Mizuho (NYSE: MFG) CRO discloses common stock and phantom unit positions

Rhea-AI Filing Summary

Mizuho Financial Group's Chief Risk Officer, Shiraishi Shiro, has reported his initial equity-related holdings. He directly holds 7,551 shares of common stock. He also holds phantom stock units tied to common shares.

Phantom stock units – retirement represent 2,150 underlying common shares that are fully vested and will settle upon his retirement, in cash or stock at the company’s election. A separate grant of 3,947 phantom stock units will vest in three equal annual installments beginning on July 1, 2026, each unit corresponding to one share of common stock, also settled in cash or stock at the issuer’s choice.

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^*

Shiraishi Shiro

(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)
03/18/2026

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 Risk 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)
Common Stock	7,551	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
Phantom Stock Units - Retirement	(1)	(1)	Common Stock	2,150	(2)	D
Phantom Stock Units	(3)	(3)	Common Stock	3,947	(2)	D

Explanation of Responses:

1. These phantom stock units are fully vested and settle upon the Reporting Person's retirement from the Company.

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.

3. These phantom stock units vest in three equal annual installments beginning on July 1, 2026.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney.

	/s/ Yuki Nishii, as Attorney-In-Fact	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 did Mizuho Financial Group (MFG) disclose in this Form 3 for Shiraishi Shiro?

Mizuho Financial Group reported Chief Risk Officer Shiraishi Shiro’s initial equity-related holdings, including common stock and phantom stock units. The filing outlines how many shares he holds and when related phantom units vest or settle, clarifying his compensation-linked exposure to Mizuho’s common stock.

How many Mizuho Financial Group (MFG) common shares does Shiraishi Shiro hold?

Shiraishi Shiro directly holds 7,551 shares of Mizuho Financial Group common stock. This position is in addition to his phantom stock units, which represent contingent rights tied to additional shares that may be settled in cash or common stock at the issuer’s election.

What are the retirement phantom stock units reported for Mizuho (MFG) Chief Risk Officer?

The retirement phantom stock units represent 2,150 underlying Mizuho common shares that are fully vested. They will settle upon Shiraishi Shiro’s retirement, with each unit delivering the value of one share, paid either in cash or common stock at the company’s discretion.

When do the additional phantom stock units for Mizuho (MFG) vest?

The additional phantom stock units, tied to 3,947 underlying Mizuho common shares, vest in three equal annual installments beginning on July 1, 2026. Each unit corresponds to one share and will be settled in cash or common stock when paid, at the issuer’s election.

How do Mizuho (MFG) phantom stock units work for the Chief Risk Officer?

Each phantom stock unit gives a contingent right to receive the value of one Mizuho common share. Upon vesting or retirement settlement, the company can choose to deliver either cash or actual common stock, aligning executive compensation with shareholder value without immediate share issuance.