MUFG (NYSE: MUFG) director details stock compensation plan points and shares
Rhea-AI Filing Summary
Mitsubishi UFJ Financial Group director Osawa Masakazu reported his equity interests in the company. He directly holds 15,200 shares of common stock, plus non-cash awards under MUFG’s stock compensation plan that are measured in points exchangeable for shares.
The holdings include 15,490 annual performance-based points and 37,435 non-adjustable points, each generally convertible into one share of common stock at future dates tied to retirement or the end of MUFG’s three-year medium-term business plan period ending on March 31, 2027. Payouts combine cash from pre-arranged share sales by a board incentive plan trust and remaining shares delivered to Osawa.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
Osawa Masakazu
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Stock Compensation Plan Points | -- | -- | -- |
| holding | Stock Compensation Plan Points | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Stock Compensation Plan Points — 52,925 shares (Direct);
Common Stock — 15,200 shares (Direct)
Footnotes (1)
- Represents the aggregate non-adjustable points held by the reporting person as of June 26, 2026 under the Issuer's stock compensation plan (the "Plan"). Subject to clawback and forfeiture for cause, each non-adjustable point held under the Plan will be exchangeable for one share of the Issuer's common stock following the reporting person's retirement from the position with responsibilities based on which the points were granted. Prior to delivery, the shares to be exchanged for the received points are held by a board incentive plan trust, and 50% of such shares will be sold by the trust through pre-arranged open market sale in Japan in accordance with the Plan on a specific date following the reporting person's retirement from the relevant position. Net proceeds from such sale in cash, together with the remaining 50% in shares, will be delivered to the reporting person. Represents an aggregate of annual performance-based points consisting of (i) points granted on June 1, 2025, based on certain performance criteria applied during the reporting person's service period from July 2024 to June 2025, and (ii) points granted on June 1, 2026, based on certain performance criteria applied during the reporting person's service period from July 2025 to June 2026, in each case under the Issuer's stock compensation plan (the "Plan"). Subject to clawback and forfeiture for cause, each annual performance-based point received under the Plan will be exchangeable for one share of the Issuer's common stock following the end of the Issuer's current three-year medium-term business plan period ending on March 31, 2027. Prior to delivery, the shares to be exchanged for the received points are held by a board incentive plan trust, (Continued from footnote 2)and 50% of such shares will be sold by the trust through pre-arranged open market sale in Japan in accordance with the Plan on the tenth business day in June 2027. Net proceeds from such sale in cash, together with the remaining 50% in shares, will be delivered to the reporting person. In addition to the non-adjustable points and annual performance-based points, the reporting person is entitled to medium-term performance-based points based on the reporting person's performance during the Issuer's current three-year medium-term business plan period ending March 31, 2027. These points are subject to an adjustment ranging from 0% to 150% and will be determined and fixed following the end of the Issuer's current three-year medium-term business plan period ending on March 31, 2027. Subject to clawback and forfeiture for cause, these medium-term performance-based points will also be exchangeable into shares of the Issuer's common stock on a one for one basis following the end of the Issuer's current three-year medium-term business plan period ending on March 31, 2027 and delivered based on the same delivery terms as annual performance-based points.
Key Figures
Direct common stock holding: 15,200 shares
Annual performance-based points: 15,490 points
Non-adjustable points: 37,435 points
+3 more
6 metrics
Direct common stock holding
15,200 shares
Common Stock held directly by Osawa Masakazu
Annual performance-based points
15,490 points
Each point generally exchangeable for one MUFG common share
Non-adjustable points
37,435 points
Stock compensation plan points deliverable after retirement
Medium-term adjustment range
0%–150%
Adjustment range for medium-term performance-based points
Business plan end date
March 31, 2027
End of MUFG’s current three-year medium-term business plan
Trust sale portion
50% of shares
Portion sold by board incentive plan trust before delivery
Key Terms
stock compensation plan, board incentive plan trust, clawback, forfeiture for cause, +1 more
5 terms
stock compensation plan financial
"under the Issuer's stock compensation plan (the "Plan"). Subject to clawback"
board incentive plan trust financial
"shares to be exchanged for the received points are held by a board incentive plan trust"
clawback financial
"Subject to clawback and forfeiture for cause, each non-adjustable point"
A clawback is a contractual or legal right to recover money that was already paid out—often executive bonuses, incentives, or erroneous payments—when certain conditions change, such as fraud, accounting mistakes, or failure to meet performance targets. It matters to investors because clawbacks protect shareholder value by discouraging risky or misleading behavior, can affect future cash flow and executive incentives, and signal stronger governance, much like a store recalling a refund after discovering it was issued in error.
forfeiture for cause financial
"Subject to clawback and forfeiture for cause, each annual performance-based point"
performance-based points financial
"annual performance-based points consisting of (i) points granted on June 1, 2025"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did MUFG director Osawa Masakazu report in this Form 3?
Osawa Masakazu reported his existing ownership in MUFG, including 15,200 common shares and substantial stock compensation plan points. These points are non-cash awards that can convert into MUFG common stock in the future under specific plan conditions and timelines.
What are MUFG stock compensation plan non-adjustable points held by Osawa?
Osawa holds 37,435 non-adjustable points under MUFG’s stock compensation plan, each generally exchangeable for one common share after his retirement from the relevant position. Before delivery, these shares are held in a board incentive plan trust, which manages sales and distributions.
What performance-based stock compensation points does Osawa hold at MUFG?
Osawa holds 15,490 annual performance-based points tied to MUFG’s three-year medium-term business plan through March 31, 2027. Each point can convert into one common share after that period, subject to clawback, forfeiture for cause, and performance-based conditions defined in the plan.
How and when will MUFG stock compensation points be delivered to Osawa?
For both non-adjustable and performance-based points, a board incentive plan trust holds the underlying shares and sells 50% through pre-arranged open market sales in Japan. On specified dates after retirement or March 31, 2027, cash proceeds plus remaining shares are delivered to Osawa.
What are MUFG medium-term performance-based points mentioned for Osawa?
Osawa is entitled to additional medium-term performance-based points for MUFG’s three-year plan ending March 31, 2027. These can be adjusted between 0% and 150% based on performance and then exchanged one-for-one into common shares, using the same delivery method as annual performance-based points.