Mizuho (NYSE: MFG) director details phantom stock and ESOP stake

Rhea-AI Filing Summary

Mizuho Financial Group director Uchida Takakazu has filed an initial ownership report. The filing shows 1,650 phantom stock units tied to Mizuho common stock, which are fully vested and will settle in cash or shares upon retirement at the company’s election. Uchida also has an indirect holding of 1,460.494 common shares through an employee stock ownership plan (ESOP). No buy or sell transactions are reported; this Form 3 simply records current positions.

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^*

Uchida Takakazu

(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)

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

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	1,460.494	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	1,650	(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.

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 Uchida Takakazu’s Form 3 for MFG disclose?

The Form 3 discloses Uchida Takakazu’s initial ownership in Mizuho Financial Group. It reports 1,650 phantom stock units and 1,460.494 common shares held indirectly through an ESOP, with no buy or sell transactions recorded.

How many phantom stock units does Uchida hold in Mizuho Financial Group (MFG)?

Uchida holds 1,650 phantom stock units linked to Mizuho common stock. These units are fully vested and will be settled in either cash or common shares upon retirement, at the issuer’s election, providing retirement-linked compensation exposure.

How many Mizuho (MFG) common shares are held through the ESOP?

The filing shows an indirect holding of 1,460.494 Mizuho common shares through an employee stock ownership plan. This ESOP position is reported as indirect ownership, separate from the phantom stock units that settle at retirement.

Are there any buy or sell transactions in this MFG Form 3?

No buy or sell transactions appear in this Form 3. The entries are classified as holdings, and the transaction summary shows no purchases, sales, exercises, gifts, or tax withholdings, only the reporting of existing positions.

How do the phantom stock units in MFG’s filing settle for Uchida?

Each phantom stock unit represents a contingent right to one Mizuho common share. Upon settlement at retirement, the issuer may choose to deliver either cash or common stock equivalent to the units’ value.

What is the nature of Uchida’s indirect ownership in Mizuho (MFG)?

The indirect ownership consists of 1,460.494 common shares held “By ESOP.” This means the shares are held through an employee stock ownership plan, and are reported as indirect rather than directly registered in Uchida’s own name.