| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Date of Event Requiring Statement
(Month/Day/Year) 03/18/2026 | 3. Issuer Name and Ticker or Trading Symbol
Sony Group Corp [ SONY ] | |||||||||||||||
| 3a. Foreign Trading Symbol
[6,758] | 5. If Amendment, Date of Original Filed
(Month/Day/Year) | ||||||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 95,612(1) | D | |
| Common Stock | 10,229 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Restricted Stock Units | (2) | (2) | Common Stock | 120,429 | (2) | D | |
| Restricted Stock Units | (3) | (3) | Common Stock | 54,899 | (3) | D | |
| Employee Stock Option (right to buy) | (4) | 11/17/2031 | Common Stock | 125,000 | $24.15 | D | |
| Employee Stock Option (right to buy) | (5) | 11/26/2033 | Common Stock | 83,000 | $16.27 | D | |
| Employee Stock Option (right to buy) | (6) | 11/24/2034 | Common Stock | 125,000 | $18.1 | D | |
| Employee Stock Option (right to buy) | (7) | 11/24/2035 | Common Stock | 150,000 | $28.88 | D | |
| Explanation of Responses: |
| 1. Represents 95,612 American Depository Receipts, which are each convertible at any time, at the holder's election, into one share of common stock of the issuer. The American Depository Receipts have no expiration date. |
| 2. Each restricted stock unit ("RSU") represents a contingent right to receive one share of SONY common stock. The RSUs vest on August 1, 2028. The grant is subject to forfeiture and accelerated vesting in accordance with its terms. |
| 3. Each RSU represents a contingent right to receive one share of SONY common stock. The RSUs have vested or will vest in three equal amounts on each of August 1, 2025, August 3, 2026, and August 2, 2027. The grant is subject to forfeiture and accelerated vesting in accordance with its terms. |
| 4. The allocation agreement provides that the option to acquire American Depositary Receipts became exercisable in three equal installments beginning on the first anniversary of the option's grant date. The option was granted on November 18, 2021. Each American Depository Receipt is convertible at any time, at the holder's election, into one share of common stock of the issuer. The American Depository Receipts have no expiration date. |
| 5. The allocation agreement provides that the option to acquire American Depositary Receipts becomes exercisable in three equal installments beginning on the first anniversary of the option's grant date. The option was granted on November 27, 2023. Each American Depository Receipt is convertible at any time, at the holder's election, into one share of common stock of the issuer. The American Depository Receipts have no expiration date. |
| 6. The allocation agreement provides that the option to acquire American Depositary Receipts becomes exercisable in three equal installments beginning on the first anniversary of the option's grant date. The option was granted on November 25, 2024. Each American Depository Receipt is convertible at any time, at the holder's election, into one share of common stock of the issuer. The American Depository Receipts have no expiration date. |
| 7. The allocation agreement provides that the option to acquire American Depositary Receipts becomes exercisable in three equal installments beginning on the first anniversary of the option's grant date. The option was granted on November 25, 2025. Each American Depository Receipt is convertible at any time, at the holder's election, into one share of common stock of the issuer. The American Depository Receipts have no expiration date. |
| Remarks: |
| Business CEO in charge of Pictures Business. Exhibit List: Exhibit 24 - Power of Attorney |
| /s/ Peter Kim, Attorney-in-Fact for Ravi Ahuja | 03/18/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 3: SEC 1473 (03-26) | ||