# Mizuho Financial Group (MFG): Recent Filings and Events Mizuho is a Japanese filer and furnishes its current reports on Form 6-K. Its fiscal year ends March 31, and the company calls the year ending March 31, 2027 "Fiscal 2026". Amounts are converted from Japanese yen to US dollars; flows use the average rate for the period and balances or announcement-date amounts use the closing rate, so a dollar growth rate differs from the yen growth rate the company reports. Each American depositary share (ADS) represents two shares of common stock (Form 20-F cover, accession 0001193125-26-283791), so per-share amounts below are stated per ADS. ## Filings that contain financial statements - **6-K filed July 30, 2026, accession 0001193125-26-324795.** Consolidated financial statements for the first quarter of Fiscal 2026 (three months ended June 30, 2026), prepared under **Japanese GAAP**. They hold the consolidated balance sheets (March 31 and June 30, 2026), the consolidated statements of income and of comprehensive income for the three months ended June 30, 2025 and 2026, segment information, and selected financial information (income analysis, securities gains and losses, non-performing loans, deposits and loans). The company states that no quarterly cash flow statement was prepared; only depreciation and goodwill amortization are given. The statements are not reviewed by an auditor. - **Form 20-F filed June 26, 2026, accession 0001193125-26-283791.** Annual report for the year ended March 31, 2026, with audited consolidated statements under **U.S. GAAP**. The Japanese GAAP quarter above and the U.S. GAAP annual figures are different bases and are not comparable with each other. - **6-K filed May 15, 2026, accession 0001193125-26-225225.** Consolidated Financial Statements for Fiscal 2025 (year ended March 31, 2026) under **Japanese GAAP**: consolidated balance sheets, statements of income and comprehensive income, and statements of cash flows, with selected financial information. This is a Japanese GAAP version of the same year the Form 20-F reports under U.S. GAAP; the two are not comparable. - The other 6-Ks reviewed below, except accession 0001193125-26-242938 and its 6-K/A 0001193125-26-246173, carry capital ratios, share repurchase notices, debt offering exhibits and governance notices, but no income statement, balance sheet or cash flow statement. The Exhibit 99.1 of those two filings is the Business Report for April 1, 2025 to March 31, 2026, and it was not reviewed, so this file does not say whether it contains consolidated statements. ## Earnings and guidance - **July 30, 2026, first quarter results (Japanese GAAP), accession 0001193125-26-324795.** For the three months ended June 30, 2026, ordinary income was $15.82 billion, up 18.3% in yen (up 7.3% in US dollar terms). Ordinary profits were $3.76 billion, up 62.5% in yen (up 47.3% in dollars). Profit attributable to owners of the parent was $2.65 billion, up 45.5% in yen (up 32.0% in dollars). Earnings per share were $2.18 per ADS (yen basic and diluted earnings per share of 173.53, against 115.90 a year earlier). Total assets at June 30, 2026 were $1.87 trillion. - **Guidance raised.** The company revised its Fiscal 2026 forecast for profit attributable to owners of the parent to $8.61 billion from $7.99 billion, a 7.6% increase in yen, on the strength of the first quarter. The forecast dividend is unchanged at 75.00 yen per share at both the second quarter-end and fiscal year-end, 150.00 yen for the year, or $1.84 per ADS for the year, converted at the June 30, 2026 rate of 162.61 yen per US dollar (Japanese GAAP). The fiscal 2025 dividend was 145.00 yen, or $1.92 per ADS at that year's average rate. - **Segments.** Gross profits (plus net gains on ETFs and others) rose to $6.71 billion from $5.32 billion; the Global Markets Company rose from $1.21 billion to $1.97 billion. The company changed its allocation method for general and administrative expenses in April 2026 and reclassified the prior-year segment table. - **Capital ratios, August 14, 2026, accession 0001193125-26-350179.** As of June 30, 2026, the consolidated Common Equity Tier 1 ratio was 13.51% (13.16% at March 31, 2026), the Tier 1 ratio 15.94% (15.73%) and the total capital ratio 17.74% (17.61%), on risk-weighted assets of $505.59 billion. ## Capital actions: share repurchases - **Initial program, May 15, 2026 (referenced in later filings).** The board authorized repurchase of up to 25,000,000 shares and 100 billion yen ($630.16 million at the May 15, 2026 rate) between May 18 and August 31, 2026, with the repurchased shares to be cancelled. - **Expanded July 30, 2026, accession 0001193125-26-324804.** The board raised the share limit to 35,000,000 from 25,000,000 and doubled the amount cap from 100 billion yen to 200 billion yen ($1.25 billion at the July 30, 2026 rate); the 100 billion yen increase is $627.08 million at that rate. It extended the period to September 30, 2026 and moved the scheduled cancellation date from September 24 to October 23, 2026. The company describes a policy of progressively increasing dividends per share with flexible, intermittent buybacks, using a total payout ratio of 50% or more as a guide. - **Completed, September 24, 2026, accession 0001193125-26-400092.** The repurchase is finished: 24,352,700 shares were bought for $1.25 billion, including 6,126,300 shares between September 1 and 18, 2026. The same 24,352,700 shares (1.0% of shares outstanding before cancellation) are scheduled to be cancelled on October 23, 2026. - Monthly progress notices: June 1 (accession 0001193125-26-249536), July 1 (0001193125-26-291413), August 3 (0001193125-26-329443) and September 1, 2026 (0001193125-26-377439). Cumulative shares repurchased were 2,085,100 at May 31, 5,302,700 at June 30, 9,147,800 at July 31 and 18,226,400 at August 31, 2026. - **Share count.** The first quarter results show treasury stock of 9,294,931 shares at June 30, 2026, down from 51,325,298 at March 31, 2026, and issued shares of 2,442,831,994 against 2,489,848,594. - **Board stock compensation trust, July 1, 2026, accession 0001193125-26-291418.** The Compensation Committee approved an additional contribution of about $17.89 million (planned) to the directors' and officers' stock compensation trust, to buy up to 350,000 shares on the market between July 14 and 22, 2026. ## Strategic alliance and fiscal 2025 results notices (May 2026) - **May 15, 2026, accession 0001193125-26-225230.** Mizuho notified that ordinary profits for the year ended March 31, 2026 were $10.44 billion (1,573,159 million yen), 34.6% above the prior year (ordinary income $60.30 billion, or 9,085,438 million yen; profit attributable to owners of the parent $8.29 billion, or 1,248,632 million yen; Japanese GAAP; converted at the fiscal-year average rate of 150.668 yen per dollar), citing fee business growth in and outside Japan and profits from selling cross-holding stocks. The year's results are in accession 0001193125-26-225225. - **May 15, 2026, accession 0001193125-26-225227.** The board resolution for the initial share repurchase described above. - **May 15, 2026, accession 0001193125-26-225269.** The board opposed a shareholder proposal on risks tied to consolidating Orient Corporation (the proposal was later withdrawn, see Governance). - **May 18, 2026, accession 0001193125-26-227825.** Mizuho said a press report on an investment in Rakuten Bank was not announced by the company and that it had made no decision. - **May 20, 2026, accession 0001193125-26-231899.** Mizuho Bank and Rakuten Bank announced a strategic capital and business alliance, with Rakuten Bank delivering 23,559,673 Class A shares to Mizuho Bank on October 1, 2026 (planned), described below under Pending transactions. - **May 28, 2026, accession 0001193125-26-242938.** Furnishes the English translation of the notice of the annual shareholders' meeting and the business report for the year ended March 31, 2026; the exhibit itself was not reviewed. ## Debt issuance - **Senior notes, 6-K accession 0001193125-26-301671, filed July 13, 2026.** Legal opinions furnished for an offering outside Japan of $6.6 billion of senior callable notes under an underwriting agreement dated June 29, 2026: $1.65 billion of 4.782% fixed-to-fixed reset notes due 2030, $1.25 billion of 4.965% due 2032, $1.0 billion of 5.337% due 2037, $1.0 billion of 5.824% due 2047, $700 million of floating rate notes due 2030 and $1.0 billion of floating rate notes due 2032. The 6-K does not itself describe settlement. - **Perpetual subordinated notes, 6-K accession 0001193125-26-390052, filed September 14, 2026.** The 6-K furnishes the perpetual subordinated indenture dated September 14, 2026 (trustee The Bank of New York Mellon), the form of security and legal opinions for an offering outside Japan of $1.0 billion of 7.050% fixed rate resetting perpetual subordinated notes under an underwriting agreement dated September 8, 2026. The 6-K does not itself describe settlement. ## Governance - **May 28, 2026, accession 0001193125-26-243044.** Two shareholders withdrew their proposal to amend the articles of incorporation on risks tied to the consolidation of Orient Corporation (Orico), citing a reduced Mizuho Bank shareholding in Orico disclosed by Orico on May 15, 2026. The board asked shareholders to vote on its one proposal, the election of 14 directors. A corrected English version of the annual meeting notice and business report was furnished on May 29, 2026 (accession 0001193125-26-246173). - **Annual meeting, June 26, 2026; report filed July 1, 2026, accession 0001193125-26-291401.** All 14 director candidates were elected. Approval rates ranged from 75% (Takakazu Uchida) to 99%; Masahiro Kihara, President and Group CEO, received 82%. - **Investment unit, June 12, 2026, accession 0001193125-26-268411.** The company stated that it continues to consider reducing its share trading unit and is monitoring the share price and market conditions, as the Tokyo Stock Exchange requires when the investment unit is above its disclosure threshold. No decision was announced. ## Pending transactions (Form 20-F, accession 0001193125-26-283791) The Form 20-F describes four transactions that are signed and not yet closed. No 6-K furnished through September 24, 2026 reports any of them as completed. - **Avendus Capital.** Mizuho Securities agreed on December 17, 2025 with the majority shareholder of Avendus Capital Private Limited, an Indian financial services firm, "to acquire more than 60% of shares of Avendus for up to 47 billion Indian rupees" ($519.91 million at the agreement-date rate of 90.4 rupees per US dollar). The 20-F says "This transaction is expected to complete by July 2026, subject to regulatory approvals." - **Mizuho Leasing.** On May 14, 2026 the group decided to transfer 24,574,200 common shares of Mizuho Leasing Company, Limited to Nippon Steel Kowa Real Estate Co., Ltd. and to acquire 32,000,000 special-class shares in a third-party allotment capital increase. Both are "scheduled to be implemented, subject to certain conditions, effective July 1, 2026." - **Rakuten Bank alliance.** Under the May 20, 2026 capital and business alliance agreement (also furnished in 6-K 0001193125-26-231899), "Mizuho Bank will receive 10.52%, or 23,559,673 shares, of Rakuten Bank's common shares as consideration for transferring its shares of Rakuten Card Co., Ltd. to Rakuten Bank, subject to certain conditions, on October 1, 2026." - **Orient Corporation.** On May 15, 2026 Mizuho Bank entered into a business alliance agreement with Muninova Holdings Inc. and Orient Corporation and a share transfer agreement under which Mizuho Bank "will transfer" Orient shares representing 15% of the total voting rights to Muninova Holdings Inc. No transfer date is given. ## Not in these filings No impairment or going-concern matter appears in the filings reviewed, and no 6-K in the period announces a new acquisition or divestiture beyond the pending transactions above.