Shareholders” was ¥711,049 million for the fiscal year ended March 31, 2026 (year-on-year change was a 111.8% increase) and ¥335,644 million for the fiscal year ended March 31, 2025 (year-on-year change was a 38.7% decrease).

March 31, 2026 400.27 399.40 10.4 % 4.0 % 13.7 %
March 31, 2025 307.74 307.16 8.8 % 2.9 % 11.5 %

“Equity in Net Income of Equity method investments” was a net gain of ¥123,872 million for the fiscal year ended March 31, 2026 and a net gain of ¥57,182 million for the fiscal year ended March 31, 2025.

*Note 1: Unless otherwise stated, all amounts shown herein are in millions of Japanese yen, except for per share and dividend amounts which are in single yen.

*Note 2: “Return on Assets” is calculated based on “Income before Income Taxes.”

(2) Performance Highlights - Financial Position (Unaudited)

March 31, 2026 18,002,776 4,573,068 4,482,500 24.9 % 4,080.24
March 31, 2025 16,866,251 4,171,783 4,089,782 24.2 % 3,599.24

*Note 3: “Shareholders’ Equity” refers to “Total ORIX Corporation Shareholders’ Equity.”

“Shareholders’ Equity Ratio” is the ratio of “Total ORIX Corporation Shareholders’ Equity” to “Total Assets.”

“Shareholders’ Equity Per Share” is calculated using “Total ORIX Corporation Shareholders’ Equity.”

(3) Performance Highlights - Cash Flows (Unaudited)

March 31, 2026 1,369,567 (1,114,671 ) (160,535 1,451,099
March 31, 2025 1,300,193 (1,309,695 ) 149,322 1,321,983

2. Dividends (Unaudited)

March 31, 2025 62.17 57.84 120.01 137,104 39.0 % 3.4 %
March 31, 2026 93.76 62.34 156.10 173,558 39.0 % 4.1 %
March 31, 2027 (Est.) 187.36

*Note 4: Total dividends paid include dividends paid to the Board Incentive Plan Trust (¥417 million for the fiscal year ended March 31, 2025 and ¥506 million for the fiscal year ended March 31, 2026). Regarding the dividend forecast for the fiscal year ending March 31, 2027, the annual dividend is expected to be the higher of an amount equivalent to a dividend payout ratio of 39% and an annual dividend of ¥156.10 per share. The table above presents the forecast of annual dividends per share assuming that profit attributable to owners of the parent for the fiscal year ending March 31, 2027 is ¥530,000 million, as set forth in the consolidated financial forecast for the same fiscal year described below. Dividends per share is calculated based on the number of issued shares excluding treasury shares and may fluctuate due to changes in the number of treasury shares resulting from share repurchases.

3. Forecast for the Year Ending March 31, 2027 (Unaudited)

March 31, 2027 530,000 18.5 %

*Note 5: Although forward-looking statements in this document are based on information currently available to ORIX Corporation and are based on assumptions deemed reasonable by ORIX Corporation, actual financial results may differ materially due to various factors. Readers are urged not to place undue reliance on such forward-looking statements. Factors causing a result that differs from forward-looking statements include, but are not limited to, those described under “Risk Factors” in our Form 20-F submitted to the U.S. Securities and Exchange Commission.

We indirectly hold a partial equity interest in Toshiba Corporation (Head office: Kawasaki City, Kanagawa; President and CEO: Taro Shimada; “Toshiba”) through TB Investment Limited Partnership (the “Partnership”), an equity-method affiliate of ours. Toshiba’s profit and loss is reflected in our consolidated financial results through the Partnership with a one-quarter lag. According to publicly disclosed information, by the end of March 2026, Toshiba sold a portion of its shares held in Kioxia Holdings Corporation (Head office: Minato-ku, Tokyo; President and CEO: Hiroo Ota; “Kioxia”). However, as of the date hereof, we have not been able to confirm information regarding Toshiba’s or the Partnership’s profit and loss for the fourth quarter of the fiscal year ended March 31, 2026. Accordingly, the impact of the sale on our consolidated financial results for the first quarter of the fiscal year ending March 31, 2027 through the Partnership remains uncertain at this time and has therefore not been reflected in the current earnings forecast. Likewise, the impact on our consolidated full-year earnings forecast for the fiscal year ending March 31, 2027 may vary depending on the financial results of the Partnership and other factors, and accordingly, has not been reflected due to our inability to confirm information at this time.

4. Other Information

(1) Significant Changes in Scope of Consolidation Yes ( ) No (x)
Addition - None (        ) Exclusion - None (         )
(2) Changes in Accounting Principles
1. Changes due to adoptions of new accounting standards Yes ( ) No (x)
2. Other than those above Yes ( ) No (x)
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(3) Number of Issued Shares (Ordinary Shares)

  1. The number of issued shares, including treasury stock, was 1,124,106,624 as of March 31, 2026, and 1,162,962,244 as of March 31, 2025.

  2. The number of treasury stock was 22,484,702 as of March 31, 2026, and 23,259,695 as of March 31, 2025.

  3. The average number of outstanding shares was 1,117,160,283 for the fiscal year ended March 31, 2026, and 1,142,502,976 for the fiscal year ended March 31, 2025.

The Company’s shares held through the Board Incentive Plan Trust (3,035,102 shares as of March 31, 2026 and 3,413,000 shares as of March 31, 2025) are not included in the number of treasury stock as of the end of the periods, but are included in the average number of shares outstanding as treasury stock that are deducted from the basis of the calculation of per share data.

  • These consolidated financial results from April 1, 2025 to March 31, 2026 are not subject to certified public accountant’s or audit firm’s audits.

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1. Summary of Consolidated Financial Results

(1) Summary of Financial Highlights

Financial Results for the Fiscal Year Ended March 31, 2026

Amount Percent (%)
Total Revenues (millions of yen) 2,874,821 3,330,831 456,010 16
Total Expenses (millions of yen) 2,542,995 2,874,583 331,588 13
Income before Income Taxes (millions of yen) 480,463 691,431 210,968 44
Net Income Attributable to ORIX Corporation Shareholders (millions of yen) 351,630 447,265 95,635 27
Earnings Per Share (Basic) (yen) 307.74 400.27 92.53 30
(Diluted) (yen) 307.16 399.40 92.24 30
ROE*1 (%) 8.8 10.4 1.6
ROA*2 (%) 2.12 2.57 0.45

*1 ROE is the ratio of Net Income Attributable to ORIX Corporation Shareholders for the period to average ORIX Corporation Shareholders’ Equity.

*2 ROA is calculated based on Net Income Attributable to ORIX Corporation Shareholders.

Overview of Business Performance (April 1, 2025 to March 31, 2026)

Total revenues for the consolidated fiscal year ended March 31, 2026 (hereinafter, “the fiscal year”) increased 16% to ¥3,330,831 million compared to the previous fiscal year primarily due to increases in gains on investment securities and dividends, including the recognition of valuation gains on fund investments at our U.S. subsidiary and a gain related to the transfer of shares of Greenko Energy Holdings, as well as increases in life insurance premiums and related investment income, and service income.

Total expenses increased 13% to ¥2,874,583 million compared to the previous fiscal year primarily due to increases in life insurance costs and selling, general and administrative expenses.

Equity in net income of equity method investments for the fiscal year increased 117% to ¥123,872 million compared to the previous fiscal year, and gains on sales of subsidiaries and equity method investments and liquidation losses, net for the fiscal year increased 27% to ¥111,311 million compared to the previous fiscal year, primarily due to the recognition of a gain of ¥83,135 million from the transfer of shares of Greenko Energy Holdings.

Due to the above results, income before income taxes for the fiscal year increased 44% to ¥691,431 million compared to the previous fiscal year and net income attributable to ORIX Corporation Shareholders increased 27% to ¥447,265 million compared to the previous fiscal year.

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Segment Information

Total segment profits for the fiscal year increased 35% to ¥732,597 million compared to the previous fiscal year. Segment profits increased in each of Corporate Financial Services and Maintenance Leasing, Real Estate, PE Investment and Concession, Environment and Energy, Insurance, ORIX Europe, and Asia and Australia while segment profits in each of Banking and Credit, Aircraft and Ships, and ORIX USA decreased, in each case as compared to the previous fiscal year.

Segment information for the fiscal year is as follows:

Corporate Financial Services and Maintenance Leasing : Finance and fee business; leasing and rental of automobiles, electronic measuring instruments, and ICT-related equipment

Amount (millions of yen) Percent (%)
Segment Profits 90,329 100,740 10,411 12
As of March 31, 2025 (millions of yen) As of March 31, 2026 (millions of yen) Change
Amount (millions of yen) Percent (%)
Segment Assets 1,884,565 1,876,895 (7,670 ) (0)

Segment profits increased 12% to ¥100,740 million compared to the previous fiscal year primarily due to increases in operating leases revenues and equity in net income of equity method investments.

Segment assets totaled ¥1,876,895 million, remaining relatively unchanged compared to the end of the previous fiscal year primarily due to decreases in installment loans and loans to ORIX and its subsidiaries, partially offset by an increase in investment in operating leases.

Real Estate : Real estate development, rental and management; facility operations; real estate asset management

Amount (millions of yen) Percent (%)
Segment Profits 70,541 78,509 7,968 11
As of March 31, 2025 (millions of yen) As of March 31, 2026 (millions of yen) Change
Amount (millions of yen) Percent (%)
Segment Assets 1,158,293 1,235,906 77,613 7

Segment profits increased 11% to ¥78,509 million compared to the previous fiscal year primarily due to increases in services income and equity in net income of equity method investments, partially offset by a decrease in operating leases revenues.

Segment assets increased 7% to ¥1,235,906 million compared to the end of the previous fiscal year primarily due to increases in investment in operating leases, inventories, and equity method investments, partially offset by decreases in property under facility operations.

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PE Investment and Concession : Private equity investment and concession

Amount (millions of yen) Percent (%)
Segment Profits 98,872 125,611 26,739 27
As of March 31, 2025 (millions of yen) As of March 31, 2026 (millions of yen) Change
Amount (millions of yen) Percent (%)
Segment Assets 1,022,944 1,050,561 27,617 3

Segment profits increased 27% to ¥125,611 million compared to the previous fiscal year primarily due to an increase in equity in net income of equity method investments, sales of goods and real estate, and services income, partially offset by a decrease in gains on sales of subsidiaries and equity method investments.

Segment assets increased 3% to ¥1,050,561 million compared to the end of the previous fiscal year primarily due to increases in equity method investments, goodwill, intangible assets acquired in business combinations, and property under facility operations, partially offset by a decrease in installment loans.

Environment and Energy : Domestic and overseas renewable energy; electric power retailing; ESCO services; sales of solar panels; recycling and waste management

Amount (millions of yen) Percent (%)
Segment Profits (4,923 ) 115,772 120,695
As of March 31, 2025 (millions of yen) As of March 31, 2026 (millions of yen) Change
Amount (millions of yen) Percent (%)
Segment Assets 1,016,175 1,018,777 2,602 0

Segment profits increased by ¥120,695 million to ¥115,772 million compared to the previous fiscal year primarily due to increases in gains on sales of subsidiaries and equity method investments and gains on investment securities and dividends, and a decrease in write-downs of long-lived assets.

Segment assets totaled ¥1,018,777 million, remaining relatively unchanged compared to the end of the previous fiscal year primarily due to increases in investment in securities and advances for property under facility operations, partially offset by a decrease in equity method investments.

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Insurance : Life insurance

Amount (millions of yen) Percent (%)
Segment Profits 74,399 102,891 28,492 38
As of March 31, 2025 (millions of yen) As of March 31, 2026 (millions of yen) Change
Amount (millions of yen) Percent (%)
Segment Assets 3,009,234 3,198,270 189,036 6

Segment profits increased 38% to ¥102,891 million compared to the previous fiscal year primarily due to an increase in life insurance premiums and related investment income.

Segment assets increased 6% to ¥3,198,270 million compared to the end of the previous fiscal year primarily due to increases in reinsurance recoverables and investment in securities, partially offset by a decrease in cash and cash equivalents.

Banking and Credit : Banking and consumer finance

Amount (millions of yen) Percent (%)
Segment Profits 29,291 27,212 (2,079 ) (7 )
As of March 31, 2025 (millions of yen) As of March 31, 2026 (millions of yen) Change
Amount (millions of yen) Percent (%)
Segment Assets 3,144,571 3,236,799 92,228 3

Segment profits decreased 7% to ¥27,212 million compared to the previous fiscal year primarily due to a decrease in gains on investment securities and dividends.

Segment assets increased 3% to ¥3,236,799 million compared to the end of the previous fiscal year primarily due to increases in installment loans and cash and cash equivalents, partially offset by a decrease in investment in securities.

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Aircraft and Ships : Aircraft investment and management; ship-related finance and investment, maritime asset management and ship brokerage

Amount (millions of yen) Percent (%)
Segment Profits 67,420 66,608 (812 ) (1 )
As of March 31, 2025 (millions of yen) As of March 31, 2026 (millions of yen) Change
Amount (millions of yen) Percent (%)
Segment Assets 1,231,973 1,211,335 (20,638 ) (2 )

Segment profits decreased 1% to ¥66,608 million compared to the previous fiscal year primarily due to an increase in selling, general and administrative expenses, and a decrease in equity in net income of equity method investments, partially offset by an increase in services income.

Segment assets decreased 2% to ¥1,211,335 million compared to the end of the previous fiscal year primarily due to decreases in investment in operating leases and installment loans, and cash and cash equivalents, partially offset by an increase in goodwill, intangible assets acquired in business combinations.

ORIX USA : Finance, investment and asset management in the Americas

Amount (millions of yen) Percent (%)
Segment Profits 39,915 954 (38,961 ) (98 )
As of March 31, 2025 (millions of yen) As of March 31, 2026 (millions of yen) Change
Amount (millions of yen) Percent (%)
Segment Assets 1,593,939 1,940,471 346,532 22

Segment profits decreased 98% to ¥954 million compared to the previous fiscal year primarily due to increases in impairment of goodwill and intangible assets and selling, general and administrative expenses, a decrease in gains on sales of subsidiaries and equity method investments, and an increase in provision for credit losses, partially offset by an increase in gains on investment securities and dividends.

Segment assets increased 22% to ¥1,940,471 million compared to the end of the previous fiscal year due to an increase in goodwill, intangible assets acquired in business combinations as a result of a new acquisition of a subsidiary in the second quarter of fiscal 2026, and increases in installment loans and trade notes, accounts and other receivables.

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ORIX Europe : Asset management of global equity and fixed income

Amount (millions of yen) Percent (%)
Segment Profits 44,373 63,051 18,678 42
As of March 31, 2025 (millions of yen) As of March 31, 2026 (millions of yen) Change
Amount (millions of yen) Percent (%)
Segment Assets 669,306 801,175 131,869 20

Segment profits increased 42% to ¥63,051 million compared to the previous fiscal year primarily due to increases in gains on sales of subsidiaries and equity method investments, and services income.

Segment assets increased 20% to ¥801,175 million compared to the end of the previous fiscal year primarily due to a general increase as a result of foreign exchange effects.

Asia and Australia : Finance and investment businesses in Asia and Australia

Amount (millions of yen) Percent (%)
Segment Profits 34,451 51,249 16,798 49
As of March 31, 2025 (millions of yen) As of March 31, 2026 (millions of yen) Change
Amount (millions of yen) Percent (%)
Segment Assets 1,725,627 1,865,277 139,650 8

Segment profits increased 49% to ¥51,249 million compared to the previous fiscal year primarily due to increases in equity in net income of equity method investments, and gains on sales of subsidiaries and equity method investments.

Segment assets increased 8% to ¥1,865,277 million compared to the end of the previous fiscal year primarily due to a general increase as a result of foreign exchange effects.

Outlook and Forecast

In addition to the continued growth of our established businesses, we expect profit growth driven by the ongoing optimization of our business portfolio, and we will continue to pursue sustainable profit growth.

Effective April 1, 2026, we changed our operating segments used by our chief operating decision maker for allocating resources and assessing performance. Accordingly, segment information based on the new operating segment structure will be disclosed beginning in the first quarter of the fiscal year ending March 31, 2027.

Factors that could cause results that differ materially from those described in the forward-looking statements include, but are not limited to, those described under “Risk Factors” in our Form 20-F submitted to the U.S. Securities and Exchange Commission.

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(2) Summary of Consolidated Financial Condition

Summary of Assets, Liabilities, Shareholders’ Equity

Amount Percent (%)
Total Assets (millions of yen) 16,866,251 18,002,776 1,136,525 7
(Segment Assets) 16,456,627 17,435,466 978,839 6
Total Liabilities (millions of yen) 12,691,036 13,378,965 687,929 5
(Short-term and Long-term Debt) 6,282,798 6,537,994 255,196 4
(Deposits) 2,449,812 2,625,556 175,744 7
Shareholders’ Equity *1 (millions of yen) 4,089,782 4,482,500 392,718 10
Shareholders’ Equity Per Share *2 (yen) 3,599.24 4,080.24 481.00 13

*1 Shareholders’ Equity refers to ORIX Corporation Shareholders’ Equity based on U.S. GAAP.

*2 Shareholders’ Equity Per Share is calculated using total ORIX Corporation Shareholders’ Equity.

Total assets increased 7% to ¥18,002,776 million compared to the end of the previous fiscal year primarily due to increases in investment in operating leases, cash and cash equivalents, installment loans and other assets (mainly reinsurance recoverables and goodwill). In addition, segment assets increased 6% to ¥17,435,466 million compared to the end of the previous fiscal year.

Total liabilities increased 5% to ¥13,378,965 million compared to the end of the previous fiscal year primarily due to increases in long-term debt and deposits.

Shareholders’ equity increased 10% to ¥4,482,500 million compared to the end of the previous fiscal year.

Summary of Cash Flows

Cash, cash equivalents and restricted cash increased by ¥129,116 million to ¥1,451,099 million compared to the end of the previous fiscal year.

Cash flows provided by operating activities were ¥1,369,567 million during the fiscal year, up from ¥1,300,193 million during the previous fiscal year. This change resulted primarily from an increase in net income and an increase in policy liabilities and policy account balances, excluding the impact of changes in policy liability discount rate.

Cash flows used in investing activities were ¥1,114,671 million during the fiscal year, down from ¥1,309,695 million during the previous fiscal year. This change resulted primarily from an increase in principal collected on installment loans and a decrease in purchases of available-for-sale debt securities.

Cash flows used in financing activities were ¥160,535 million during the fiscal year compared to the inflow of ¥149,322 million during the previous fiscal year. This change was primarily due to repayments of debt with maturities longer than three months exceeding the amounts of proceeds and a change from an increase to a decrease in call money, partially offset by a change from a decrease to an increase in debt with maturities of three months or less.

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(3) Profit Distribution Policy and Dividends for the Fiscal Year Ended March 31, 2026 and the Fiscal Year Ending March 31, 2027

We aim to increase shareholder value by utilizing profits earned from business activities, to strengthen our business foundation and make investments for future growth. At the same time, we strive to make stable and sustainable distribution of dividends at a level in line with our business performance. In addition, with regards to the decision of whether to buy back our shares, we aim to act with flexibility and swiftness while considering various factors such as the business environment, share price trends, the soundness of our financial condition, and target performance indicators.

Based on this fundamental policy, the annual dividend for the fiscal year ended March 31, 2026 has been decided at 156.10 yen per share (the interim dividend paid was 93.76 yen per share and the year-end dividend has been decided at 62.34 yen per share). The payout ratio for the fiscal year ended March 31, 2026 was 39.0%. For the next fiscal year ending March 31, 2027, the annual dividend is forecasted at the higher of either payout ratio of 39.0% or 156.10 yen per share.

(4) Risk Factors

With the announcement of our results for the fiscal year ended March 31, 2026, we believe no significant changes have arisen concerning “Risk Factors” as stated in our latest Form 20-F submitted to the U.S. Securities and Exchange Commission on June 24, 2025.

2. Consideration in the Selection of Accounting Standard

We have been preparing our financial statements in accordance with U.S. GAAP. We believe that U.S. GAAP is the accounting standard that most appropriately reflects our business activities in our financial reporting.

Reporting in U.S. GAAP enables us to maintain consistency and comparability with past financial results and we believe that is beneficial to our stakeholders.

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3. Financial Information

(1) Condensed Consolidated Balance Sheets (Unaudited)

(millions of yen)

Assets — Cash and Cash Equivalents 1,206,573 1,334,945
Restricted Cash 115,410 116,154
Net Investment in Leases 1,167,380 1,247,491
Installment Loans 4,081,019 4,173,582
The amounts which are measured at fair value by electing the fair value option are as
follows:
March 31, 2025 ¥97,694 million
March 31, 2026 ¥78,020 million
Allowance for Credit Losses (56,769 ) (80,194 )
Investment in Operating Leases 1,967,178 2,152,820
Investment in Securities 3,234,547 3,308,829
The amounts which are measured at fair value by electing the fair value option are as
follows:
March 31, 2025 ¥41,018 million
March 31, 2026 ¥39,796 million
The amounts which are associated to available-for-sale debt securities are as follows:
March 31, 2025
Amortized Cost ¥3,174,036 million
Allowance for Credit Losses ¥(670) million
March 31, 2026
Amortized Cost ¥3,403,138 million
Allowance for Credit Losses ¥(3,505) million
Property under Facility Operations 771,851 779,075
Equity method investments 1,320,015 1,306,312
Trade Notes, Accounts and Other Receivable 411,012 495,905
Inventories 229,229 269,187
Office Facilities 191,957 203,169
Other Assets 2,226,849 2,695,501
The amounts which are measured at fair value by electing the fair value option are as
follows:
March 31, 2025 ¥2,586 million
March 31, 2026 ¥1,163 million
Total Assets 16,866,251 18,002,776
Liabilities and Equity
Short-term Debt 549,680 572,235
Deposits 2,449,812 2,625,556
Trade Notes, Accounts and Other Payable 339,787 356,008
Policy Liabilities and Policy Account Balances 1,948,047 1,943,710
The amounts which are measured at fair value by electing the fair value option are as
follows:
March 31, 2025 ¥136,257 million
March 31, 2026 ¥138,027 million
Current and Deferred Income Taxes 578,781 687,784
Long-term Debt 5,733,118 5,965,759
Other Liabilities 1,091,811 1,227,913
Total Liabilities 12,691,036 13,378,965
Redeemable Noncontrolling Interests 3,432 50,743
Commitments and Contingent Liabilities
Common Stock 221,111 221,111
Additional Paid-in Capital 234,193 235,239
Retained Earnings 3,354,911 3,502,509
Accumulated Other Comprehensive Income 341,298 605,110
Treasury Stock, at Cost (61,731 ) (81,469 )
Total ORIX Corporation Shareholders’ Equity 4,089,782 4,482,500
Noncontrolling Interests 82,001 90,568
Total Equity 4,171,783 4,573,068
Total Liabilities and Equity 16,866,251 18,002,776
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Note : Breakdown of Accumulated Other Comprehensive Income (Loss)

Accumulated Other Comprehensive Income (Loss)
Net unrealized gains (losses) on investment in securities (403,914 ) (618,351 )
Impact of changes in policy liability discount rate 416,124 715,382
Debt valuation adjustments 49 242
Defined benefit pension plans 14,791 31,953
Foreign currency translation adjustments 304,657 469,262
Net unrealized gains on derivative instruments 9,591 6,622
Total 341,298 605,110
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(2) Condensed Consolidated Statements of Income (Unaudited)

(millions of yen)

Revenues :
Finance revenues 328,356 365,570
Gains on investment securities and dividends 14,324 128,948
Operating leases 624,444 641,185
Life insurance premiums and related investment income 515,259 640,159
Sales of goods and real estate 373,155 442,586
Services income 1,019,283 1,112,383
Total Revenues 2,874,821 3,330,831
Expenses :
Interest expense 169,051 193,889
Costs of operating leases 394,821 411,939
Life insurance costs 384,753 479,937
Costs of goods and real estate sold 271,833 331,988
Services expense 604,145 634,329
Other (income) and expense 27,128 58,803
Selling, general and administrative expenses 646,054 711,775
Provision for credit losses 18,723 34,017
Write-downs of long-lived assets 25,933 16,242
Write-downs of securities 554 1,664
Total Expenses 2,542,995 2,874,583
Operating Income 331,826 456,248
Equity in Net Income of Equity method investments 57,182 123,872
Gains on Sales of Subsidiaries and Equity method investments and Liquidation Losses, net 87,705 111,311
Bargain Purchase Gain 3,750 0
Income before Income Taxes 480,463 691,431
Provision for Income Taxes 128,828 233,103
Net Income 351,635 458,328
Net Income (Loss) Attributable to the Noncontrolling Interests (389 ) 11,821
Net Income (Loss) Attributable to the Redeemable Noncontrolling Interests 394 (758 )
Net Income Attributable to ORIX Corporation Shareholders 351,630 447,265
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(3) Condensed Consolidated Statements of Comprehensive Income (Unaudited)

Year Ended March 31, 2025 Year Ended March 31, 2026
Net Income : 351,635 458,328
Other comprehensive income (loss), net of tax:
Net change of unrealized gains (losses) on investment in securities (153,108 ) (214,449 )
Impact of changes in policy liability discount rate 158,339 299,258
Net change of debt valuation adjustments (35 ) 193
Net change of defined benefit pension plans 5,128 17,167
Net change of foreign currency translation adjustments (20,060 ) 171,936
Net change of unrealized gains (losses) on derivative instruments (6,403 ) (2,840 )
Total other comprehensive income (loss) (16,139 ) 271,265
Comprehensive Income 335,496 729,593
Comprehensive Income (Loss) Attributable to the Noncontrolling Interests (492 ) 15,771
Comprehensive Income Attributable to the Redeemable Noncontrolling Interests 344 2,773
Comprehensive Income Attributable to ORIX Corporation Shareholders 335,644 711,049
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(4) Condensed Consolidated Statements of Changes in Equity (Unaudited)

ORIX Corporation Shareholders’ Equity
Common Stock Additional Paid-in Capital Retained Earnings Accumulated Other Comprehensive Income (Loss) Treasury Stock Total ORIX Corporation Shareholders’ Equity Noncontrolling Interests Total Equity
Balance at March 31, 2024 221,111 233,457 3,259,730 357,148 (129,980 ) 3,941,466 80,499 4,021,965
Cumulative effect of adopting Accounting Standards Update 2023-02 (157 ) (157 ) 0 (157 )
Balance at April 1, 2024 221,111 233,457 3,259,573 357,148 (129,980 ) 3,941,309 80,499 4,021,808
Contribution to subsidiaries 0 10,736 10,736
Transaction with noncontrolling interests 83 136 219 (7,451 ) (7,232 )
Comprehensive income (loss), net of tax:
Net income (loss) 351,630 351,630 (389 ) 351,241
Other comprehensive income (loss)
Net change of unrealized gains (losses) on investment in securities (153,108 ) (153,108 ) 0 (153,108 )
Impact of changes in policy liability discount rate 158,339 158,339 0 158,339
Net change of debt valuation adjustments (35 ) (35 ) 0 (35 )
Net change of defined benefit pension plans 5,121 5,121 7 5,128
Net change of foreign currency translation adjustments (19,687 ) (19,687 ) (323 ) (20,010 )
Net change of unrealized gains (losses) on derivative instruments (6,616 ) (6,616 ) 213 (6,403 )
Total other comprehensive income (loss) (15,986 ) (103 ) (16,089 )
Total comprehensive income (loss) 335,644 (492 ) 335,152
Cash dividends (135,590 ) (135,590 ) (1,291 ) (136,881 )
Acquisition of treasury stock (53,518 ) (53,518 ) 0 (53,518 )
Disposal of treasury stock (654 ) 917 263 0 263
Cancellation of treasury stock (149 ) (120,702 ) 120,851 0 0 0
Other, net 1,456 (1 ) 1,455 0 1,455
Balance at March 31, 2025 221,111 234,193 3,354,911 341,298 (61,731 ) 4,089,782 82,001 4,171,783
Contribution to subsidiaries 0 14,457 14,457
Transaction with noncontrolling interests 344 28 372 (13,291 ) (12,919 )
Comprehensive income, net of tax:
Net income 447,265 447,265 11,821 459,086
Other comprehensive income (loss)
Net change of unrealized gains (losses) on investment in securities (214,437 ) (214,437 ) 0 (214,437 )
Impact of changes in policy liability discount rate 299,258 299,258 0 299,258
Net change of debt valuation adjustments 193 193 0 193
Net change of defined benefit pension plans 17,162 17,162 5 17,167
Net change of foreign currency translation adjustments 164,577 164,577 3,816 168,393
Net change of unrealized gains (losses) on derivative instruments (2,969 ) (2,969 ) 129 (2,840 )
Total other comprehensive income 263,784 3,950 267,734
Total comprehensive income 711,049 15,771 726,820
Cash dividends (170,803 ) (170,803 ) (8,370 ) (179,173 )
Acquisition of treasury stock (150,002 ) (150,002 ) 0 (150,002 )
Disposal of treasury stock (906 ) 1,264 358 0 358
Cancellation of treasury stock (137 ) (128,864 ) 129,001 0 0 0
Other, net 1,745 (1 ) 1,744 0 1,744
Balance at March 31, 2026 221,111 235,239 3,502,509 605,110 (81,469 ) 4,482,500 90,568 4,573,068

Note: Changes in the redeemable noncontrolling interests are not included in the table.

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(5) Condensed Consolidated Statements of Cash Flows (Unaudited)

Year ended March 31, 2025 Year ended March 31, 2026
Cash Flows from Operating Activities:
Net income 351,635 458,328
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 399,527 404,791
Principal payments received under net investment in leases 495,717 505,410
Provision for credit losses 18,723 34,017
Equity in net income of equity method investments (57,182 ) (123,872 )
Gains on sales of subsidiaries and equity method investments and liquidation losses, net (87,705 ) (111,311 )
Bargain purchase gain (3,750 ) 0
(Gains) Losses on sales of securities other than trading 6,772 (679 )
Gains on sales of operating lease assets (76,633 ) (70,115 )
Write-downs of long-lived assets 25,933 16,242
Write-downs of securities 554 1,664
Deferred tax provision 23,346 90,387
(Increase) Decrease in trading securities 28,487 (6,564 )
Increase in inventories (9,839 ) (39,823 )
Decrease (Increase) in trade notes, accounts and other receivable (2,641 ) 4,556
Increase (Decrease) in trade notes, accounts and other payable (3,910 ) 1,065
Increase in policy liabilities and policy account balances 268,258 395,623
Increase (Decrease) in income taxes payable (9,232 ) 25,872
Other, net (67,867 ) (216,024 )
Net cash provided by operating activities 1,300,193 1,369,567
Cash Flows from Investing Activities:
Purchases of lease equipment (1,288,608 ) (1,257,360 )
Originations of installment loans (1,506,006 ) (1,639,829 )
Principal collected on installment loans 1,302,302 1,498,876
Proceeds from sales of operating lease assets 373,804 352,491
Investments in equity method investees, net (64,985 ) (30,922 )
Proceeds from sales of equity method investments 95,789 131,813
Purchases of available-for-sale debt securities (700,403 ) (539,889 )
Proceeds from sales of available-for-sale debt securities 289,170 341,633
Proceeds from redemption of available-for-sale debt securities 257,338 161,241
Purchases of equity securities other than trading (76,767 ) (98,026 )
Proceeds from sales of equity securities other than trading 31,594 141,753
Purchases of property under facility operations (69,064 ) (75,075 )
Acquisitions of subsidiaries, net of cash acquired (89,871 ) (129,036 )
Sales of subsidiaries, net of cash disposed 111,043 39,696
Other, net 24,969 (12,037 )
Net cash used in investing activities (1,309,695 ) (1,114,671 )
Cash Flows from Financing Activities:
Net increase (decrease) in debt with maturities of three months or less (98,621 ) 55,427
Proceeds from debt with maturities longer than three months 1,549,750 1,210,761
Repayment of debt with maturities longer than three months (1,368,479 ) (1,217,574 )
Net increase in deposits due to customers 204,034 175,554
Cash dividends paid to ORIX Corporation Shareholders (135,590 ) (170,803 )
Acquisition of treasury stock (53,518 ) (150,002 )
Contribution from noncontrolling interests 3,577 1,350
Purchases of shares of subsidiaries from noncontrolling interests (521 ) (585 )
Net increase (decrease) in call money 50,000 (55,000 )
Other, net (1,310 ) (9,663 )
Net cash (used in) provided by financing activities 149,322 (160,535 )
Effect of Exchange Rate Changes on Cash, Cash Equivalents and Restricted Cash (3,144 ) 34,755
Net increase in Cash, Cash Equivalents and Restricted Cash 136,676 129,116
Cash, Cash Equivalents and Restricted Cash at Beginning of Year 1,185,307 1,321,983
Cash, Cash Equivalents and Restricted Cash at End of Year 1,321,983 1,451,099
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(6) Assumptions for Going Concern

There is no corresponding item.

(7) Segment Information (Unaudited)

The Group CEO, as the Chief Operating Decision Maker (“CODM”), regularly allocates management resources and assesses segment performance by using the amount equivalent to income before income taxes attributable to ORIX Corporation Shareholders of each business segment.

An overview of the operations for each of the ten operating segments follows below.

Corporate Financial Services and Maintenance Leasing : Finance and fee business; leasing and rental of automobiles, electronic measuring instruments, and ICT-related equipment
Real Estate : Real estate development, rental and management; facility operations; real estate asset management
PE Investment and Concession : Private equity investment and concession
Environment and Energy : Domestic and overseas renewable energy; electric power retailing; ESCO services; sales of solar panels; recycling and waste
management
Insurance : Life insurance
Banking and Credit : Banking and consumer finance
Aircraft and Ships : Aircraft investment and management; ship-related finance and investment, maritime asset management and ship
brokerage
ORIX USA : Finance, investment and asset management in the Americas
ORIX Europe : Asset management of global equity and fixed income
Asia and Australia : Finance and investment businesses in Asia and Australia

The accounting policies of the segments are almost the same as accounting policies for condensed consolidated financial statements except for the treatment of income tax expenses, net income attributable to noncontrolling interests, and net income attributable to redeemable noncontrolling interests. The chief operating decision maker evaluates segment performance based on the amount equivalent to income before income taxes attributable to ORIX Corporation Shareholders. Therefore, net income attributable to noncontrolling interests, net income attributable to redeemable noncontrolling interests, and income tax expenses are not included in segment profit or loss. Most of selling, general and administrative expenses, including compensation costs that are directly related to the revenue generating activities of each segment and excluding the expenses that should be borne by ORIX Group as a whole, have been accumulated by and charged to each segment. Gains and losses that management does not consider for evaluating the performance of the segments, such as certain interest expenses and certain foreign exchange gains or losses (included in other (income) and expense) are excluded from the segment profits or losses, and are regarded as corporate items.

Assets attributed to each segment are total assets except for certain cash and head office assets.

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Segment information for fiscal 2025 and 2026 is as follows:

Fiscal Year ended March 31, 2025
Corporate Financial Services and Maintenance Leasing Real Estate PE Investment and Concession Environment and Energy Insurance Banking and Credit Aircraft and Ships
Finance revenues 63,271 4,860 12,140 1,402 280 60,290 5,769
Gains on investment securities and dividends 2,647 1,282 851 3,128 0 100 (24 )
Operating leases 282,433 61,321 42,698 79 0 0 96,856
Life insurance premiums and related investment income 0 0 0 0 518,084 0 0
Sales of goods and real estate 4,202 107,859 252,969 3,307 0 0 852
Services income 108,146 322,458 69,273 178,105 (1 ) 2,914 16,139
Total Segment Revenues 460,699 497,780 377,931 186,021 518,363 63,304 119,592
Interest expense 7,306 2,616 3,833 13,170 256 7,184 20,159
Costs of operating leases 201,286 24,167 26,389 18 0 0 40,986
Life insurance costs 0 0 0 0 384,910 0 0
Costs of goods and real estate sold 3,335 89,593 173,652 1,786 0 0 864
Services expense 57,372 264,952 48,890 136,118 0 7,590 6,724
Other (income) and expense * 18,305 1,664 10,622 446 (110 ) 40 68
Selling, general and administrative expenses 89,599 43,405 88,370 22,582 58,904 20,822 11,967
Provision for credit losses, and write-downs of long-lived assets and securities 2,199 3,098 1,743 20,573 4 (176 ) 3
Total Segment Expenses 379,402 429,495 353,499 194,693 443,964 35,460 80,771
Equity in Net income (Loss) of equity method investments and others 9,032 2,256 74,440 3,749 (0 ) 1,447 28,599
Segment Profits 90,329 70,541 98,872 (4,923 ) 74,399 29,291 67,420
Significant non-cash items:
Depreciation and amortization 158,166 18,992 25,053 33,457 24,219 571 30,808
Increase in policy liabilities and policy account balances 0 0 0 0 268,258 0 0
Bargain purchase gain 0 0 0 0 0 0 0
Impairment of goodwill and intangible assets 0 0 11,149 0 0 0 0
Expenditures for long-lived assets 211,006 78,824 14,594 50,720 116 20 300,251
Millions of yen
Fiscal Year ended March 31, 2025
ORIX USA ORIX Europe Asia and Australia Total
Finance revenues 102,627 4,077 74,961 329,677
Gains on investment securities and dividends 119 4,408 1,933 14,444
Operating leases 861 0 135,169 619,417
Life insurance premiums and related investment income 0 0 0 518,084
Sales of goods and real estate 543 0 751 370,483
Services income 50,078 248,782 23,406 1,019,300
Total Segment Revenues 154,228 257,267 236,220 2,871,405
Interest expense 40,016 665 41,761 136,966
Costs of operating leases 1,496 0 97,249 391,591
Life insurance costs 0 0 0 384,910
Costs of goods and real estate sold 307 0 684 270,221
Services expense 2,823 66,446 14,710 605,625
Other (income) and expense * (3,382 ) 4,231 (5,654 ) 26,230
Selling, general and administrative expenses 95,406 138,859 44,342 614,256
Provision for credit losses, and write-downs of long-lived assets and securities 7,669 115 9,983 45,211
Total Segment Expenses 144,335 210,316 203,075 2,475,010
Equity in Net income (Loss) of equity method investments and others 30,022 (2,578 ) 1,306 148,273
Segment Profits 39,915 44,373 34,451 544,668
Significant non-cash items:
Depreciation and amortization 2,687 6,234 93,705 393,892
Increase in policy liabilities and policy account balances 0 0 0 268,258
Bargain purchase gain 0 0 3,750 3,750
Impairment of goodwill and intangible assets 1,175 1,971 0 14,295
Expenditures for long-lived assets 2,326 1,143 177,320 836,320
  • Other (income) and expense includes items such as expenses of taxes and insurance premiums related to finance leases, impairment of goodwill and intangible assets, gains and losses on derivatives, and foreign exchange gains and losses.

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Fiscal Year ended March 31, 2026
Corporate Financial Services and Maintenance Leasing Real Estate PE Investment and Concession Environment and Energy Insurance Banking and Credit Aircraft and Ships
Finance revenues 68,600 5,052 15,243 11,938 141 78,903 3,853
Gains on investment securities and dividends 1,639 953 1,861 20,553 0 (5,348 ) 272
Operating leases 301,626 52,300 36,441 89 0 0 102,827
Life insurance premiums and related investment income 0 0 0 0 642,904 0 0
Sales of goods and real estate 4,689 126,074 301,345 3,311 0 0 1,093
Services income 111,288 346,522 87,063 173,340 0 2,884 21,971
Total Segment Revenues 487,842 530,901 441,953 209,231 643,045 76,439 130,016
Interest expense 12,025 5,721 5,321 15,499 545 19,809 19,386
Costs of operating leases 211,610 24,962 23,331 20 0 0 46,309
Life insurance costs 0 0 0 0 480,603 0 0
Costs of goods and real estate sold 3,778 108,329 212,658 2,050 0 0 1,120
Services expense 61,398 275,837 59,934 131,543 0 7,399 8,268
Other (income) and expense * 18,505 (2,512 ) (3,460 ) (5,158 ) (3 ) (89 ) (1,527 )
Selling, general and administrative expenses 88,127 46,996 92,620 26,037 58,979 23,854 15,328
Provision for credit losses, and write-downs of long-lived assets and securities 3,348 878 8,044 6,772 30 188 4
Total Segment Expenses 398,791 460,211 398,448 176,763 540,154 51,161 88,888
Equity in Net income (Loss) of equity method investments and others 11,689 7,819 82,106 83,304 (0 ) 1,934 25,480
Segment Profits 100,740 78,509 125,611 115,772 102,891 27,212 66,608
Significant non-cash items:
Depreciation and amortization 168,128 19,797 20,049 32,268 20,121 (766 ) 32,231
Increase in policy liabilities and policy account balances 0 0 0 0 395,623 0 0
Bargain purchase gain 0 0 0 0 0 0 0
Impairment of goodwill and intangible assets 0 0 1,092 3,614 0 0 0
Expenditures for long-lived assets 237,759 65,955 16,874 59,772 513 155 230,164
Millions of yen
Fiscal Year ended March 31, 2026
ORIX USA ORIX Europe Asia and Australia Total
Finance revenues 106,559 3,360 73,492 367,141
Gains on investment securities and dividends 89,425 13,869 5,830 129,054
Operating leases 2,670 0 139,189 635,142
Life insurance premiums and related investment income 0 0 0 642,904
Sales of goods and real estate 2,535 0 482 439,529
Services income 71,030 273,857 24,421 1,112,376
Total Segment Revenues 272,219 291,086 243,414 3,326,146
Interest expense 52,997 687 38,177 170,167
Costs of operating leases 2,851 0 99,936 409,019
Life insurance costs 0 0 0 480,603
Costs of goods and real estate sold 1,659 0 407 330,001
Services expense 1,947 72,084 15,898 634,308
Other (income) and expense * 51,322 4,586 (1,050 ) 60,614
Selling, general and administrative expenses 123,875 157,595 46,707 680,118
Provision for credit losses, and write-downs of long-lived assets and securities 25,342 148 7,169 51,923
Total Segment Expenses 259,993 235,100 207,244 2,816,753
Equity in Net income (Loss) of equity method investments and others (11,272 ) 7,065 15,079 223,204
Segment Profits 954 63,051 51,249 732,597
Significant non-cash items:
Depreciation and amortization 2,779 7,039 97,337 398,983
Increase in policy liabilities and policy account balances 0 0 0 395,623
Bargain purchase gain 0 0 0 0
Impairment of goodwill and intangible assets 52,738 0 0 57,444
Expenditures for long-lived assets 4,328 655 187,015 803,190
  • Other (income) and expense includes items such as expenses of taxes and insurance premiums related to finance leases, impairment of goodwill and intangible assets, gains and losses on derivatives, and foreign exchange gains and losses.

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Segment information as of March 31, 2025 and 2026 is as follows:

As of March 31, 2025
Corporate Financial Services and Maintenance Leasing Real Estate PE Investment and Concession Environment and Energy Insurance Banking and Credit Aircraft and Ships
Net investment in leases 569,380 45,810 1,640 2,092 0 0 0
Installment loans 424,370 30 124,411 3,609 12,805 2,511,736 36,119
Investment in operating leases 557,625 311,377 46,796 237 26,167 0 599,813
Investment in securities 29,690 6,209 6,117 32,032 2,234,453 305,441 9,387
Property under facility operations and servicing assets 43,857 175,153 53,832 487,241 0 0 28
Inventories 433 182,652 41,021 2,551 0 0 1,588
Advances for finance lease and operating lease 6,177 78,044 3 0 0 0 27,816
Equity method investments 16,375 177,956 148,274 170,946 35,865 43,934 402,567
Advances for property under facility operations 143 7,401 728 70,081 0 0 0
Goodwill, intangible assets acquired in business combinations 25,268 50,801 331,003 120,743 4,452 0 43,024
Other assets * 211,247 122,860 269,119 126,643 695,492 283,460 111,631
Segment Assets 1,884,565 1,158,293 1,022,944 1,016,175 3,009,234 3,144,571 1,231,973
Millions of yen
As of March 31, 2025
ORIX USA ORIX Europe Asia and Australia Total
Net investment in leases 451 0 547,966 1,167,339
Installment loans 652,805 0 315,128 4,081,013
Investment in operating leases 21,260 0 394,764 1,958,039
Investment in securities 487,022 86,008 37,768 3,234,127
Property under facility operations and servicing assets 76,469 0 1,844 838,424
Inventories 137 0 615 228,997
Advances for finance lease and operating lease 0 0 4,833 116,873
Equity method investments 54,817 8,578 260,395 1,319,707
Advances for property under facility operations 0 0 51 78,404
Goodwill, intangible assets acquired in business combinations 171,884 354,801 6,986 1,108,962
Other assets * 129,094 219,919 155,277 2,324,742
Segment Assets 1,593,939 669,306 1,725,627 16,456,627
  • Other assets include cash and cash equivalents, restricted cash, allowance for credit losses, trade notes, accounts and other receivables, office facilities, loans to ORIX and its subsidiaries, and reinsurance recoverables.

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As of March 31, 2026
Corporate Financial Services and Maintenance Leasing Real Estate PE Investment and Concession Environment and Energy Insurance Banking and Credit Aircraft and Ships
Net investment in leases 577,187 38,903 1,510 1,638 0 0 12,372
Installment loans 393,442 14 13,102 6,004 15,191 2,685,320 17,078
Investment in operating leases 609,965 369,596 45,398 241 25,457 0 590,639
Investment in securities 31,876 9,363 10,905 142,410 2,288,116 166,331 2,217
Property under facility operations and servicing assets 42,088 153,861 74,886 496,063 0 0 24
Inventories 384 218,937 44,370 3,401 0 0 826
Advances for finance lease and operating lease 7,106 50,332 1 0 0 0 28,431
Equity method investments 8,481 214,196 239,127 10,291 46,002 44,544 410,193
Advances for property under facility operations 5 8,136 3,996 115,763 0 0 0
Goodwill, intangible assets acquired in business combinations 24,450 48,750 352,682 117,197 4,452 0 55,804
Other assets * 181,911 123,818 264,584 125,769 819,052 340,604 93,751
Segment Assets 1,876,895 1,235,906 1,050,561 1,018,777 3,198,270 3,236,799 1,211,335
Millions of yen
As of March 31, 2026
ORIX USA ORIX Europe Asia and Australia Total
Net investment in leases 433 0 615,351 1,247,394
Installment loans 757,103 0 286,330 4,173,584
Investment in operating leases 39,605 0 463,491 2,144,392
Investment in securities 503,966 114,919 38,289 3,308,392
Property under facility operations and servicing assets 82,749 0 2,028 851,699
Inventories 699 0 267 268,884
Advances for finance lease and operating lease 0 0 4,210 90,080
Equity method investments 65,577 6,005 261,415 1,305,831
Advances for property under facility operations 0 0 0 127,900
Goodwill, intangible assets acquired in business combinations 297,167 393,782 7,098 1,301,382
Other assets * 193,172 286,469 186,798 2,615,928
Segment Assets 1,940,471 801,175 1,865,277 17,435,466
  • Other assets include cash and cash equivalents, restricted cash, allowance for credit losses, trade notes, accounts and other receivables, office facilities, loans to ORIX and its subsidiaries, and reinsurance recoverables.

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The reconciliation of segment totals to the condensed consolidated financial statement amounts is as follows:

Fiscal Year ended March 31, 2025 Fiscal Year ended March 31, 2026
Segment revenues:
Total revenues for segments 2,871,405 3,326,146
Revenues related to corporate assets 64,628 84,865
Revenues from inter-segment transactions (61,212 ) (80,180 )
Total consolidated revenues 2,874,821 3,330,831
Segment profits:
Total profits for segments 544,668 732,597
Corporate profits (losses) (64,475 ) (52,821 )
Net income attributable to the noncontrolling interests and net income attributable to the
redeemable noncontrolling interests 270 11,655
Total consolidated income before income taxes 480,463 691,431

(8) Per Share Data (Unaudited)

| Year ended March 31,
2025 | | Year ended March 31,
2026 | | |
| --- | --- | --- | --- | --- |
| | | (millions of yen) | | |
| Net Income Attributable to ORIX Corporation Shareholders | 351,630 | | 447,265 | |
| Adjustment to Net Income | (35 | ) | (96 | ) |
| Net income used to calculate basic earnings per share | 351,595 | | 447,169 | |
| Adjustment to Net Income | 35 | | 96 | |
| Net income used to calculate diluted earnings per share | 351,630 | | 447,265 | |
| | | (thousands of shares) | | |
| Weighted-average shares | 1,142,503 | | 1,117,160 | |
| Effect of Dilutive Securities - Stock compensation | 2,275 | | 2,692 | |
| Weighted-average shares for diluted EPS computation | 1,144,778 | | 1,119,852 | |
| | | (yen) | | |
| Earnings per share for net income attributable to ORIX Corporation Shareholders | | | | |
| Basic | 307.74 | | 400.27 | |
| Diluted | 307.16 | | 399.40 | |
| | | (yen) | | |
| Shareholders’ equity per share | 3,599.24 | | 4,080.24 | |

Note : In the fiscal years ended March 31, 2025 and 2026, there was no stock compensation which was antidilutive.

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(9) Changes in Significant Basis of Preparation of Consolidated Financial Statements

Significant Accounting Policies

(Adoption of New Accounting Standards)

There are no significant changes from the description in our latest Form 20-F submitted to the U.S. Securities and Exchange Commission on June 24, 2025.

(10) Notes to Consolidated Financial Statements

(Subsequent Events)

On April 27, 2026, the Company entered into a share transfer agreement with Daiwa Next Bank, Ltd. to transfer all shares in ORIX Bank Corporation, a consolidated subsidiary of the Company (hereinafter, the “Target”). Pursuant to this agreement, the share transfer is scheduled to be completed by October 2026, and upon the completion of the transfer, the Target will be excluded from the Company’s scope of consolidation. The Target is included in the Banking and Credit segment, and as the transfer is expected to be completed during the fiscal year ending March 31, 2027, the Company expects to record a net gain of approximately ¥124.2 billion on a pre-tax basis in connection with the transfer in the consolidated financial statements for that fiscal year.

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Notice Regarding Repurchase of Own Shares

TOKYO, Japan - May 11, 2026 - ORIX Corporation (“ORIX”) announced today that its Board of Directors passed a resolution approving the matters required under Article 156, Paragraph 1 of the Companies Act for the repurchase of its own shares for the purpose of enhancing capital efficiency and shareholder returns, pursuant to Article 34 of the Articles of Incorporation, which is in accordance with Article 459, Paragraph 1 of the Companies Act, as follows.

(1) Class of shares to be repurchased: Common shares

(2) Total number of shares: Up to 100,000,000 shares

(approx.9.1% of the total outstanding shares (excluding treasury shares))

(3) Total purchase price of shares to be repurchased: Up to 250 billion yen

(4) Repurchase Period: From May 22, 2026 to March 31, 2027

(5) Method of share repurchase: Market purchases based on the discretionary dealing contract regarding repurchase of own shares

(Reference)

  1. Policies for Share Cancellation

At the Board of Directors meeting held on May 12, 2025, ORIX approved a policy regarding the cancellation of its own shares under which, in principle, ORIX shall maintain a total number of its own shares at a maximum of 2% of the total number of issued shares and shall cancel the shares exceeding such amount. The actual number of shares to be cancelled will be announced after completion of the repurchase stated above.

  1. Status of Treasury Shares as of March 31, 2026

Total outstanding shares (excluding treasury shares): 1,101,621,922 shares

Treasury shares: 22,484,702 shares*

  • The Company’s shares held through the Board Incentive Plan Trust (3,035,102 shares) are not included in the number of treasury shares.

Contact Information:

Investor Relations Department

ORIX Corporation

Tel: +81-3-3435-3121

About ORIX Group:

ORIX Group (ORIX Corporation TSE: 8591; NYSE: IX) was established in 1964 and has grown from its roots in leasing in Japan to become a global, diverse, and unique corporate group. Today, it is active around the world in financing and investment, life insurance, banking, asset management, real estate, concession, environment and energy, automobile-related services, industrial/ICT equipment, ships and aircraft. Since expanding outside of Japan in 1971, ORIX Group has grown its business globally and now operates in around 30 countries and regions across the world with approximately 37,000 people. ORIX Group unites globally around its Purpose: “Finding Paths. Making Impact.” combining diverse expertise and innovative thinking to help our world develop in a sustainable way.

For more details, please visit our website: https://www.orix.co.jp/grp/en/

(As of March 31, 2026)

Caution Concerning Forward-Looking Statements:

These documents may contain forward-looking statements about expected future events and financial results that involve risks and uncertainties. Such statements are based on our current expectations and are subject to uncertainties and risks that could cause actual results that differ materially from those described in the forward-looking statements. Factors that could cause such a difference include, but are not limited to, those described under “Risk Factors” in the Company’s annual report on Form 20-F filed with the United States Securities and Exchange Commission and under “(4) Risk Factors” of the “1. Summary of Consolidated Financial Results” of the “Consolidated Financial Results April 1, 2024 – March 31, 2025” furnished on Form 6-K.

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Announcement Regarding Dividend for the Fiscal Year Ended March 31, 2026 and Annual Dividend Forecast for the Fiscal Year Ending March 31, 2027

TOKYO, Japan - May 11, 2026 - ORIX Corporation (“ORIX”) announced today that its Board of Directors passed a resolution approving the details relating to the expected dividend for the fiscal year ended March 31, 2026. The final amount of the said dividend will be determined by the Board of Directors to be held on May 18, 2026. The annual dividend forecast for the fiscal year ending March 31, 2027 is also included in this announcement as below.

1. Dividend Detail for the Fiscal Year Ended March 31, 2026

Regarding the year-end dividend for the fiscal year ended March 31, 2026, we have decided a dividend per share of 62.34 yen based on the dividend policy announced on May 12, 2025. As a result of that, an annual dividend per share becomes 156.10 yen.

| | Amount Decided | Previous Dividend Forecast | Dividend Paid for the Fiscal Year Ended March 31,
2025 |
| --- | --- | --- | --- |
| Record Date | March 31, 2026 | March 31, 2026 | March 31, 2025 |
| Dividend Per Share (Annual) | 62.34 yen (156.10 yen) | — (120.01 yen) * | 57.84 yen (120.01 yen) |
| Total Dividend Amount (Annual) | 68,675 million yen (173,558 million yen) | — | 65,920 million yen (137,104 million yen) |
| Effective Date | June 3, 2026 | — | June 4, 2025 |
| Source of Dividend | Retained earnings | — | Retained earnings |

  • As announced in the release titled “Announcement Regarding Interim Dividend and Revisions to Consolidated Earnings Forecast and Year-end Dividend Forecast for the Fiscal Year Ending March 31, 2026” dated November 12, 2025, the annual dividend for the fiscal year ended March 31, 2026 will be determined based on either a dividend payout ratio of 39% or an annual dividend per share of 120.01 yen, whichever is higher. In the above, the minimum dividend has been stated.

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2. Annual Dividend Forecast for the Fiscal Year Ending March 31, 2027

Dividend Per Share — Interim Fiscal Year-End Total
Dividend Forecast 187.36 yen*
  • With regard to the dividend forecast for the fiscal year ending March 31, 2027, the annual dividend is expected to be the higher of an amount equivalent to a dividend payout ratio of 39% or an annual dividend of ¥156.10 per share. The table above presents the forecast of annual dividends per share assuming that net income attributable to ORIX Corporation shareholders for the fiscal year ending March 31, 2027 is ¥530,000 million, as stated in “3. Forecast for the Year Ending March 31, 2027 (Unaudited) ” of the Summary of Consolidated Financial Results for the Fiscal Year Ended March 31, 2026 (U.S. GAAP). Dividends per share is calculated based on the number of issued shares excluding treasury shares and may fluctuate due to an increase in treasury shares resulting from share repurchases.

Contact Information:

Investor Relations Department

ORIX Corporation

Tel: +81-3-3435-3121

About ORIX Group:

ORIX Group (ORIX Corporation TSE: 8591; NYSE: IX) was established in 1964 and has grown from its roots in leasing in Japan to become a global, diverse, and unique corporate group. Today, it is active around the world in financing and investment, life insurance, banking, asset management, real estate, concession, environment and energy, automobile-related services, industrial/ICT equipment, ships and aircraft. Since expanding outside of Japan in 1971, ORIX Group has grown its business globally and now operates in around 30 countries and regions across the world with approximately 37,000 people. ORIX Group unites globally around its Purpose: “Finding Paths. Making Impact.” combining diverse expertise and innovative thinking to help our world develop in a sustainable way.

For more details, please visit our website: https://www.orix.co.jp/grp/en/

(As of March 31, 2026)

Caution Concerning Forward-Looking Statements:

These documents may contain forward-looking statements about expected future events and financial results that involve risks and uncertainties. Such statements are based on our current expectations and are subject to uncertainties and risks that could cause actual results that differ materially from those described in the forward-looking statements. Factors that could cause such a difference include, but are not limited to, those described under “Risk Factors” in the Company’s annual report on Form 20-F filed with the United States Securities and Exchange Commission and under “(4) Risk Factors” of the “1. Summary of Consolidated Financial Results” of the “Consolidated Financial Results April 1, 2024 – March 31, 2025” furnished on Form 6-K.

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Announcement Regarding Management Changes

Tokyo, Japan - May 11, 2026 - ORIX Corporation (“ORIX”) announced today that it decided on the management changes. The management changes are scheduled to be finalized at the 63 rd Annual General Meeting of Shareholders and the Board of Directors meeting on June 23, 2026.

∎ Management Changes (Effective as of June 23, 2026)

New Position Present Position Name
Member of the Board of Directors Senior
Managing Executive Officer Chief Operating Officer, Infrastructure Business Unit Senior Managing Executive Officer Chief
Operating Officer, Infrastructure Business Unit Shuji Irie
Member of the Board of Directors Senior
Managing Executive Officer, Chief Financial Officer and Chief
Strategy Officer Responsible for Corporate Strategy and Management Unit Senior Managing Executive Officer, Chief
Financial Officer and Chief Strategy Officer Responsible for
Corporate Strategy and Management Unit Masataka Yamada
Member of the Board of Directors (Outside Director) (Newly nominated) Akiko Hosokawa
Senior Managing Executive Officer Global
General Counsel Responsible for Legal and Compliance Unit Member of the Board of Directors Senior
Managing Executive Officer Global General Counsel Responsible
for Legal and Compliance Unit Stan Koyanagi
Retire Member of the Board of Directors (Outside Director) Aiko Sekine

Contact Information:

Investor Relations Department

ORIX Corporation

Tel: +81-3-3435-3121

About ORIX Group:

ORIX Group (ORIX Corporation TSE: 8591; NYSE: IX) was established in 1964 and has grown from its roots in leasing in Japan to become a global, diverse, and unique corporate group. Today, it is active around the world in financing and investment, life insurance, banking, asset management, real estate, concession, environment and energy, automobile-related services, industrial/ICT equipment, ships and aircraft. Since expanding outside of Japan in 1971, ORIX Group has grown its business globally and now operates in around 30 countries and regions across the world with approximately 37,000 people. ORIX Group unites globally around its Purpose: “Finding Paths. Making Impact.” combining diverse expertise and innovative thinking to help our world develop in a sustainable way.

For more details, please visit our website: https://www.orix.co.jp/grp/en/

(As of March 31, 2026)

Caution Concerning Forward Looking Statements:

These documents may contain forward-looking statements about expected future events and financial results that involve risks and uncertainties. Such statements are based on our current expectations and are subject to uncertainties and risks that could cause actual results that differ materially from those described in the forward-looking statements. Factors that could cause such a difference include, but are not limited to, those described under “Risk Factors” in the Company’s annual report on Form 20-F filed with the United States Securities and Exchange Commission and under “(4) Risk Factors” of the “1. Summary of Consolidated Financial Results” of the “Consolidated Financial Results April 1, 2024 – March 31, 2025” furnished on Form 6-K.

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Announcement Regarding Candidates for Member of the Board of Directors and Member Composition of the Three Committees of ORIX Corporation

TOKYO, Japan - May 11, 2026 - ORIX Corporation (“ORIX”) announced today that the Nominating Committee has decided on the candidates for Members of the Board of Directors. The nominations are scheduled to be finalized at the 63 rd Annual General Meeting of Shareholders of the Company on June 23, 2026.

The Company announced that it decided on the composition of the Nominating, Audit and Compensation Committees in the Board of Directors meeting held today. All members of the Nominating, Audit and Compensation Committees are composed of outside directors. The nominations are scheduled to be finalized at the Board of Directors meeting after the 63 rd Annual General Meeting of Shareholders of the Company on June 23, 2026.

Candidates for the 10 Members of the Board of Directors positions (including 6 Outside Directors) are as follows:

Hidetake Takahashi Satoru Matsuzaki Shuji Irie (newly nominated) Masataka Yamada (newly nominated) Hiroshi Watanabe (Outside Director) Chikatomo Hodo (Outside Director) Noriyuki Yanagawa (Outside Director) Mami Yunoki (Outside Director) Miwa Seki (Outside Director) Akiko Hosokawa (Outside Director, newly nominated)

Details on Candidates for New Member of the Board of Directors

Shuji Irie (Born March 14, 1963)

May.2001 Joined Mizuho Securities Co., Ltd. (retired in April 2011)
Apr.2011 Joined ORIX Corporation Deputy Head of Investment Banking Headquarters
Sep.2011 Deputy Head of Investment and Operation Headquarters
Jan.2013 Executive Officer Deputy Head of Investment and Operation Headquarters
Jan.2014 Head of Investment and Operation Headquarters
Jan.2016 Managing Executive Officer Head of Investment and Operation Headquarters Responsible for Concession Business Development Department
Jun.2018 Member of the Board of Directors, Managing Executive Officer Head of Investment and Operation Headquarters
Jan.2020 Member of the Board of Directors, Senior Managing Executive Officer Head of Investment and Operation Headquarters
Jan.2024 Responsible for Investment and Operation Headquarters
Jun.2024 Advisor
Jan.2026 Senior Managing Executive Officer (present position) Responsible for Infrastructure Business Unit Responsible for Concession Business Development Department
Apr.2026 Chief Operating Officer, Infrastructure Business Unit (present position)

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Basis for candidacy for appointment as a Member of the Board of Directors

Mr. Shuji Irie is a candidate for a new Member of the Board of Directors. He has a wealth of experience and advanced knowledge relating to the diversified business activities of the ORIX Group through his business execution experience in the fields of real estate, environment and energy, aircraft and ships, and investment and operation business.

The Nominating Committee has appointed him as a new candidate for Member of the Board of Directors because it has determined he can be expected to fulfil a substantial role, including highly effective supervision of the Company’s management given that he possesses extensive understanding of the Company’s operations.

Masataka Yamada (Born March 4, 1972)

Apr.1996 Joined JPMorgan Securities Japan Co., Ltd.
Feb.2015 Head of Japan Investment Banking Division, JPMorgan Securities Japan Co., Ltd. (retired in January 2026)
Feb.2026 Joined ORIX Corporation Senior Adviser Assistant to CEO
Apr.2026 Senior Managing Executive Officer (present position) Chief Financial Officer and Chief Strategy Officer (present position) Responsible for Corporate Strategy and Management Unit (present position)

Basis for candidacy for appointment as a Member of the Board of Directors

Mr. Masataka Yamada is a candidate for a new Member of the Board of Directors. He has wide-ranging experience and knowledge in finance and capital policy and corporate growth strategy through his past experience as Head of Japan Investment Banking Division of JPMorgan Securities Japan Co., Ltd. Moreover, at the Company, he has a wealth of experience and advanced knowledge relating to the diversified business activities of the ORIX Group through his service as Chief Financial Officer and Chief Strategy Officer.

The Nominating Committee has appointed him as a new candidate for Member of the Board of Directors because it has determined he can be expected to fulfil a substantial role, including highly effective supervision of the Company’s management by utilizing his wealth of knowledge and experience, etc., gained from inside and outside the Company.

Details on Candidates for New Member of the Board of Directors (Outside Director)

Akiko Hosokawa (Born September 12, 1966)

Apr.1989 Joined Nippon Life Insurance Company (retired in March 1993)
Apr.1997 Attorney at Law, admitted in Japan (Tokyo Bar Association) Joined Tokyo Aoyama Law Office (currently Baker & McKenzie (Gaikokuho Joint Enterprise))
Aug.2002 Seconded to Baker & McKenzie LLP
Dec.2003 Attorney at Law, admitted in New York (New York State Bar Association)
Jul.2006 Partner of Tokyo Aoyama Aoki Law Office (currently Baker & McKenzie (Gaikokuho Joint Enterprise)) (retired in June 2024)
Jun.2024 Joined Atsumi & Sakai as a partner (present position)
Jun.2025 Member of the Board of Directors (Outside Director), DKK Co., Ltd. (present position)

Basis for candidacy for appointment as a Member of the Board of Directors (Outside Director)

Ms. Akiko Hosokawa is a candidate for a new Member of the Board of Directors (Outside Director). She served as a partner at Tokyo Aoyama Aoki Law Office (currently Baker & McKenzie (Gaikokuho Joint Enterprise)) and at Atsumi & Sakai. She has extensive knowledge as a professional in financial transactions and relevant financial regulatory laws and regulations.

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The Nominating Committee has appointed her as a candidate for a new Member of the Board of Directors (Outside Director) because it has determined she can be expected to fulfil a substantial role, including highly effective supervision of the Company’s management by utilizing her wealth of knowledge and experience, etc., from an independent and objective standpoint.

Details on Candidates for Member of the Board of Directors (Outside Director)

Hiroshi Watanabe (Born June 26, 1949)

Apr.1972 Joined Ministry of Finance
Jan.2003 Director-General, International Bureau, Ministry of Finance
Jul.2004 Vice Minister of Finance for International Affairs, Ministry of Finance (retired in July 2007)
Oct.2007 Special Advisor, Japan Center for International Finance (retired in September 2008)
Apr.2008 Professor, Graduate School of Commerce and Management at Hitotsubashi University (currently Graduate School of Business Administration at Hitotsubashi University) (retired in September 2008)
Oct.2008 Deputy Governor, Japan Finance Corporation (retired in March 2012)
Apr.2012 Deputy Governor, Japan Bank for International Cooperation
Dec.2013 Governor, Japan Bank for International Cooperation (retired in June 2016)
Oct.2016 President, Institute for International Monetary Affairs (retired in June 2025)
Jun.2020 Member of the Board of Directors (Outside Director), ORIX Corporation (present position)
Apr.2025 Visiting professor, Faculty of Business Administration at Tokyo Seitoku University (present position)

Basis for candidacy for appointment as a Member of the Board of Directors (Outside Director)

Mr. Hiroshi Watanabe is a candidate for Member of the Board of Directors (Outside Director). He served successively in key positions at Ministry of Finance, Japan and Governor of Japan Bank for International Cooperation and served as President of Institute for International Monetary Affairs. He has a wealth of knowledge and experience as a finance and economic expert both in Japan and overseas, as well as wide-ranging experience and knowledge of corporate management.

Currently as Chairperson of the Nominating Committee, he has played a leading role in deliberating on the composition of the Board of Directors and Executive Officers appropriate for the Company’s business development, as well as on the succession plan, and actively expressed his opinions and made proposals.

The Nominating Committee has appointed him as a candidate for Member of the Board of Directors (Outside Director) because it has determined he can be expected to continue to fulfil a substantial role, including highly effective supervision of the Company’s management by utilizing his wealth of knowledge and experience, etc., from an independent and objective standpoint.

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Chikatomo Hodo (Born July 31, 1960)

Sep.1982 Joined Arthur Andersen & Co. (currently Accenture Japan Ltd.)
Sep.2005 Representative Director, Accenture Japan Ltd.
Apr.2006 Representative Director and President, Accenture Japan Ltd.
Sep.2015 Director and Chairman, Accenture Japan Ltd. (retired in August 2017)
Sep.2017 Director and Senior Corporate Advisor, Accenture Japan Ltd. (retired as a Director in June 2018)
Jul.2018 Senior Corporate Advisor, Accenture Japan Ltd. (retired in August 2021)
Jun.2021 Member of the Board of Directors (Outside Director), ORIX Corporation (present position)
Jun.2023 Member of the Board of Directors (Outside Director), Sumitomo Mitsui Banking Corporation (present
position)

Basis for candidacy for appointment as a Member of the Board of Directors (Outside Director)

Mr. Chikatomo Hodo is a candidate for Member of the Board of Directors (Outside Director). He served as a Representative Director and President of Accenture Japan Ltd. He has wide-ranging experience and knowledge in corporate management and digital business.

Currently as Chairperson of the Compensation Committee, he has played a leading role in deliberating on the compensation system and compensation levels for Directors and Executive Officers in order to enhance their function as a medium- and long-term incentives, including considerations of executive compensation linked to performance indicators such as consolidated ROE, and actively expressed his opinions and made proposals.

The Nominating Committee has appointed him as a candidate for Member of the Board of Directors (Outside Director) because it has determined he can be expected to continue to fulfil a substantial role, including highly effective supervision of the Company’s management by utilizing his wealth of knowledge and experience, etc., from an independent and objective standpoint.

Noriyuki Yanagawa (Born April 23, 1963)

Apr.1993 Specialized Teacher, Faculty of Economics at Keio University
Apr.1996 Assistant Professor, Graduate School of Economics at the University of Tokyo
Apr.2007 Associate Professor, Graduate School of Economics at the University of Tokyo
Dec.2011 Professor, Graduate School of Economics at the University of Tokyo (present position)
Jun.2022 Member of the Board of Directors (Outside Director), ORIX Corporation (present position)

Basis for candidacy for appointment as a Member of the Board of Directors (Outside Director)

Mr. Noriyuki Yanagawa is a candidate for Member of the Board of Directors (Outside Director). He currently serves as Professor at the Graduate School of Economics at the University of Tokyo, and he has served on government and institutional advisory councils related to finance and economic affairs in Japan. He specializes in financial contracts, law and economics, and has a wealth of knowledge and experience as a financial economics expert.

He has actively expressed his opinions and made proposals during deliberations at meetings of the Board of Directors and the Nominating Committee, using his expertise in corporate strategy based on deep academic understanding.

The Nominating Committee has appointed him as a candidate for Member of the Board of Directors (Outside Director) because it has determined he can be expected to continue to fulfil a substantial role, including highly effective supervision of the Company’s management by utilizing his wealth of knowledge and experience, etc., from an independent and objective standpoint.

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Mami Yunoki (Born May 27, 1963)

May.1985 Joined Aoyama Audit Corporation
Mar.1988 Certified as Public Accountant, Japan
Sep.2006 Joined PricewaterhouseCoopers Aarata (currently PricewaterhouseCoopers Japan LLC)
Jul.2008 Partner of PricewaterhouseCoopers Aarata (currently PricewaterhouseCoopers Japan LLC)
Jul.2016 Member of the firm management committee and executive officer in charge of the manufacturing, distribution, and services divisions of PricewaterhouseCoopers Aarata LLC (currently PricewaterhouseCoopers Japan LLC)
Member of the Examination Board on Strengthening of Financial Functions, Financial Services Agency (retired in December 2025)
Sep.2019 Partner of the manufacturing, distribution, and services divisions of PricewaterhouseCoopers Aarata LLC (currently PricewaterhouseCoopers Japan LLC) (retired in June 2023)
Sep.2020 Part-time lecturer at the Graduate School of Hitotsubashi University (present position)
Jul.2023 Representative, Mami Yunoki Certified Public Accountant Office (present position)
Mar.2024 Outside Audit & Supervisory Board Member, Chugai Pharmaceutical Co., Ltd. (present position)
Jun.2024 Member of the Board of Directors (Outside Director), Daiwa Securities Group Inc. (present position)
Jun.2025 Member of the Board of Directors (Outside Director), ORIX Corporation (present position)

Basis for candidacy for appointment as a Member of the Board of Directors (Outside Director)

Ms. Mami Yunoki is a candidate for Member of the Board of Directors (Outside Director). She served as a partner at PricewaterhouseCoopers Aarata (currently PricewaterhouseCoopers Japan LLC) and an executive officer in charge of the manufacturing, distribution, and services divisions at PricewaterhouseCoopers Aarata LLC (currently PricewaterhouseCoopers Japan LLC). She has extensive knowledge as a professional in financial accounting and auditing.

She has actively expressed her opinions and made proposals during deliberations at meetings of the Board of Directors and the Audit Committee from diverse perspectives, including accounting and finance.

The Nominating Committee has appointed her as a candidate for Member of the Board of Directors (Outside Director) because it has determined she can be expected to continue to fulfil a substantial role, including highly effective supervision of the Company’s management by utilizing her wealth of knowledge and experience, etc., from an independent and objective standpoint.

Miwa Seki (Born February 25, 1965)

Apr.1988 Joined DENTSU INC. (retired in March 1989)
Apr.1989 Joined Smith Barney (retired in July 1991)
Sep.1993 Joined Morgan Stanley (retired in January 1997)
Feb.1997 Joined Clay Finlay Limited
Jan.2000 Founder and President, Mei Corporation Y.K. (retired in August 2013)
Jan.2003 General Manager, Tokyo Branch, Clay Finlay Limited (retired in August 2007)
Apr.2015 Associate Professor, Faculty of Foreign Studies at Kyorin University (retired in March 2021)
Jun.2020 Member of the Board of Directors (Outside Director), Daiwa House Industry Co., Ltd. (present position)
May.2021 General Partner, MPower Partners Fund L.P. (present position)
Jun.2025 Member of the Board of Directors (Outside Director), ORIX Corporation (present position)

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Basis for candidacy for appointment as a Member of the Board of Directors (Outside Director)

Ms. Miwa Seki is a candidate for Member of the Board of Directors (Outside Director). She served as head of Japan at a foreign financial institution and is currently a general partner of an ESG-focused investment fund. She has wide-ranging experience and knowledge in finance, business investment and ESG-related matters.

She has actively expressed her opinions and made proposals during deliberations at meetings of the Board of Directors, the Compensation Committee and the Audit Committee using her expertise in finance and business investment.

The Nominating Committee has appointed her as a candidate for Member of the Board of Directors (Outside Director) because it has determined she can be expected to continue to fulfil a substantial role, including highly effective supervision of the Company’s management by utilizing her wealth of knowledge and experience, etc., from an independent and objective standpoint.

Nominating Committee

3 Members (Outside Directors: 3)

Chairperson: Chikatomo Hodo

Members: Hiroshi Watanabe and Miwa Seki

Audit Committee

3 Members (Outside Directors: 3)

Chairperson: Mami Yunoki

Members: Hiroshi Watanabe and Miwa Seki

Compensation Committee

3 Members (Outside Directors: 3)

Chairperson: Noriyuki Yanagawa

Members: Chikatomo Hodo and Akiko Hosokawa

Contact Information:

Investor Relations Department

ORIX Corporation

Tel: +81-3-3435-3121

About ORIX Group:

ORIX Group (ORIX Corporation TSE: 8591; NYSE: IX) was established in 1964 and has grown from its roots in leasing in Japan to become a global, diverse, and unique corporate group. Today, it is active around the world in financing and investment, life insurance, banking, asset management, real estate, concession, environment and energy, automobile-related services, industrial/ICT equipment, ships and aircraft. Since expanding outside of Japan in 1971, ORIX Group has grown its business globally and now operates in around 30 countries and regions across the world with approximately 37,000 people. ORIX Group unites globally around its Purpose: “Finding Paths. Making Impact.” combining diverse expertise and innovative thinking to help our world develop in a sustainable way.

For more details, please visit our website: https://www.orix.co.jp/grp/en/

(As of March 31, 2026)

Caution Concerning Forward Looking Statements:

These documents may contain forward-looking statements about expected future events and financial results that involve risks and uncertainties. Such statements are based on our current expectations and are subject to uncertainties and risks that could cause actual results that differ materially from those described in the forward-looking statements. Factors that could cause such a difference include, but are not limited to, those described under “Risk Factors” in the Company’s annual report on Form 20-F filed with the United States Securities and Exchange Commission and under “(4) Risk Factors” of the “1. Summary of Consolidated Financial Results” of the “Consolidated Financial Results April 1, 2024 – March 31, 2025” furnished on Form 6-K.

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Notice Concerning Partial Amendment to Articles of Incorporation

TOKYO, Japan - May 11, 2026 - ORIX Corporation (“ORIX”) announced today that it resolved at a meeting of its Board of Directors held on May 11, 2026 to submit two proposals for “Partial Amendments to ORIX’s Articles of Incorporation” as agenda items at the 63rd Annual General Meeting of Shareholders to be held on June 23, 2026, as detailed below.

  1. Reasons for Amendment

Proposal No. 1 (Purposes)

In order to reflect more accurately the current business activities of ORIX and its subsidiaries and to clarify its business scope, ORIX proposes to amend Article 2 (Purpose) of ORIX’s current Articles of Incorporation by revising item (5), adding item (13), deleting item (21), and making other related changes, including changes to item numbering.

Proposal No. 2 (a “virtual-only” shareholders’ meeting)

As a result of the enforcement of the Act for Partially Amending the Industrial Competitiveness Enhancement Act and Other Related Acts (Act No. 70 of 2021), listed companies are now permitted, subject to certain conditions, to hold a shareholders’ meeting without a designated physical location (a “virtual-only” shareholders’ meeting), at which shareholders may attend by means such as the Internet without a physical venue, by providing therefor in their articles of incorporation.

In light of large-scale disasters including infectious diseases and natural disasters, as well as the ongoing digitalization of society as a whole, ORIX believes that expanding the range of available formats for holding shareholders’ meetings will serve the interests of its shareholders. Accordingly, ORIX proposes to add paragraph 2 to Article 11 of its current Articles of Incorporation.

With respect to the determination of the format for each shareholders’ meeting, the Board of Directors will, on each occasion, carefully deliberate and resolve the matter, giving due consideration to the interests and rights of shareholders and taking into account the circumstances surrounding ORIX and its shareholders at that time.

In connection with this amendment, ORIX has obtained confirmation from the Minister of Economy, Trade and Industry and the Minister of Justice that it satisfies the requirements prescribed by the relevant ordinances of the Ministry of Economy, Trade and Industry and the Ministry of Justice.

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  1. Details of the Amendment

The changes are as follows.

Proposal No. 1

(changes are underlined)

Current Articles of Incorporation Proposed amendments
Article 2 (Purpose) The purpose of the Company shall be to engage in the following businesses: (1)~(4)      [Omitted] (5)
financial instruments and exchange business, financial instruments broker business, banking, trust and insurance business, advisory service business relating to investment in commodities, trust agreement agency business and credit
management and collection business ; (6)~(12)     [Omitted] [New] ( 13 ) trading of emission rights for greenhouse gases and other various subjects; ( 14 )~( 19 )    [Omitted] ( 20 ) transport business; (21) mining of various
minerals, and the manufacture and sale of the products in relation thereto; (22)~(25)    [Omitted] Article 2 (Purpose) The purpose of the Company shall be to engage in the following businesses: (1)~(4)      [No Change] (5)
financial instruments and exchange business, financial instruments broker business, banking, trust and insurance business, and trust agreement agency business; (6)~(12)     [No Change] (13) Manufacture, sale, and collection of various plastic products, materials, recycled raw materials, recycled products, etc.; ( 14 ) trading of
emission rights for greenhouse gases and other various subjects; ( 15 )~( 20 )    [No Change] ( 21 ) transport business; [Delete] (22)~(25)    [No Change]

Proposal No. 2

(changes are underlined)

Current Articles of Incorporation Proposed amendments
Article 11 (Holding of General Meeting of Shareholders) Article 11 (Holding of General Meeting of Shareholders)
An annual
General Meeting of Shareholders shall be convened within a certain term following the end of each fiscal year and held in June of each year, and an extraordinary General Meeting of Shareholders shall be held at any time whenever necessary. [No Change]
[New] 2. The Company may hold a General Meeting of Shareholders without designating a physical location.

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  1. Date of Amendment of Articles of Incorporation

The amendments shall be effective on and from June 23, 2026.

Contact Information:

Investor Relations Department

ORIX Corporation

Tel: +81-3-3435-3121

About ORIX Group:

ORIX Group (ORIX Corporation TSE: 8591; NYSE: IX) was established in 1964 and has grown from its roots in leasing in Japan to become a global, diverse, and unique corporate group. Today, it is active around the world in financing and investment, life insurance, banking, asset management, real estate, concession, environment and energy, automobile-related services, industrial/ICT equipment, ships and aircraft. Since expanding outside of Japan in 1971, ORIX Group has grown its business globally and now operates in around 30 countries and regions across the world with approximately 37,000 people. ORIX Group unites globally around its Purpose: “Finding Paths. Making Impact.” combining diverse expertise and innovative thinking to help our world develop in a sustainable way.

For more details, please visit our website: https://www.orix.co.jp/grp/en/

(As of March 31, 2026)

Caution Concerning Forward-Looking Statements:

These documents may contain forward-looking statements about expected future events and financial results that involve risks and uncertainties. Such statements are based on our current expectations and are subject to uncertainties and risks that could cause actual results that differ materially from those described in the forward-looking statements. Factors that could cause such a difference include, but are not limited to, those described under “Risk Factors” in the Company’s annual report on Form 20-F filed with the United States Securities and Exchange Commission and under “(4) Risk Factors” of the “1. Summary of Consolidated Financial Results” of the “Consolidated Financial Results April 1, 2024 – March 31, 2025” furnished on Form 6-K.