NOKIA : Nokia Board of Directors approves the Nokia Equity Program 2013 and introduces a new Employee Share Purchase Plan as

 NOKIA : Nokia Board of Directors approves the Nokia Equity Program 2013 and
     introduces a new Employee Share Purchase Plan as part of the Program

Nokia Corporation
Stock Exchange Release
January 24, 2013 at 13.30 (CET +1)

Espoo, Finland - Nokia announced today that Nokia's Board of Directors has
approved the Nokia Equity Program 2013. In addition to the equity instruments
used in previous years, the Board of Directors approved the launch of a new
Employee Share Purchase Plan. The Nokia Equity Program 2013 includes the
following equity instruments:

- A new Employee Share Purchase Plan for Nokia employees in selected
jurisdictions, entitling the eligible employees to contribute a part of their
salary to purchase Nokia shares. After a designated holding period Nokia will
offer the employees one matching share for each two purchased shares;

- Performance Shares, which are dependent on the achievement of two
independent financial performance criteria;

- Restricted Shares, which are dependent on continued employment during a
three-year restriction period and are used together with Performance Shares;

- Stock Options, which are used on a more limited basis at the executive

The purpose of the Nokia Equity Program 2013
The Nokia Equity Program 2013 is designed to support the participants' focus
and alignment with the company's strategy and targets. Nokia's use of the
performance-based plan in conjunction with the restricted share plan as the
main long-term incentive vehicles is planned to effectively contribute to the
long-term value creation and sustainability of the company and to align the
interests of the employees with those of the shareholders. It is also designed
to ensure that the overall equity-based compensation is based on performance,
while also ensuring the recruitment and retention of talent vital to the
future success of Nokia.

The new Employee Share Purchase Plan
Under the Employee Share Purchase Plan, the eligible Nokia employees can elect
to make monthly contributions from their salary to purchase Nokia shares.
Participation in the plan is voluntary for the employees.

The annual limit which the participant can contribute to the plan will be
between a minimum of EUR 60 and a maximum of the lower of (1) EUR 1 200 and
(2) 10% of a participant's annual gross base salary. Generally, the share
purchases will be made at market value on pre-determined dates on a monthly
basis during a 12-month period. Nokia will offer one matching share for every
two purchased shares the participant still holds after the last monthly
purchase has been made in June 2014. The total maximum amount of employee
contributions during the plan cycle commencing in 2013 will be approximately
EUR 22 million, which equals approximately 6.3 million Nokia shares using the
January 23, 2013 closing share price of EUR 3.49. Based on the matching ratio
of one matching share for every two purchased shares, the number of matching
shares would be 3.15 million. In addition, to encourage participation in the
plan, Nokia will offer 20 free shares for every participant making the first
three consecutive monthly share purchases in the first year.

The Employee Share Purchase Plan is planned to be offered to Nokia employees
(excluding Nokia Siemens Networks' employees) in 27 countries for the plan
cycle commencing in 2013. The first savings period is intended to start in
June 2013 and the first monthly purchases are planned to be made in July 2013.
Any future offers of the plan after the first plan cycle in 2013-2014 must be
approved by the Board.

Performance Shares and Restricted Shares
Under the Performance Share Plan 2013, Nokia shares will be delivered provided
that the financial performance reaches at least one of the required threshold
levels measured by two independent performance criteria. The performance
criteria are average annual net sales and average annual earnings per share
for the performance period. The threshold and maximum levels for the
Performance Share Plan 2013 are scheduled to be determined and disclosed
during the first quarter of 2013. No Performance Shares will be granted under
the plan prior to that. The plan has a two-year performance period (2013-2014)
and a subsequent one-year restriction period. Accordingly, the amount of
shares based on the financial performance during the two-year performance
period will vest after 2015. The grant of Performance Shares in 2013 may
result in an aggregate maximum payout of 32 million Nokia shares, should the
maximum level for both performance criteria be met.

The Restricted Share Plan 2013 has a three-year restriction period. The grant
of Restricted Shares in 2013 may result in an aggregate maximum payout of 16
million Nokia shares.

Stock Options
As part of the Nokia Equity Program 2013, stock options will be granted under
the Nokia Stock Option Plan 2011 approved by the Annual General Meeting 2011.
Stock options can be granted under the Stock Option Plan 2011 until the end of
2013 and they have a vesting period of 50% of stock options vesting three
years after grant and the remaining 50% vesting four years from grant. The
exercise price of the stock options is determined at the time of grant, on
quarterly basis, in accordance with a pre-agreed schedule after the release of
Nokia's periodic financial results. The planned maximum number of stock
options to be granted during 2013 is approximately 11 million. The stock
options to be granted in 2013 will expire on December 27, 2019.

Employees covered by the Equity Program 2013
Following last year's practice, the primary equity instruments for the
executive employees are performance shares and stock options. For directors
below the executive level, the primary equity instruments are performance
shares and restricted shares. Below the director level, performance shares and
restricted shares are used on a selective basis to ensure retention and
recruitment of functional mastery and other employees deemed critical to
Nokia's future success.

Approximately 38 500 employees in 27 countries are planned to be offered the
possibility to participate in the Employee Share Purchase Plan for the plan
cycle commencing in 2013, provided that there are no local regulatory or
administrative restraints for the offer. Approximately 3 500 employees are
expected to participate in the Nokia Performance Share Plan, Restricted Share
Plan and Stock Option Plan in 2013.

Dilution effect
As of December 31, 2012, the total maximum dilution effect of Nokia's equity
program currently outstanding, assuming that the performance shares would be
delivered at maximum level, is approximately 2.5%. The potential maximum
effect of the Nokia Equity Program 2013 would be approximately another 1.7%,
again assuming the delivery at maximum level for performance shares, and the
delivery of matching shares against the maximum amount of contributions of
approximately EUR 22 million and the delivery of 20 free shares to the
participants under the Employee Share Purchase Plan. The calculation for the
Employee Share Purchase Plan is based on the January 23, 2013 Nokia closing
share price of EUR 3.49.

Settlements under various Nokia equity plans
The performance period for the Performance Share Plan 2010 ended on December
31, 2012, and as the threshold performance criteria of EPS and average annual
net sales growth were not met, there will be no settlement to the participants
under the plan. To fulfill the Company's obligations under other, considerably
more limited equity incentive plans, Nokia's Board of Directors has resolved
to issue a total amount of 1 616 000 Nokia shares (NOK1V) held by the Company
without consideration to settle its commitment to approximately 300
participants, employees of the Nokia Group.

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

It should be noted that Nokia and its business is exposed to various risks and
uncertainties and 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 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 and regulatory
proceedings; 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, including risks
and uncertainties, 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 that operate on the Windows Phone operating system that are
positively differentiated from our competitors' products, both outside and
within the Windows Phone ecosystem; 2) our ability to make Nokia products that
operate on the Windows Phone operating system a competitive choice for
consumers, and together with Microsoft, our success in encouraging and
supporting a competitive and profitable global ecosystem for Windows Phone
products that achieves sufficient scale, value and attractiveness to all
market participants; 3) reduced demand for, and net sales of, Nokia Lumia
products that operate on the Windows Phone 7 operating system as a result of
increasing availability of Nokia Lumia products with the new Windows Phone 8
operating system; 4) the expected continuing decline of sales of Symbian
devices and the significantly diminishing viability of the Symbian smartphone
platform; 5) our ability to produce attractive and competitive devices in our
Mobile Phones business unit including feature phones and devices with more
smartphone-like features such as full touch devices, in a timely and cost
efficient manner with differentiated hardware, software, localized services
and applications; 6) 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 as well as our ability to
accurately estimate the related restructuring charges and restructuring
related cash outflows; 7) 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; 8) our ability to realize a return on our investment in
next generation devices, platforms and user experiences; 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 establish a successful
location-based platform, extend our location-based services across devices
and operating systems, 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 and our ability to maintain the existing sources of
intellectual property related income or establish new such sources; 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, particularly as we ramp our new
Lumia smartphone devices; 21) our ability to manage our inventory and timely
adapt our supply to meet changing demands for our products, particularly as we
ramp our new Lumia smartphone devices; 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, which may be for instance caused by our
inability to successfully and smoothly implement our plans to streamline our
IT organization including the transfer of some activities and employees to
strategic partners; 31) unfavorable outcome of litigations and regulatory
proceedings; 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 mobile broadband and 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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