Nokia - Company Announcement

Nokia Board of Directors approves an adjustment to the planned maximum number of Stock Options to be granted in 2012

Espoo, Finland - Nokia announced today that its Board of Directors authorized
an adjustment to the planned maximum number of stock options it will grant in
2012 under the Nokia Stock Option Plan 2011, which was approved at the Annual
General Meeting 2011. 



Nokia increased the planned maximum number of stock options to be granted under
the Nokia Equity Program 2012 from approximately 8.5 million to approximately
11.5 million. This adjusted planned maximum of approximately 11.5 million stock
options to be granted in 2012 is within the maximum number of 35 million stock
options available for grant under the Stock Option Plan 2011 approved by the
Annual General Meeting 2011. 



None of these additional stock options will be granted to the CEO and the Nokia
Leadership Team members but rather to key senior level employees who are
critical in carrying forward Nokia's strategy. We believe this is a prudent use
of stock options, also designed to align the interests of these key employees
with those of the shareholders. Any realization of the value from the stock
option awards is dependent on successful execution of the strategy and a
sustainable share price growth over the long term. 



Stock options can be granted under the Stock Option Plan 2011 until the end of
2013 and they have a vesting period of 50 percent of stock options vesting
three years after grant and the remaining 50 percent vesting four years from
grant. 



As of December 31, 2011, the total maximum dilution effect of Nokia's equity
program then outstanding, assuming that the performance shares would be
delivered at maximum level, was approximately 1.8 percent. The potential
maximum effect of the Nokia Equity Program 2012 announced in January 2012,
assuming delivery at maximum level and including the increased planned maximum
of approximately 11.5 million stock options, would be approximately another 1.6
percent. 



About Nokia
Nokia is a global leader in mobile communications whose products have become an
integral part of the lives of people around the world. Every day, more than 1.3
billion people use their Nokia to capture and share experiences, access
information, find their way or simply to speak to one another. Nokia's
technological and design innovations have made its brand one of the most
recognized in the world. For more information, visit
http://www.nokia.com/about-nokia 



Forward Looking Statements

It should be noted that certain statements herein that are not historical facts
are forward-looking statements, including, without limitation, those regarding:
A) the expected plans and benefits of our partnership with Microsoft to bring
together complementary assets and expertise to form a global mobile ecosystem
for smartphones; B) the timing and expected benefits of our new strategies,
including expected operational and financial benefits and targets as well as
changes in leadership and operational structure; C) the timing of the
deliveries of our products and services; D) our ability to innovate, develop,
execute and commercialize new technologies, products and services; E)
expectations regarding market developments and structural changes; F)
expectations and targets regarding our industry volumes, market share, prices,
net sales and margins of our products and services; G) expectations and targets
regarding our operational priorities and results of operations; H) expectations
and targets regarding collaboration and partnering arrangements; I) the outcome
of pending and threatened litigation; J) expectations regarding the successful
completion of  restructurings, investments, acquisitions and divestments on a
timely basis and our ability to achieve the financial and operational targets
set in connection with any such restructurings, investments, acquisitions and
divestments; and K) statements preceded by "believe,""expect,""anticipate,""foresee,""target,""estimate,""designed,""aim", "plans,""intends,""will"
or similar expressions. These statements are based on management's best
assumptions and beliefs in light of the information currently available to it.
Because they involve risks and uncertainties, actual results may differ
materially from the results that we currently expect. Factors that could cause
these differences include, but are not limited to:  1) our success in the
smartphone market, including our ability to introduce and bring to market
quantities of attractive, competitively priced Nokia products with Windows
Phone that are positively differentiated from our competitors' products, both
outside and within the Windows Phone ecosystem; 2) our ability to make Nokia
products with Windows Phone a competitive choice for consumers, and together
with Microsoft, our success in encouraging and supporting a competitive and
profitable global ecosystem for Windows Phone smartphones that achieves
sufficient scale, value and attractiveness to all market participants; 3)
reduced consumer demand for Nokia smartphones that operate on current versions
of the Windows Phone platform as consumers anticipate our launch and sales
ramp-up of Nokia smartphones with newer versions of the Windows Phone platform
available from Microsoft, specifically the new Windows Phone 8 operating
system; 4) the difficulties we experience in having a competitive offering of
Symbian devices and maintaining the economic viability of the Symbian
smartphone platform during the transition to Windows Phone as our primary
smartphone platform; 5) our ability to effectively and timely implement planned
changes to our operational structure, including the planned restructuring
measures, and to successfully complete the planned investments, acquisitions
and divestments in order to improve our operating model and achieve targeted
efficiencies and reductions in operating expenses; 6) our future sales
performance, among other factors, may require us to recognize allowances
related to excess component inventory, future purchase commitments and
inventory write-offs  in our Devices & Services business;  7) our ability to
realize a return on our investment in next generation devices, platforms and
user experiences; 8) our ability to produce attractive and competitive feature
phones, including devices with more smartphone-like features, in a timely and
cost efficient manner with differentiated hardware, software, localized
services and applications; 9) the intensity of competition in the various
markets where we do business and our ability to maintain or improve our market
position or respond successfully to changes in the competitive environment; 10)
our ability to retain, motivate, develop and recruit appropriately skilled
employees; 11) the success of our Location & Commerce strategy, including our
ability to maintain current sources of revenue, provide support for our Devices& Services business and create new sources of revenue from our location-based
services and commerce assets; 12) our actual performance in the short-term and
long-term could be materially different from our forecasts, which could impact
future estimates of recoverable value of our reporting units and may result in
impairment charges; 13) our success in collaboration and partnering
arrangements with third parties, including Microsoft; 14) our ability to
increase our speed of innovation, product development and execution to bring
new innovative and competitive mobile products and location-based or other
services to the market in a timely manner; 15) our dependence on the
development of the mobile and communications industry, including location-based
and other services industries, in numerous diverse markets, as well as on
general economic conditions globally and regionally; 16) our ability to protect
numerous patented standardized or proprietary technologies from third-party
infringement or actions to invalidate the intellectual property rights of these
technologies; 17) our ability to maintain and leverage our traditional
strengths in the mobile product market if we are unable to retain the loyalty
of our mobile operator and distributor customers and consumers as a result of
the implementation of our strategies or other factors; 18) the success,
financial condition and performance of our suppliers, collaboration partners
and customers; 19) our ability to manage efficiently our manufacturing and
logistics, as well as to ensure the quality, safety, security and timely
delivery of our products and services; 20) our ability to source sufficient
amounts of fully functional quality components, sub-assemblies, software and
services on a timely basis without interruption and on favorable terms; 21) our
ability to manage our inventory and timely adapt our supply to meet changing
demands for our products; 22) any actual or even alleged defects or other
quality, safety and security issues in our products; 23) the impact of a
cybersecurity breach or other factors leading to any actual or alleged loss,
improper disclosure or leakage of any personal or consumer data collected by us
or our partners or subcontractors, made available to us or stored in or through
our products; 24) our ability to successfully manage the pricing of our
products and costs related to our products and operations; 25) exchange rate
fluctuations, including, in particular, fluctuations between the euro, which is
our reporting currency, and the US dollar, the Japanese yen and the Chinese
yuan, as well as certain other currencies; 26) our ability to protect the
technologies, which we or others develop or that we license, from claims that
we have infringed third parties' intellectual property rights, as well as our
unrestricted use on commercially acceptable terms of certain technologies in
our products and services; 27) the impact of economic, political, regulatory or
other developments on our sales, manufacturing facilities and assets located in
emerging market countries; 28) the impact of changes in government policies,
trade policies, laws or regulations where our assets are located and where we
do business; 29) the potential complex tax issues and obligations we may incur
to pay additional taxes in the various jurisdictions in which we do business
and our actual or anticipated performance, among other factors, could result in
allowances related to deferred tax assets; 30) any disruption to information
technology systems and networks that our operations rely on; 31) unfavorable
outcome of litigations;  32) allegations of possible health risks from
electromagnetic fields generated by base stations and mobile products and
lawsuits related to them, regardless of merit; 33) Nokia Siemens Networks
ability to implement its new strategy and restructuring plan effectively and in
a timely manner to improve its overall competitiveness and profitability; 34)
Nokia Siemens Networks' success in the telecommunications infrastructure
services market and Nokia Siemens Networks' ability to effectively and
profitably adapt its business and operations in a timely manner to the
increasingly diverse service needs of its customers; 35) Nokia Siemens
Networks' ability to maintain or improve its market position or respond
successfully to changes in the competitive environment; 36) Nokia Siemens
Networks' liquidity and its ability to meet its working capital requirements;
37) Nokia Siemens Networks' ability to timely introduce new competitive
products, services, upgrades and technologies; 38) Nokia Siemens Networks'
ability to execute successfully its strategy for the acquired Motorola
Solutions wireless network infrastructure assets; 39) developments under large,
multi-year contracts or in relation to major customers in the networks
infrastructure and related services business; 40) the management of our
customer financing exposure, particularly in the networks infrastructure and
related services business; 41) whether ongoing or any additional governmental
investigations into alleged violations of law by some former employees of
Siemens may involve and affect the carrier-related assets and employees
transferred by Siemens to Nokia Siemens Networks; and 42) any impairment of
Nokia Siemens Networks customer relationships resulting from ongoing or any
additional governmental investigations involving the Siemens carrier-related
operations transferred to Nokia Siemens Networks, as well as the risk factors
specified on pages 13-47 of Nokia's annual report on Form 20-F for the year
ended December 31, 2011 under Item 3D. "Risk Factors." Other unknown or
unpredictable factors or underlying assumptions subsequently proving to be
incorrect could cause actual results to differ materially from those in the
forward-looking statements. Nokia does not undertake any obligation to publicly
update or revise forward-looking statements, whether as a result of new
information, future events or otherwise, except to the extent legally required. 



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