Hihara Shinichiro 4

What Happened
Shinichiro Hihara, Group Chief Information Officer of Mizuho Financial Group (MFG), exercised/converted phantom stock units on July 1, 2026. Of the converted units, 1,038 were settled in cash to the issuer at a converted price of JPY 7,814 per unit (USD $49,990.33 per share), producing proceeds of $51,889,963. The filing also records conversions/exercises of additional phantom units (2,595 acquired; 1,315 and 1,280 shown as dispositions at $0 in the filing).

Key Details

• Transaction date: 2026-07-01; Form 4 filed: 2026-07-06 (filed 5 days after the transaction date; outside the typical 2-business-day reporting window).
• Cash settlement: 1,038 phantom stock units settled in cash at JPY 7,814/unit = $49,990.33 per share, total $51,889,963. (Conversion rate used: JPY 1 = USD $0.006163328; see footnote F2.)
• Other entries: exercise/conversion of 2,595 units reported as acquired at $0; exercises/conversions of 1,315 and 1,280 units reported as dispositions at $0.
• Footnotes: F1—phantom stock units = contingent rights to one share, settled in cash or stock; F2—cash-settled portion and currency conversion; F4/F5—vesting schedules (some units vest in three equal installments beginning July 1, 2025 or July 1, 2026); F3—reference to ESOP account holdings as of May 31, 2026.
• Shares owned after transaction: not specified in the provided filing.

Context
These were not open-market sales but conversions/settlements of phantom stock units with the issuer—one portion settled for cash (large cash receipt shown), while other converted units are reported with $0 value in the filing (per the footnotes, these are phantom/unit conversions and subject to the issuer’s settlement and vesting rules). This is a routine settlement of equity compensation rather than a typical market sale; the filing date suggests the Form 4 was submitted after the standard 2-business-day reporting window.