Mizuho Financial Group (NYSE: MFG) details share repurchases under ¥200B program

Rhea-AI Filing Summary

Mizuho Financial Group, Inc. reports progress on its ongoing common stock repurchase program authorized under the Companies Act of Japan. During the period from December 1, 2025 to December 31, 2025, the company repurchased 9,434,900 shares of its common stock for an aggregate purchase price of ¥53,454,803,500 through market purchases utilizing a trust method. Across the broader program running from November 17, 2025 to February 28, 2026, the company has so far repurchased a total of 15,329,000 shares for ¥84,485,109,000. The repurchase program allows for purchases of up to 60,000,000 shares, representing 2.4% of total shares outstanding excluding treasury stock as of September 30, 2025, with a maximum total repurchase amount of ¥200,000,000,000.

Insights

Equity Capital Markets Analyst

Mizuho updates on a moderate-sized share buyback, with meaningful progress but capacity remaining.

Mizuho Financial Group is executing a share repurchase program of up to 60,000,000 common shares, stated as 2.4% of total shares outstanding excluding treasury stock as of September 30, 2025, with a maximum aggregate repurchase amount of ¥200,000,000,000. This program is conducted via market purchases utilizing a trust method over the period from November 17, 2025 to February 28, 2026.

Within this framework, the company reports that by the time of this notice it has repurchased 15,329,000 shares for an aggregate of ¥84,485,109,000. For the single month from December 1, 2025 to December 31, 2025, it bought back 9,434,900 shares at a total cost of ¥53,454,803,500, also through market purchases using a trust structure.

This update indicates active use of the repurchase authorization while leaving remaining capacity in both shares and yen terms under the stated ceilings. Future disclosures in company filings may provide further detail on how much of the authorized 60,000,000 shares and ¥200,000,000,000 is ultimately utilized by the end of the program period on February 28, 2026.

UNITED STATES

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 January 2026

Commission File Number 001-33098

Mizuho Financial Group, Inc.

(Translation of registrant’s name into English)

5-5, Otemachi 1-chome

Chiyoda-ku, Tokyo 100-8176

Japan

(Address of principal executive office)

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 ☒ Form 40-F ☐

THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE INTO THE PROSPECTUS FORMING A PART OF MIZUHO FINANCIAL GROUP, INC.’S REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-282497) AND TO BE A PART OF SUCH PROSPECTUS FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

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.

				Date: January 5, 2026 Mizuho Financial Group, Inc.
				By:		/s/ Takefumi Yonezawa
				Name:		Takefumi Yonezawa
				Title:		Senior Managing Corporate Executive / Group CFO

January 5, 2026

		Company Name:		Mizuho Financial Group, Inc.
		Representative:		Masahiro Kihara, President and Group CEO
		Head Office:		1-5-5 Otemachi, Chiyoda-ku, Tokyo
		Code Number:		8411 (Prime Market of Tokyo Stock Exchange)

Notice regarding Progress of Repurchase of Our Common Stock

(Repurchase of our common stock pursuant to the provisions of Article 156, Paragraph 1 of the Companies Act, in accordance with the provisions of Article 459, Paragraph 1 of the Companies Act and the Articles of Incorporation of Mizuho Financial Group, Inc.)

Mizuho Financial Group, Inc. (“MHFG”) hereby announces the progress of the repurchase of its common stock pursuant to the provisions of Article 156, Paragraph 1 of the Companies Act of Japan (“Companies Act”) and in accordance with the provisions of Article 459, Paragraph 1 of the Companies Act and Article 47 of its Articles of Incorporation.

(1) Stock repurchased		MHFG common stock
(2) Aggregate shares repurchased		9,434,900shares
(3) Aggregate repurchase price		¥53,454,803,500
(4) Repurchase period		December 1, 2025 to December 31, 2025 (trade date basis)
(5) Repurchase method		Market purchase utilizing trust method

(Reference)

1. Outline of the resolution of the meeting of the Board of Directors regarding the repurchase of common stock (November 14, 2025)

(1) Stock to be repurchased		MHFG common stock
(2) Aggregate shares to be repurchased		Up to a maximum of 60,000,000 shares
		(2.4% of total shares outstanding excluding treasury stock as of September 30, 2025)
(3) Aggregate amount of repurchase price		Up to a maximum of ¥200,000,000,000
(4) Repurchase period		From November 17, 2025 to February 28, 2026
(5) Repurchase method		Market purchase utilizing trust method

2. Aggregate number of shares and amount repurchased pursuant to the above resolution as of December 31, 2025

Aggregate number of shares repurchased		15,329,000 shares
Aggregate amount repurchased:		¥84,485,109,000

End of document

This immediate release contains statements that constitute forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995, including estimates, forecasts, targets and plans. Such forward-looking statements do not represent any guarantee by management of future performance. Factors that could affect our financial condition and results of operations are included in “Item 3.D. Key Information—Risk Factors” and “Item 5. Operating and Financial Review and Prospects” in our most recent Form 20-F filed with the U.S. Securities and Exchange Commission (“SEC”), which is available in the Financial Information section of our web page at www.mizuhogroup.com and also at the SEC’s web site at www.sec.gov. We are under no obligation, and disclaim any obligation, to update or alter our forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by the rules of the Tokyo Stock Exchange.

FAQ

What share repurchase program did Mizuho Financial Group (MFG) authorize?

Mizuho Financial Group authorized a repurchase of its common stock of up to 60,000,000 shares, described as 2.4% of total shares outstanding excluding treasury stock as of September 30, 2025, with a maximum aggregate repurchase amount of ¥200,000,000,000. The program runs from November 17, 2025 to February 28, 2026 and uses market purchases via a trust method.

How many Mizuho Financial Group (MFG) shares were repurchased in December 2025?

For the period from December 1, 2025 to December 31, 2025, Mizuho Financial Group repurchased 9,434,900 shares of its common stock through market purchases utilizing a trust method, at a total cost of ¥53,454,803,500.

What is the total progress of Mizuho Financial Group’s share buyback so far?

As of this notice, Mizuho Financial Group reports that it has repurchased a cumulative total of 15,329,000 shares of its common stock for an aggregate amount of ¥84,485,109,000 under the ongoing repurchase program.

Over what period is Mizuho Financial Group (MFG) conducting its current share repurchase?

The share repurchase program for Mizuho Financial Group’s common stock is scheduled to run from November 17, 2025 to February 28, 2026, with purchases executed as market transactions utilizing a trust method.

What method is Mizuho Financial Group using to repurchase its common stock?

Mizuho Financial Group is conducting the repurchase of its common stock through market purchases utilizing a trust method, both for the December 2025 activity and for the overall program period.

Under which legal provisions is Mizuho Financial Group executing the share buyback?

The share repurchase is being carried out pursuant to Article 156, Paragraph 1 and Article 459, Paragraph 1 of the Companies Act of Japan, and Article 47 of Mizuho Financial Group’s Articles of Incorporation.