Mizuho (MFG) Chief Compliance Officer details phantom stock and share holdings

Rhea-AI Filing Summary

Mizuho Financial Group Chief Compliance Officer Yagi Minako filed an initial ownership report showing holdings in common stock and phantom stock units linked to Mizuho common shares.

The filing lists fully vested phantom stock units for retirement tied to 4,520 underlying shares of common stock. Additional phantom stock unit grants cover 4,427 and 3,189 underlying shares, with footnotes stating these units either vest in three equal annual installments beginning on July 1, 2026 or represent remaining unvested portions of a grant vesting in three equal annual installments beginning on July 1, 2025.

Direct common stock holdings total 3,393 shares, and a further 1,106.407 shares are held indirectly through an ESOP. Each phantom stock unit represents a contingent right to receive one share of common stock, settled in cash or stock at Mizuho’s election upon settlement.

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^*

Yagi Minako

(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 Compliance 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	3,393	D
Common Stock	1,106.407	I	By ESOP

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	4,520	(2)	D
Phantom Stock Units	(3)	(3)	Common Stock	4,427	(2)	D
Phantom Stock Units	(4)	(4)	Common Stock	3,189	(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.

4. Represents the unvested portion of a grant of phantom stock units which vest in three equal annual installments beginning on July 1, 2025.

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 does the MFG Form 3 filing show for Yagi Minako?

The Form 3 shows that Chief Compliance Officer Yagi Minako holds Mizuho common stock and several grants of phantom stock units. These units are tied to underlying common shares and vest over multi-year schedules beginning in 2025 and 2026.

How many Mizuho phantom stock units does Yagi Minako report on Form 3?

The filing lists phantom stock units linked to 4,520, 4,427, and 3,189 underlying Mizuho common shares. Footnotes explain that some units are fully vested for retirement, while others vest in three equal annual installments starting in 2025 or 2026.

How do the phantom stock units for Mizuho (MFG) settle for Yagi Minako?

Each phantom stock unit represents a contingent right to receive one share of Mizuho common stock. Upon settlement, the company may deliver either cash or common stock, at its election, providing equity-linked compensation without immediate share issuance.

What common stock holdings does Yagi Minako report in Mizuho (MFG)?

The Form 3 shows 3,393 Mizuho common shares held directly and 1,106.407 shares held indirectly through an ESOP. This combination of direct and ESOP holdings supplements the phantom stock units disclosed as part of the executive’s overall equity-linked position.

When do Yagi Minako’s Mizuho phantom stock units vest?

One grant of phantom stock units vests in three equal annual installments beginning on July 1, 2026. Another grant’s unvested portion vests in three equal annual installments beginning on July 1, 2025, creating a staggered vesting schedule over multiple years.

What are the retirement-related phantom stock units reported for Mizuho (MFG)?

The filing notes a set of phantom stock units described as fully vested that settle upon the reporting person’s retirement from the company. These units correspond to 4,520 underlying Mizuho common shares and are payable in cash or stock when settlement occurs.