MUFG (OTC: MBFJF) director details common stock and incentive plan points

Rhea-AI Filing Summary

Mitsubishi UFJ Financial Group director Kobayashi Makoto has filed an initial statement of holdings. The Form 3 reports direct ownership of 287,958 shares of common stock and several positions in stock compensation plan points that are each exchangeable into one share of common stock under the issuer's stock compensation plan.

The reported stock compensation plan points relate to non-adjustable, annual performance-based, and medium-term performance-based awards tied to service and performance periods running through March 31, 2027. Subject to clawback and forfeiture for cause, these points become exchangeable after retirement or after the current three-year medium-term business plan period, with shares first held in a board incentive plan trust. Under the plan, 50% of the shares associated with these points will be sold by the trust through pre-arranged open market sales in Japan on specified dates such as the tenth business day in June 2027, and the net cash proceeds plus the remaining 50% in shares will then be delivered to Kobayashi.

SEC Form 3

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^*

Kobayashi Makoto

(Last) (First) (Middle)

4-5, MARUNOUCHI 1-CHOME, CHIYODA-KU

(Street)

TOKYO JAPAN 100-8330

(City) (State) (Zip)

JAPAN

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
MITSUBISHI UFJ FINANCIAL GROUP INC [ MUFG ]

3a. Foreign Trading Symbol
[8306 (TSE)]

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	287,958	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
Stock Compensation Plan Points(1)	(1)	(1)	Common Stock	52,932	(1)	D
Stock Compensation Plan Points(2)	(2)	(2)	Common Stock	1,032	(2)	D
Stock Compensation Plan Points(3)(4)(5)	(3)(4)	(3)(4)	Common Stock	17,711	(3)(4)	D

Explanation of Responses:

1. Represents the aggregate non-adjustable points held by the reporting person as of March 18, 2026 under the Issuer's stock compensation plan (the "Plan"). Subject to clawback and forfeiture for cause, each non-adjustable point held under the Plan will be exchangeable for one share of the Issuer's common stock following the reporting person's retirement from the position with responsibilities based on which the points were granted. Prior to delivery, the shares to be exchanged for the received points are held by a board incentive plan trust, and 50% of such shares will be sold by the trust through pre-arranged open market sale in Japan in accordance with the Plan on a specific date following the reporting person's retirement from the relevant position. Net proceeds from such sale in cash, together with the remaining 50% in shares, will be delivered to the reporting person.

2. Represents the aggregate non-adjustable points that the reporting person is entitled to receive in equal monthly installments on the first day of each month during the reporting person's service period from the date hereof to June 2026.

3. Represents the aggregate annual performance-based points held by the reporting person as of March 18, 2026. These annual performance-based points were granted on June 1, 2025, based on certain performance criteria applied during the reporting person's service period from July 2024 to June 2025 under the Plan. Subject to clawback and forfeiture for cause, each annual performance-based point received under the Plan will be exchangeable for one share of the Issuer's common stock following the end of the Issuer's current three-year medium-term business plan period ending on March 31, 2027. Prior to delivery, the shares to be exchanged for the received points are held by a board incentive plan trust, and 50% of such shares will be sold by the trust through pre-arranged open market sale in Japan in accordance with the Plan on the tenth business day in June 2027. Net proceeds from such sale in cash, together with the remaining 50% in shares, will be delivered to the reporting person.

4. (Continued from footnote 3) Separate from the reported amounts, the reporting person is entitled to additional annual performance-based points based on the reporting person's performance during the service period from July 2025 to June 2026. Those annual performance points are subject to an adjustment ranging from 0% to 150% and will be determined and fixed in June 2026 and, subject to clawback and forfeiture for cause, will also be exchangeable into shares of the Issuer's common stock on a one for one basis following the end of the Issuer's current three-year medium-term business plan period ending on March 31, 2027 and delivered based on the same delivery terms as other annual performance-based points.

5. In addition to the non-adjustable points and annual performance-based points, the reporting person is entitled to medium-term performance-based points based on the reporting person's performance during the Issuer's current three-year medium-term business plan period ending March 31, 2027. These points are subject to an adjustment ranging from 0% to 150% and will be determined and fixed following the end of the Issuer's current three-year medium-term business plan period ending on March 31, 2027. Subject to clawback and forfeiture for cause, these medium-term performance-based points will also be exchangeable into shares of the Issuer's common stock on a one for one basis following the end of the Issuer's current three-year medium-term business plan period ending on March 31, 2027 and delivered based on the same delivery terms as annual performance-based points.

Remarks:

This statement on Form 3 is filed upon effectiveness of the U.S. Holding Foreign Insiders Accountable Act. Exhibit 24 - Power of Attorney

	/s/ Kazutaka Kato, by Power of Attorney	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)

FAQ

What does Kobayashi Makoto’s Form 3 for MITSUBISHI UFJ FINANCIAL GROUP (MBFJF) show?

The Form 3 shows Kobayashi Makoto’s initial beneficial ownership in MUFG. It reports 287,958 shares of common stock held directly, plus several stock compensation plan point awards that are each exchangeable into one common share under the issuer’s stock compensation plan.

How many common shares does Kobayashi Makoto directly hold in MUFG according to this Form 3?

Kobayashi directly holds 287,958 shares of MUFG common stock. In addition, he holds stock compensation plan points linked to underlying common shares, providing further potential equity exposure once exchange conditions under the plan are satisfied in future periods.

What are MUFG stock compensation plan points reported for Kobayashi Makoto?

The stock compensation plan points are awards that each convert into one MUFG common share under the plan. They include non-adjustable and performance-based points, all subject to clawback and forfeiture for cause and tied to service and performance periods defined in the plan.

When can Kobayashi’s MUFG stock compensation plan points be exchanged into common shares?

Non-adjustable points become exchangeable after his retirement from the relevant position. Annual and medium-term performance-based points become exchangeable following the end of MUFG’s three-year medium-term business plan period ending March 31, 2027, if plan conditions are met.

How will MUFG deliver value from stock compensation plan points to Kobayashi Makoto?

Shares underlying the points are held by a board incentive plan trust until delivery. The trust will sell 50% of those shares via pre-arranged open market sales in Japan on specified dates, then deliver net cash proceeds plus the remaining 50% in shares to Kobayashi.

What performance periods affect Kobayashi’s MUFG annual and medium-term performance-based points?

Annual performance-based points granted June 1, 2025 reflect performance from July 2024 to June 2025, with additional points tied to July 2025–June 2026. Medium-term performance-based points depend on performance over MUFG’s three-year medium-term business plan period ending March 31, 2027.

Can Kobayashi’s MUFG performance-based stock compensation points be adjusted up or down?

Yes. The annual and medium-term performance-based points are subject to an adjustment range from 0% to 150%. Final amounts are determined based on performance over the specified service or business-plan periods, and remain subject to clawback and forfeiture for cause.