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Mizuho Financial (NYSE: MFG) awards new phantom stock units to strategy chief

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Mizuho Financial Group executive Koyama Takeshi received two phantom stock unit awards linked to common stock. He acquired 881 units as ordinary employee share compensation that vest on June 1, 2027, and 500 fully vested retirement-linked units, each representing a contingent right to one share, settled in cash or stock at the company’s election.

Positive

  • None.

Negative

  • None.
Insider Koyama Takeshi
Role See Remarks
Type Security Shares Price Value
Other Phantom Stock Units - Ordinary Employee Share Compensation F1, F2 881 $0.00 $0.00
Grant/Award Phantom Stock Units - Retirement F1, F3 500 $0.00 $0.00
Holdings After Transaction: Phantom Stock Units - Ordinary Employee Share Compensation — 881 shares (Direct); Phantom Stock Units - Retirement — 500 shares (Direct)
Footnotes (3)
  1. F1. 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.
  2. F2. These phantom stock units vest on June 1, 2027.
  3. F3. These phantom stock units are fully vested upon grant and settle upon the Reporting Person's retirement from the Issuer.
Phantom units – employee grant 881 units Acquired as Ordinary Employee Share Compensation on July 24, 2026
Phantom units – retirement grant 500 units Fully vested retirement-linked phantom stock units acquired on July 24, 2026
Vesting date June 1, 2027 Vesting date for Ordinary Employee Share Compensation phantom stock units
Settlement ratio 1 unit per 1 share Each phantom stock unit is a contingent right to receive one share of common stock
Phantom Stock Units financial
"Phantom Stock Units - Ordinary Employee Share Compensation"
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.
contingent right financial
"Each phantom stock unit represents a contingent right to receive one share"
fully vested upon grant financial
"These phantom stock units are fully vested upon grant and settle"
settled in cash or common stock financial
"which will be settled in cash or common stock upon settlement"

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

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FAQ

What insider compensation did Mizuho Financial Group (MFG) report for Koyama Takeshi?
Mizuho Financial Group reported that Group CSO Koyama Takeshi received two phantom stock unit awards. One grant covers 881 units as ordinary employee share compensation, and a second covers 500 fully vested retirement-linked units, each tied to one share of common stock or cash.

How many phantom stock units tied to ordinary compensation did Koyama receive at Mizuho (MFG)?
Koyama received 881 phantom stock units categorized as Ordinary Employee Share Compensation. These units are derivative awards referencing common stock, carry no purchase price, and vest on June 1, 2027, subject to settlement in cash or shares at the company’s election.

When do Koyama’s 881 phantom stock units at Mizuho (MFG) vest?
The 881 phantom stock units granted as ordinary employee share compensation vest on June 1, 2027. After vesting, each unit represents a contingent right to receive one share of Mizuho common stock or an equivalent cash amount, as determined by the issuer at settlement.

How are Mizuho Financial Group (MFG) phantom stock units settled for Koyama Takeshi?
Each phantom stock unit represents a contingent right to one share of common stock. Upon settlement, Mizuho may choose to deliver either common stock or a cash amount, giving the issuer flexibility in how it satisfies these compensation obligations to the executive.

What triggers settlement of the 500 retirement phantom stock units at Mizuho (MFG)?
The 500 phantom stock units labeled “Retirement” are fully vested upon grant and settle upon Koyama’s retirement from Mizuho. At that time, each unit will be settled in either cash or common stock, at the issuer’s election, based on one share per unit.
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*
Koyama Takeshi
(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
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 - Ordinary Employee Share Compensation(1)07/24/2026J881 (2) (2)Common Stock881$0881D
Phantom Stock Units - Retirement(1)07/24/2026A500 (3) (3)Common Stock500$0500D
Explanation of Responses:
1. 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.
2. These phantom stock units vest on June 1, 2027.
3. These phantom stock units are fully vested upon grant and settle upon the Reporting Person's retirement from the Issuer.
Remarks:
Group Chief Strategy Officer (Group CSO) / General Manager of Corporate Strategy Office
/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)

Source: View Original Filing on SEC EDGAR