Mizuho (NYSE: MFG) officer reports phantom stock units and share holdings

Rhea-AI Filing Summary

Mizuho Financial Group officer Akita Natsumi filed an initial ownership report listing compensation-linked holdings rather than recent trades. The filing shows direct phantom stock units tied to Mizuho common stock, including 7,090 units labeled as retirement-related, plus additional grants covering 4,652, 3,189 and 1,368 underlying shares.

Footnotes explain that some phantom stock units are fully vested and settle upon retirement, while others vest in three equal annual installments beginning on July 1, 2024, July 1, 2025 and July 1, 2026. The report also lists 2,596 shares of common stock held directly and 4,819.653 shares held indirectly through an ESOP arrangement.

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^*

Akita Natsumi

(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)
	See Remarks

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	2,596	D
Common Stock	4,819.653	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	7,090	(2)	D
Phantom Stock Units	(3)	(3)	Common Stock	4,652	(2)	D
Phantom Stock Units	(4)	(4)	Common Stock	3,189	(2)	D
Phantom Stock Units	(5)	(5)	Common Stock	1,368	(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.

5. Represents the unvested portion of a grant of phantom stock units which vest in three equal annual installments beginning on July 1, 2024.

Remarks:

Title: Chief Culture Officer and Chief Branding Officer. 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 Mizuho Financial Group (MFG) disclose in Akita Natsumi’s Form 3?

The Form 3 lists Akita Natsumi’s existing holdings in Mizuho Financial Group, including phantom stock units linked to common stock and direct and indirect common share positions. It records baseline ownership, not new market purchases or sales.

How many Mizuho (MFG) phantom stock units related to retirement does Akita Natsumi report?

Akita Natsumi reports phantom stock units labeled as retirement-related covering 7,090 underlying Mizuho common shares. These units are fully vested and will be settled in cash or stock upon retirement, at the issuer’s election, according to the footnotes.

How do Akita Natsumi’s MFG phantom stock units vest over time?

Some phantom stock units are fully vested, while others vest in three equal annual installments. Footnotes state installments begin on July 1, 2024, July 1, 2025 and July 1, 2026, outlining a multi‑year schedule for unvested portions of prior grants.

What do MFG phantom stock units represent for Akita Natsumi?

Each phantom stock unit represents a contingent right to receive one share of Mizuho common stock. Settlement will occur in cash or common stock, at the issuer’s election, when the units settle, linking compensation value to the company’s equity.

What direct and indirect Mizuho (MFG) common stock holdings are reported?

The filing shows 2,596 Mizuho common shares held directly by Akita Natsumi. It also reports 4,819.653 common shares held indirectly with the nature of ownership noted as “By ESOP,” indicating an additional indirect equity interest.

Does Akita Natsumi’s MFG Form 3 show any insider buying or selling activity?

The Form 3 presents holdings and derivative positions but does not show explicit buy or sell transactions. All entries are coded as holdings, reflecting current ownership levels in phantom stock units and common shares rather than new trades.