[SCHEDULE 13G/A] Ribbon Acquisition Corp Unit SEC Filing

Rhea-AI Filing Summary

Mizuho Financial Group, Inc. reports beneficial ownership of 582,000 common shares of Ribbon Acquisition Corp (CUSIP 80099A105), representing 9.0% of the class. The filing shows Mizuho has sole voting power and sole dispositive power over the 582,000 shares and identifies the filer as a parent holding company. The statement notes that Mizuho Securities USA LLC, a wholly-owned subsidiary, directly holds the equity securities and that other Mizuho entities may be deemed indirect beneficial owners.

Item 4 breaks down the position: sole power to vote 582,000; shared vote 0; sole dispositive power 582,000; shared dispositive power 0. The Schedule 13G/A certifies the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.

Positive

• Material disclosure of ownership: Mizuho reports 582,000 shares (9.0%), a clearly stated, investor-relevant position.
• Sole voting and dispositive power: The filer states sole voting power and sole dispositive power over the reported shares, clarifying control over votes.

Negative

• None.

Insights

Financial Analyst

TL;DR: A sizable 9.0% passive stake is disclosed, showing material ownership but certified as non-control under Schedule 13G/A.

The filing documents 582,000 shares (9.0%) held with sole voting and dispositive power by Mizuho Financial Group. Because this disclosure is on a Schedule 13G/A and includes a certification that the position was not acquired to influence control, the filing signals a material equity position without an expressed intent to pursue control. The identification of Mizuho Securities USA LLC as the direct holder clarifies the ownership chain and regulatory classification as a parent holding company.

Corporate Governance Expert

TL;DR: Parent holding company classification and the 13G non-control certification reduce immediate governance concerns despite the 9% stake.

The report reiterates that Mizuho has sole voting and dispositive authority over the reported shares but explicitly certifies the holdings were not acquired to change or influence control of Ribbon Acquisition Corp. The disclosure increases transparency about who can vote a meaningful block of shares and names the subsidiary that directly holds the securities, which is relevant for assessing voting outcomes and shareholder communications. The filing does not indicate any planned governance actions.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Ribbon Acquisition Corp

(Name of Issuer)

Common Shares

(Title of Class of Securities)

80099A105

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 80099A105

1

Names of Reporting Persons

Mizuho Financial Group, Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

JAPAN

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 582,000.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 582,000.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

582,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

9.0 %

12

Type of Reporting Person (See Instructions)

FI

Comment for Type of Reporting Person: Mizuho Financial Group, Inc., Mizuho Bank, Ltd. and Mizuho Americas LLC may be deemed to be indirect beneficial owners of said equity securities directly held by Mizuho Securities USA LLC which is their wholly-owned subsidiary.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Ribbon Acquisition Corp
(b)	Address of issuer's principal executive offices: Central Park Tower LaTour Shinjuku Room 3001 6-15-1 Nishi Shinjuku Shinjuku-ku, Tokyo, Japan, 160-0023
Item 2.
(a)	Name of person filing: Mizuho Financial Group, Inc.
(b)	Address or principal business office or, if none, residence: 1-5-5, Otemachi, Chiyoda-ku, Tokyo, 100-8176, Japan
(c)	Citizenship: Japan
(d)	Title of class of securities: Common Shares
(e)	CUSIP No.: 80099A105
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
	Parent Holding Company
Item 4.	Ownership
(a)	Amount beneficially owned: 582,000
(b)	Percent of class: 9.0 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 582,000
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 582,000
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. See Exhibit A
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to Parent Holding Company is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Mizuho Financial Group, Inc.

Signature:	/s/ Takahiro Katsura
Name/Title:	Takahiro Katsura, Managing Director, Global Corporate Function Coordination Department
Date:	08/13/2025

FAQ

How many Ribbon Acquisition Corp (RIBBU) shares does Mizuho report owning?

The filing reports 582,000 shares, representing 9.0% of the class.

Does Mizuho have voting control over the reported shares of RIBBU?

Yes; the filing states Mizuho has sole voting power and sole dispositive power over the 582,000 shares.

Was the stake acquired to influence control of Ribbon Acquisition Corp (RIBBU)?

No; the Schedule 13G/A includes a certification that the securities were acquired and are held in the ordinary course of business and not to change or influence control.

Which Mizuho entity directly holds the reported RIBBU shares?

The filing states that Mizuho Securities USA LLC, a wholly-owned subsidiary, directly holds the equity securities and other Mizuho entities may be deemed indirect beneficial owners.

What type of filing was submitted for this disclosure?

The disclosure was made on a Schedule 13G/A, filed by Mizuho Financial Group as a parent holding company.

Who signed the Schedule 13G/A on behalf of Mizuho?

The signature on the filing is from Takahiro Katsura, Managing Director, Global Corporate Function Coordination Department.