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Mitsubishi UFJ Financial Group, Inc. plans to issue senior unsecured callable notes across six tranches, including 4- and 6-year floating rate notes and fixed-to-fixed reset notes maturing in 2030, 2032, 2037 and 2047. Floating-rate tranches pay Compounded Daily SOFR plus 0.84% and 1.07%, while fixed tranches initially pay 4.980%, 5.190%, 5.568% and 6.049% before resetting to the U.S. Treasury Rate plus stated spreads one year before maturity.
The notes are intended to qualify as External TLAC debt and are senior unsecured but structurally subordinated to obligations of subsidiaries. MUFG may redeem each series at par one year before maturity and upon certain tax events. Net proceeds of approximately $2,985 million will be lent to MUFG Bank, Ltd. and Mitsubishi UFJ Trust and Banking Corporation as Internal TLAC debt. The notes feature SOFR- and benchmark-transition mechanics, will be issued through DTC and are expected to list on the Luxembourg Stock Exchange’s Euro MTF Market.
Mitsubishi UFJ Financial Group, Inc. is offering multiple series of senior unsecured U.S. dollar notes, including 4- and 6-year SOFR-linked floating-rate notes and 4-, 6-, 11- and 21-year fixed-to-fixed reset-rate notes issued under its existing senior indenture. The floating-rate series pay quarterly interest based on Compounded Daily SOFR plus a margin, while the fixed-to-fixed reset notes pay a fixed coupon to a reset date, then reset to the U.S. Treasury Rate for a one‑year tenor plus a spread.
The notes are callable at MUFG’s option in whole, but not in part, at par plus accrued interest one year before maturity and upon specified tax events, and are intended to qualify as External TLAC under the Japanese TLAC Standard. They rank as senior unsecured obligations but are structurally subordinated to liabilities of MUFG’s subsidiaries. MUFG plans to list the notes on the Luxembourg Stock Exchange’s Euro MTF Market. Net proceeds will fund loans to Mitsubishi UFJ Trust and Banking Corporation intended to qualify as Internal TLAC debt.
Key risks include the limited history and potential volatility of SOFR, possible changes or discontinuation of SOFR or any successor benchmark, uncertainty around reset-rate levels based on future U.S. Treasury Rates, potential limitations in secondary market liquidity, and Japanese withholding tax of 15.315% on interest (falling to 15.15% from 2048), along with extensive selling restrictions in Japan, the EEA and the U.K.
Mitsubishi UFJ Financial Group, Inc. filed its Annual Report on Form 20-F for the fiscal year ended March 31, 2026 with the U.S. Securities and Exchange Commission. The report includes audited consolidated financial statements prepared under U.S. GAAP, giving investors a detailed view of MUFG’s full-year performance.
The company notes that the Annual Report is available on its investor relations website, and shareholders can request a hard copy free of charge. This Form 6-K also states that it is incorporated by reference into MUFG’s existing Form F-3 shelf registration statement.
Mitsubishi UFJ Financial Group, Inc. (MUFG) files its annual Form 20-F, describing a global banking group heavily anchored in Japan and subject to extensive regulatory oversight. As of March 31, 2026, it had 11,867,710,920 common shares outstanding, including treasury stock.
MUFG explains that 59.9% of total assets are tied to Japan, with sizable holdings of Japanese government and agency bonds, exposing results to domestic economic conditions, interest rates and equity markets. The report details broad risk factors, including global macro uncertainty, climate-related risks, cyber threats, AI-related operational risks, and reliance on major alliances such as Morgan Stanley.
The group presents robust regulatory capital metrics under Japanese Basel III rules, with a total capital ratio of 16.85% and a Common Equity Tier 1 ratio of 12.47%, both above required minimums that incorporate buffers and a G-SIB surcharge. It also reports External TLAC levels comfortably above mandated thresholds, while highlighting potential pressure from market volatility, credit costs and regulatory change.
Hanzawa Junichi reported acquisition or exercise transactions in this Form 4 filing.
Mitsubishi UFJ Financial Group’s President & Group CEO Junichi Hanzawa received a grant of 11,220 Stock Compensation Plan Points tied to common stock. These points are scheduled to be delivered in equal monthly installments from July 2026 through June 2027 and are compensation, not open-market purchases. Each point can be exchanged for one share of common stock after he retires from the role on which the grant is based. A board incentive plan trust will hold the related shares; after retirement, the trust will sell 50% of the shares in a pre-arranged open-market sale in Japan and deliver the cash proceeds plus the remaining 50% of shares to him. Following this grant, he is shown with 252,317 points representing underlying common shares.
Komoriya Masatoshi reported acquisition or exercise transactions in this Form 4 filing.
MITSUBISHI UFJ FINANCIAL GROUP INC reported a compensation-related equity grant to officer Masatoshi Komoriya. He received 6,960 Stock Compensation Plan points, each tied to one share of common stock. Following this award, his total stock compensation plan balance is 23,583 points.
The points are scheduled to be delivered in equal monthly installments during his service period from July 2026 to June 2027. After he retires from the relevant position, each point will be exchangeable for one share held in a board incentive plan trust. The trust will sell 50% of the related shares through a pre-arranged open market sale in Japan, delivering the cash proceeds plus the remaining 50% in shares to him.
Sakurai Takayuki reported acquisition or exercise transactions in this Form 4 filing.
Mitsubishi UFJ Financial Group reported that Managing Corporate Executive Takayuki Sakurai received a grant of 5,796 Stock Compensation Plan Points. These points are scheduled to be delivered in equal monthly installments during the service period from July 2026 to June 2027. Each point can later be exchanged for one share of common stock after Sakurai retires from the relevant position, with shares initially held in a board incentive plan trust. After retirement, the trust will sell 50% of the related shares in pre-arranged open market transactions in Japan and deliver the cash proceeds plus the remaining 50% in shares to Sakurai.
Itagaki Yasushi reported acquisition or exercise transactions in this Form 4 filing.
Mitsubishi UFJ Financial Group deputy chairman Itagaki Yasushi received a grant of 7,236 stock compensation plan points linked to common shares. These points were awarded at no cash cost as part of a compensation plan and are scheduled to be received in equal monthly installments from July 2026 through June 2027.
Each point will be exchangeable for one share of common stock after he retires from the position tied to this award. Before delivery, the shares are held in a board incentive plan trust; after retirement, the trust will sell 50% of the shares in a pre-arranged open market sale in Japan and deliver the cash proceeds plus the remaining 50% in shares. Following this grant, he is entitled to 63,156 stock compensation plan points in total.
Katayama Miki reported acquisition or exercise transactions in this Form 4 filing.
MITSUBISHI UFJ FINANCIAL GROUP reported a compensation-related award for Managing Corporate Executive Miki Katayama. The executive received 5,796 Stock Compensation Plan Points, each exchangeable for one share of common stock after retirement from the relevant position. These points are scheduled to be received in equal monthly installments from July 2026 through June 2027 and are subject to clawback and forfeiture for cause. Following this grant, Katayama holds 64,798 points in total. Before delivery, shares corresponding to the points are held in a board incentive plan trust, which will sell 50% of the shares through a pre-arranged open market sale in Japan, delivering cash proceeds and the remaining 50% in shares to the executive.