STOCK TITAN

Mizuho Financial (NYSE: MFG) awards phantom stock units to senior officer

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Form Type
4

Rhea-AI Filing Summary

Yonezawa Takefumi reported acquisition or exercise transactions in this Form 4 filing.

Mizuho Financial Group Inc. officer Yonezawa Takefumi received grants of 3,858 Phantom Stock Units and 570 Phantom Stock Units – Retirement, each unit representing a contingent right to one share of common stock, settled in cash or stock at the issuer’s election. The 3,858 units vest in three equal installments beginning July 1, 2027, while the 570 units are fully vested and settle upon his retirement. He also indirectly holds 820.4070 common shares through an Employee Stock Ownership Plan account as of June 30, 2026.

Positive

  • None.

Negative

  • None.
Insider Yonezawa Takefumi
Role See Remarks
Type Security Shares Price Value
Grant/Award Phantom Stock Units F2, F3 3,858 $0.00 $0.00
Grant/Award Phantom Stock Units - Retirement F2, F4 570 $0.00 $0.00
holding Common Stock F1 -- -- --
Holdings After Transaction: Phantom Stock Units — 3,858 shares (Direct); Phantom Stock Units - Retirement — 5,090 shares (Direct); Common Stock — 820.407 shares (Indirect, By ESOP)
Footnotes (4)
  1. F1. Represents the number of shares in the Reporting Person's Employee Stock Ownership Plan ("ESOP") account as of June 30, 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.
  3. F3. These phantom stock units vest in three equal installments beginning July 1, 2027.
  4. F4. These phantom stock units are fully vested upon grant and settle upon the Reporting Person's retirement from the Issuer.
Phantom Stock Units granted 3858.0000 units Grant of Phantom Stock Units linked to common stock
Retirement Phantom Stock Units granted 570.0000 units Fully vested phantom units that settle upon retirement
Total phantom units following retirement grant 5090.0000 units Total Phantom Stock Units directly held after second award
Indirect common stock via ESOP 820.4070 shares Indirect holdings in an Employee Stock Ownership Plan as of June 30, 2026
Vesting installments 3 installments Phantom Stock Units vest in three equal installments beginning July 1, 2027
Phantom Stock Units financial
"Each Phantom Stock Unit represents a contingent right to receive one share"
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.
Employee Stock Ownership Plan financial
"Represents the number of shares in the Reporting Person's Employee Stock Ownership Plan account"
An employee stock ownership plan (ESOP) is a company-run program that gives workers ownership stakes by allocating or letting them buy company shares, often through a retirement-style account. For investors, ESOPs matter because they align employees’ incentives with company performance—like turning staff into shareholders—which can boost productivity and long-term value but may also concentrate employee retirement savings in company stock, affecting financial risk and share demand.
contingent right financial
"Each phantom stock unit represents a contingent right to receive one share"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What insider transaction did Mizuho Financial Group (MFG) report for Yonezawa Takefumi?

Mizuho reported that officer Yonezawa Takefumi was granted 3,858 Phantom Stock Units and 570 Phantom Stock Units – Retirement. These are derivative awards linked to common stock rather than open-market share purchases or sales.

How do the phantom stock units granted at MFG to Yonezawa Takefumi work?

Each phantom stock unit gives a contingent right to one share of Mizuho common stock, to be settled in cash or stock at the company’s election. The units track the value of the underlying shares for compensation purposes.

When do Yonezawa Takefumi’s MFG phantom stock units vest and settle?

The 3,858 phantom stock units vest in three equal installments beginning July 1, 2027. The 570 Phantom Stock Units – Retirement are fully vested upon grant and are scheduled to settle when he retires from Mizuho.

What indirect common stock holdings in Mizuho (MFG) does Yonezawa Takefumi report?

He reports indirect ownership of 820.4070 shares of common stock through an Employee Stock Ownership Plan account. This ESOP balance is stated as of June 30, 2026 and is separate from the phantom stock unit awards.

Are the MFG phantom stock transactions for Yonezawa Takefumi market purchases or sales?

No. Both reported entries are award-type acquisitions of phantom stock units coded as grants, not market purchases or sales of common stock. They represent compensation-related derivative awards rather than trading activity in the open market.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Yonezawa Takefumi

(Last)(First)(Middle)
C/O MIZUHO FINANCIAL GROUP, INC.
1-5-5 OTEMACHI, CHIYODA-KU

(Street)
TOKYOJAPAN100-8176

(City)(State)(Zip)

JAPAN

(Country)
2. Issuer Name and Ticker or Trading Symbol
MIZUHO FINANCIAL GROUP INC [ MFG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/24/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock820.407(1)IBy ESOP
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Units(2)07/24/2026A3,858 (3) (3)Common Stock3,858$03,858D
Phantom Stock Units - Retirement(2)07/24/2026A570 (4) (4)Common Stock570$05,090D
Explanation of Responses:
1. Represents the number of shares in the Reporting Person's Employee Stock Ownership Plan ("ESOP") account as of June 30, 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.
3. These phantom stock units vest in three equal installments beginning July 1, 2027.
4. These phantom stock units are fully vested upon grant and settle upon the Reporting Person's retirement from the Issuer.
Remarks:
Head of Research & Consulting Unit / Group Chief Sustainability Officer (Group CSuO) / In Charge of Specially Assigned Matters
/s/ Yuki Nishii, as Attorney-In-Fact07/28/2026
** Signature of Reporting PersonDate
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 4 (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 4: SEC 1474 (03-26)