SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 under

the Securities Exchange Act of 1934

For the month of December, 2019

Commission File Number 001-14948

 

 

Toyota Motor Corporation

(Translation of Registrant’s Name Into English)

 

 

1, Toyota-cho, Toyota City,

Aichi Prefecture 471-8571,

Japan

(Address of Principal Executive Offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F      X        Form 40-F               

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

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

 

 

 


Material Contained in this Report:

 

I.

English translation of a press release dated December 4, 2019 with respect to the notice concerning the status of the repurchase of shares of our common stock, as filed by the registrant with the Tokyo Stock Exchange on December 4, 2019.

 

II.

English translation of the registrant’s announcement regarding the changes in management, as filed by the registrant with the Tokyo Stock Exchange on December 4, 2019.


SIGNATURES

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

 

 

Toyota Motor Corporation

By:

 

        /s/    Kaname Shimizu

 

Name:

 

Kaname Shimizu

 

Title:

 

General Manager,

Accounting Division

Date: December 4, 2019

NOTICE CONCERNING THE STATUS OF THE REPURCHASE OF SHARES

[Reference Translation]

December 4, 2019

To Whom It May Concern:

 

  Company Name: TOYOTA MOTOR CORPORATION
  Name and Title of Representative:
                        Akio Toyoda, President
                        (Code Number: 7203
 

                      First Section of Tokyo Stock Exchange and

                      Nagoya Stock Exchange)

  Name and Title of Contact Person:
                        Kaname Shimizu, General Manager,
                        Accounting Division
                        (Telephone Number: 0565-28-2121)

Notice Concerning the Status of the Repurchase of Shares of our Common Stock

(Repurchase of Shares under our Articles of Incorporation pursuant to Article 165, Paragraph 2 of the Companies Act of Japan)

We hereby inform you of the repurchase of shares (Repurchase of shares in order to promote capital efficiency by repurchasing flexibly its common stock while comprehensively considering factors such as its cash reserves and the price level of its common stock) conducted in November pursuant to Article 156 of the Companies Act of Japan (the “Companies Act”) as applied pursuant to Article 165, Paragraph 3 of the Companies Act, concerning which repurchase notification was given on November 7, 2019, as follows:

 

1. Class of shares repurchased:    Common stock of Toyota Motor Corporation (“TMC”)
2. Total number of shares repurchased:    3,224,400 shares
3. Total purchase price:    25,175,233,971 JPY
4. Period of repurchase:    From November 11, 2019 to November 21, 2019

(Reference)

 

I.

Repurchase of shares resolved at a meeting of the board of directors held on November 7, 2019 (Repurchase of shares in order to promote capital efficiency by repurchasing flexibly its common stock while comprehensively considering factors such as its cash reserves and the price level of its common stock)

 

        (1) Class of shares to be repurchased    Common shares of TMC  
  (2) Total number of shares to be repurchased    34 million shares (maximum)  
  (3) Total purchase price for repurchase of shares    200 billion JPY (maximum)  
  (4) Period of repurchase    From November 11, 2019 to March 31, 2020  

 

II.

Total number of shares of our common stock repurchased pursuant to the above resolution of the board of directors (as of November 30, 2019)

 

     

  (1) Total number of shares repurchased:    3,224,400 shares  
  (2) Total purchase price for repurchased shares:    25,175,233,971 JPY  
ANNOUNCEMENT REGARDING THE CHANGES IN MANAGEMENT

Toyota Motor Corporation

TMC Announces Board Member, Executive, Organizational, and Personnel Changes

Toyota City, Japan, December 4, 2019—Toyota Motor Corporation (TMC) announced today that it plans to implement the changes to executive responsibility and to its organizational structure described below, effective January 1, 2020.

Toward sustainable growth, TMC has promoted the development of organizational structures—such as through establishing business units, restructuring its regional headquarters, and introducing an in-house company system—that enable leaders close to the workplace in each business and region to implement necessary measures based on swift decision-making. Furthermore, in January this year, in addition to taking action to accelerate management, TMC changed its executive structure and established the employee classification of “senior professional/senior management” (kanbushoku in Japanese) with an aim to cultivate workplace professionals who have both expertise and personality. Among severe changes of unprecedented speed in the external environment, TMC, toward structural reform, has promoted the creation of systems and the cultivation of a skilled workforce for the flexible deployment of human resources and to rapidly overcome key challenges.

To further accelerate the initiatives mentioned above, with the personnel and organizational changes announced today, TMC has revised its classification of “field general manager” into “senior general manager” and “fellow” and, by doing so, plans to advance the strengthening and acceleration of the ability of execution by further reducing the number of layers between top management, from the level of operating officer and above, and areas (corporate divisions and below) of responsibility. At the same time, through guidance and personnel development provided by members of top management at various workplaces, TMC aims to further enhance the power of its entire organization.

TMC President Akio Toyoda had the following to say about the changes being announced today: “With the CASE revolution, cars will link with all kinds of goods and services through information and become part of the societal system. The age of alliances will soon be upon us, making the creation of friends evermore vital. First, each person who works for Toyota must become a person with whom others will want to work. To become a Toyota suitable for being chosen by our friends, we will engage, including by continuing to revise our human resources systems, in personnel development that enhances expertise and personality.


1. Executive changes

1) Changes to Operating Officers and Fellow effective January 1, 2020

New Operating Officers

 

Name

  

Current title

    

Hiroki Nakajima

   Mid-size Vehicle Company (Executive Vice President)   

Hiroaki Okuchi

   Advanced R&D and Engineering Company (President)   

Koji Sato

   Lexus International Co. (Executive Vice President)   

New Senior Fellow

 

Name

  

Current title

    

James Kuffner

  

Toyota Research Institute - Advanced Development, Inc.

CEO and Representative Director

  

Operating Officers resigning posts

 

Name

   

Kazuhiro Sato

 

Yoshihiro Sawa

 

2) Operating Officers’ areas of responsibility effective January 1, 2020

President and Executive Vice Presidents

¨ denotes change to responsibility (does not include organizational name changes)

 

Name

  

Current

  

New

    Akio Toyoda

  

Chief Executive Officer

Chief Branding Officer

  

Chief Executive Officer

Chief Branding Officer

    Koji Kobayashi

  

Sustainability Management Dept.

Chief Financial Officer

Chief Risk Officer

  

Sustainability Management Dept.

Chief Financial Officer

Chief Risk Officer

    Didier Leroy

  

Business Planning & Operation (President)

Chief Competitive Officer

  

Business Planning & Operation (President)

Chief Competitive Officer

¨ Shigeki Terashi

  

Toyota System Supply

Toyota ZEV Factory (Chief Officer)

Advanced R&D and Engineering Company (Chairman)

Powertrain Company (Chairman)

Chief Technology Officer

  

Toyota System Supply

Toyota ZEV Factory (Chief Officer)

Chief Technology Officer

    Mitsuru Kawai

  

General Administration & Human Resources Group (Chief Officer)

Plants (Supervisor of plants across in-house companies)

  

General Administration & Human Resources Group (Chief Officer)

Plants (Supervisor of plants across in-house companies)

¨ Shigeki Tomoyama

  

Connected Company (Chairman)

GAZOO Racing Company (President)

Chief Information Security Officer

  

GAZOO Racing Company (President)

Chief Information Security Officer

¨ Moritaka Yoshida

  

Vehicle Development Center (President)

Mid-size Vehicle Company (President)

    MS Management Div. (concurrent General Manager)

  

Vehicle Development Center (President)

Production Engineering Development Center (President)

Emerging-market Compact Car Company (Chairman)


Executive Fellow

 

Name

  

Current

  

New

    Gill A. Pratt

  

CEO, Toyota Research Institute, Inc.

Advanced R&D and Engineering Company (Fellow)

  

CEO, Toyota Research Institute, Inc.

Advanced R&D and Engineering Company (Executive Fellow)

Operating Officers

newly appointed   ¨ denotes change to responsibility (does not include organizational name changes)

 

Name

  

Current

  

New

    James E. Lentz

  

North America Region (Chief Executive Officer)

Toyota Motor North America, Inc.

  

North America Region (Chief Executive Officer)

Toyota Motor North America, Inc.

    Kazuhiro Miyauchi

  

Toyota Compact Car Company (President)

Toyota Motor East Japan, Inc.

  

Toyota Compact Car Company (President)

Toyota Motor East Japan, Inc.

    Nobuhiko Murakmi

  

Europe Region (Deputy Chief Executive Officer)

East Asia, Oceania & Middle East Region (Chief Executive Officer)

  

Europe Region (Deputy Chief Executive Officer)

East Asia, Oceania & Middle East Region (Chief Executive Officer)

    Yasuhiko Sato

   Japan Sales Business Group (Chief Officer)    Japan Sales Business Group (Chief Officer)

¨ Tatsuro Ueda

  

China & Asia Region (Chief Executive Officer)

Toyota Motor (China) Investment Co., Ltd.

  

China Region (Chief Executive Officer)

Toyota Motor (China) Investment Co., Ltd.

    Johan van Zyl

  

Europe Region (Chief Executive Officer)

Toyota Motor Europe NV/SA

Toyota South Africa Motors (Pty) Ltd.

  

Europe Region (Chief Executive Officer)

Toyota Motor Europe NV/SA

Toyota South Africa Motors (Pty) Ltd.

    Tetsuo Ogawa

  

North America Region (Chief Operating Officer)

Toyota Motor North America, Inc.

  

North America Region (Chief Operating Officer)

Toyota Motor North America, Inc.

    Satoshi Ogiso

  

CV Company (President, concurrent Chief Engineer)

Toyota Auto Body Co., Ltd.

  

CV Company (President, concurrent Chief Engineer)

Toyota Auto Body Co., Ltd.

    Masayoshi Shirayanagi

  

External & Public Affairs Group (Chief Officer)

Purchasing Group (Chief Officer)

  

External & Public Affairs Group (Chief Officer)

Purchasing Group (Chief Officer)

    Masashi Asakura

  

TPS Group (Chief Officer)

Production Planning Group (Chief Officer)

Plants (Supervisor of plants across in-house companies)

  

TPS Group (Chief Officer)

Production Planning Group (Chief Officer)

Plants (Supervisor of plants across in-house companies)

¨ Masahiko Maeda

  

China & Asia Region (Deputy Chief Executive Officer)

Toyota Daihatsu Engineering & Manufacturing Co., Ltd.

P.T. Toyota Motor Manufacturing Indonesia

Emerging-market Compact Car Company (President)

  

Powertrain Company (President)

Powertrain Management Div. (concurrent General Manager)


Name

  

Current

  

New

    Yoichi Miyazaki

  

Business Planning Div.

Sales & Operation Planning Div.

KD Business Planning Div. (concurrent General Manager)

Sales & Marketing Support Div.

  

Business Planning Div.

Sales & Operation Planning Div.

KD Business Planning Div. (concurrent General Manager)

Sales & Marketing Support Div.

¨ Kenta Kon

  

Accounting Group (Chief Officer)

Advanced R&D and Engineering Company (Executive Vice President)

  

Accounting Group (Chief Officer)

Advanced R&D and Engineering Company (Fellow)

    Keiji Yamamoto

   Connected Company (President)    Connected Company (President)

¨ Masamichi Okada

  

Production Planning Group (Deputy Chief Officer)

In charge of unit plant

Miyoshi Plant (Plant General Manager)

Myochi Plant (Plant General Manager)

  

Production Planning Group (Deputy Chief Officer)

GAZOO Racing Company (in charge of production)

Plants (Supervisor of plants across in-house companies)

Motomachi Plant (Plant General Manager)

Miyoshi Plant (Plant General Manager)

Myochi Plant (Plant General Manager)

    Hiroki Nakajima

¨

  

 

Mid-size Vehicle Company (Executive Vice President, concurrent Chief Engineer)

  

 

Mid-size Vehicle Company (President)

 

Hiroaki Okuchi

  

 

Advanced R&D and Engineering Company (President)

  

 

Advanced R&D and Engineering Company (President)

    Koji Sato

¨

  

 

Lexus International Co. (Executive Vice President, concurrent Chief Engineer)

  

 

Lexus International Co. (President, concurrent Chief Engineer)

Senior Fellow

 

Name

  

Current

  

New

James Kuffner

  

Toyota Research Institute - Advanced Development, Inc.

CEO and Representative Director

  

Toyota Research Institute - Advanced Development, Inc.

CEO and Representative Director

Advanced R&D and Engineering Company (Senior Fellow)