Mizuho Financial (NYSE: MFG) CHRO discloses 659 phantom stock units vesting 2026

Rhea-AI Filing Summary

Mizuho Financial Group Inc executive Komatsu Minori, Chief Human Resources Officer, has filed an initial ownership report. The filing shows 659 phantom stock units under an ordinary employee share compensation plan, each tied to one share of common stock.

These units are currently unvested and are scheduled to vest on June 1, 2026. Each phantom stock unit represents a contingent right to receive one share of common stock, which will be settled in cash or stock at the company’s election.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Komatsu Minori

Role Chief Human Resources Officer

Type	Security	Shares	Price	Value
holding	Phantom Stock Units - Ordinary Employee Share Compensation	--	--	--

Holdings After Transaction: Phantom Stock Units - Ordinary Employee Share Compensation — 659 shares (Direct)

Footnotes (2)

1. F1. Represents the unvested portion of a grant of phantom stock units which vest on June 1, 2026.
2. F2. Each phantom stock unit represents a contingent right to receive one share of Issuer Common Stock, which will be settled in cash or common stock upon settlement at the Issuer's election.

Key Figures

Phantom stock units: 659 units Underlying common stock: 659.0000 shares Vesting date: June 1, 2026 +1 more

4 metrics

Phantom stock units 659 units Unvested portion of grant reported on Form 3

Underlying common stock 659.0000 shares Each phantom unit represents one share of common stock

Vesting date June 1, 2026 Scheduled vesting of unvested phantom stock units

Exercise price 0.0000 Conversion/exercise price for phantom stock units

Key Terms

Phantom Stock Units, unvested, contingent right, settled in cash or common stock

4 terms

Phantom Stock Units financial

"Represents the unvested portion of a grant of phantom stock units which vest on June 1, 2026."

Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.

unvested financial

"Represents the unvested portion of a grant of phantom stock units which vest on June 1, 2026."

contingent right financial

"Each phantom stock unit represents a contingent right to receive one share of Issuer Common Stock"

settled in cash or common stock financial

"which will be settled in cash or common stock upon settlement at the Issuer's election."

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Accepted by SEC EDGAR 04/10/2026 - 07:27 AM Learn about SEC filing dates

FAQ

What does Komatsu Minori report in this Form 3 for MFG?

Komatsu Minori reports holding 659 phantom stock units linked to Mizuho Financial Group common stock. These units are part of an ordinary employee share compensation plan and represent a contingent right to receive shares, subject to vesting conditions and settlement terms.

What are the phantom stock units disclosed for Mizuho Financial Group (MFG)?

The filing lists Phantom Stock Units - Ordinary Employee Share Compensation with an underlying 659 shares of common stock. Each phantom unit mirrors one share’s value and will be settled in either cash or common stock, at the issuer’s election upon settlement.

When do Komatsu Minori’s phantom stock units in MFG vest?

The unvested phantom stock units are scheduled to vest on June 1, 2026. Until that vesting date, they remain contingent rights and do not represent currently deliverable shares, though they are tied to Mizuho Financial Group’s common stock value.

How many underlying MFG shares are tied to the reported phantom stock units?

The Form 3 shows an underlying 659.0000 shares of Mizuho Financial Group common stock associated with the phantom stock units. Each unit corresponds to one share, giving a clear one-to-one linkage between the compensation units and the issuer’s common stock.

How will Mizuho Financial Group settle these phantom stock units for Komatsu Minori?

Each phantom stock unit represents a right to receive one share of common stock, but settlement can be in cash or stock. The choice of settlement method rests with Mizuho Financial Group, which may elect cash or shares when the units are ultimately settled.

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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Komatsu Minori

(Last) (First) (Middle)

C/O MIZUHO FINANCIAL GROUP, INC.,

1-5-5 OTEMACHI, CHIYODA-KU

(Street)

TOKYO JAPAN 100-8176

(City) (State) (Zip)

JAPAN

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2026

3. Issuer Name and Ticker or Trading Symbol
MIZUHO FINANCIAL GROUP INC [ MFG ]

3a. Foreign Trading Symbol

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

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

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

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)

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
Phantom Stock Units - Ordinary Employee Share Compensation	(1)	(1)	Common Stock	659	(2)	D

Explanation of Responses:

1. Represents the unvested portion of a grant of phantom stock units which vest on June 1, 2026.

2. Each phantom stock unit represents a contingent right to receive one share of Issuer Common Stock, which will be settled in cash or common stock upon settlement at the Issuer's election.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Yuki Nishii, as Attorney-In-Fact	04/10/2026
	** 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)