Mizuho Financial Group Inc 6-K, filed Feb 14, 2022

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of February 2022

Commission File Number 001-33098

Mizuho Financial Group, Inc.

(Translation of registrant’s name into English)

5-5, Otemachi 1-chome

Chiyoda-ku, Tokyo 100-8176

Japan

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F  ☒    Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes  ☐ No  ☒

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):82-                    .

THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE INTO THE PROSPECTUS FORMING A PART OF MIZUHO FINANCIAL GROUP, INC.’S REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-233354) AND TO BE A PART OF SUCH PROSPECTUS FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date:	February 14, 2022
Mizuho Financial Group, Inc.
By:	/s/ Makoto Umemiya
Name:	Makoto Umemiya
Title:	Senior Executive Officer / Group CFO

UNAUDITED QUARTERLY CONSOLIDATED JAPANESE GAAP FINANCIAL STATEMENTS

AS OF AND FOR THE NINE MONTHS ENDED DECEMBER 31, 2021

On February 14, 2022, we published our unaudited quarterly consolidated financial statements as of and for the nine months ended December 31, 2021 prepared in accordance with Japanese GAAP as part of our quarterly securities report (shihanki hokokusho) for the same period filed by us with the relevant Japanese authorities. We have included in this report on Form 6-K an English translation of the unaudited quarterly consolidated financial statements and the notes thereto included in such quarterly securities report. Japanese GAAP differs in certain respects from U.S. GAAP. For a description of certain differences between U.S. GAAP and Japanese GAAP, see “Item 5. Operating and Financial Review and Prospects—Reconciliation with Japanese GAAP” in our most recent annual report on Form 20-F filed with the U.S. Securities and Exchange Commission.

- 1 -

Financial Information

1.	The quarterly consolidated financial statements of Mizuho Financial Group, Inc. (“MHFG”) are prepared<br>in accordance with the “Ordinance on the Terminology, Forms, and Preparation Methods of Quarterly Consolidated Financial Statements” (Cabinet Office Ordinance No. 64 of 2007). The classification of assets and liabilities and that of<br>income and expenses are in accordance with the “Ordinance for Enforcement of the Banking Act” (Ordinance of the Ministry of Finance No. 10 of 1982).
2.	Ernst & Young ShinNihon LLC conducted a quarterly review on the quarterly consolidated financial<br>statements of MHFG for the nine months ended December 31, 2021, pursuant to Article 193-2, Paragraph 1 of the Financial Instruments and Exchange Act.
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- 2 -

I. Quarterly Consolidated Financial Statements

(1) Quarterly Consolidated Balance Sheet

		(Millions of yen)
		As of<br><br><br>March 31, 2021				As of<br><br><br>December 31, 2021
Assets
Cash and Due from Banks				47,981,981				45,704,859
Call Loans and Bills Purchased				589,776				514,665
Receivables under Resale Agreements				11,623,654				18,937,412
Guarantee Deposits Paid under Securities Borrowing Transactions				2,707,711				1,943,259
Other Debt Purchased				3,208,004				3,363,191
Trading Assets				12,589,294				12,422,209
Money Held in Trust				582,368				569,244
Securities		*2		43,697,262		*2		40,010,578
Loans and Bills Discounted		*1		83,704,675		*1		83,086,006
Foreign Exchange Assets				2,084,756				2,474,865
Derivatives other than for Trading Assets				1,719,349				1,534,822
Other Assets				6,174,020				5,043,282
Tangible Fixed Assets				1,135,449				1,105,251
Intangible Fixed Assets				620,224				595,827
Net Defined Benefit Asset				1,109,107				913,625
Deferred Tax Assets				31,402				33,613
Customers’ Liabilities for Acceptances and Guarantees				6,602,744				7,861,833
Reserves for Possible Losses on Loans				(575,572	)			(689,454	)
Reserve for Possible Losses on Investments				(0	)			(106	)
Total Assets				225,586,211				225,424,989

- 3 -

		(Millions of yen)
		As ofMarch 31, 2021				As ofDecember 31, 2021
Liabilities
Deposits				133,312,406				129,003,497
Negotiable Certificates of Deposit				17,192,572				19,285,594
Call Money and Bills Sold				1,312,790				1,386,684
Payables under Repurchase Agreements				18,607,255				22,033,092
Guarantee Deposits Received under Securities Lending Transactions				958,148				887,946
Commercial Paper				2,105,067				1,801,323
Trading Liabilities				8,115,377				6,802,673
Borrowed Money				7,441,822				7,629,722
Foreign Exchange Liabilities				532,042				569,000
Short-term Bonds				456,045				541,811
Bonds and Notes				10,321,672				10,567,749
Due to Trust Accounts				1,160,608				1,197,324
Derivatives other than for Trading Liabilities				1,739,671				1,778,836
Other Liabilities				5,862,013				4,378,626
Reserve for Bonus Payments				104,131				63,566
Reserve for Variable Compensation				2,935				1,521
Net Defined Benefit Liability				71,049				72,126
Reserve for Director and Corporate Auditor Retirement Benefits				683				515
Reserve for Possible Losses on Sales of Loans				1,074				155
Reserve for Contingencies				6,762				8,946
Reserve for Reimbursement of Deposits				22,099				18,859
Reserve for Reimbursement of Debentures				14,419				11,337
Reserves under Special Laws				3,135				3,127
Deferred Tax Liabilities				215,557				51,424
Deferred Tax Liabilities for Revaluation Reserve for Land				61,915				61,436
Acceptances and Guarantees				6,602,744				7,861,833
Total Liabilities				216,224,003				216,018,735
Net Assets
Common Stock and Preferred Stock				2,256,767				2,256,767
Capital Surplus				1,135,940				1,125,324
Retained Earnings				4,421,655				4,703,422
Treasury Stock				(7,124	)			(8,246	)
Total Shareholders’ Equity				7,807,239				8,077,267
Net Unrealized Gains (Losses) on Other Securities				1,132,460				976,402
Deferred Gains or Losses on Hedges				31,618				(53,315	)
Revaluation Reserve for Land				136,384				135,497
Foreign Currency Translation Adjustments				(139,514	)			(58,029	)
Remeasurements of Defined Benefit Plans				288,088				208,351
Total Accumulated Other Comprehensive Income				1,449,035				1,208,906
Stock Acquisition Rights				134				95
Non-controlling Interests				105,797				119,985
Total Net Assets				9,362,207				9,406,254
Total Liabilities and Net Assets				225,586,211				225,424,989

- 4 -

(2) Quarterly Consolidated Statement of Income and Quarterly Consolidated Statement of Comprehensive Income

Quarterly Consolidated Statement of Income

		(Millions of yen)
		For the nine months ended<br><br><br>December 31, 2020				For the nine months ended<br><br><br>December 31, 2021
Ordinary Income				2,313,082				2,345,453
Interest Income				990,731				932,956
Interest on Loans and Bills Discounted				707,462				639,491
Interest and Dividends on Securities				171,768				179,667
Fiduciary Income				40,582				44,755
Fee and Commission Income				590,013				648,856
Trading Income				340,662				275,516
Other Operating Income				237,125				239,665
Other Ordinary Income		*1		113,966		*1		203,702
Ordinary Expenses				1,864,213				1,847,796
Interest Expenses				341,112				218,683
Interest on Deposits				114,571				42,572
Fee and Commission Expenses				118,590				127,687
Trading Expenses				9,278				—
Other Operating Expenses				110,581				99,907
General and Administrative Expenses				1,022,627				1,010,145
Other Ordinary Expenses		*2		262,022		*2		391,372
Ordinary Profits				448,868				497,656
Extraordinary Gains		*3		79,434		*3		67,229
Extraordinary Losses		*4		9,876		*4		9,779
Income before Income Taxes				518,426				555,106
Income Taxes:
Current				120,499				94,709
Deferred				39,049				(27,757	)
Total Income Taxes				159,549				66,951
Profit				358,876				488,154
Profit Attributable to Non-controlling Interests				4,471				9,497
Profit Attributable to Owners of Parent				354,404				478,656

- 5 -

Quarterly Consolidated Statement of Comprehensive Income
		(Millions of yen)
		For the nine months ended<br><br><br>December 31, 2020			For the nine months ended<br><br><br>December 31, 2021
Profit			358,876			488,154
Other Comprehensive Income			217,974			(237,204	)
Net Unrealized Gains (Losses) on Other Securities			304,311			(154,295	)
Deferred Gains or Losses on Hedges			(19,166	)		(84,735	)
Foreign Currency Translation Adjustments			(48,477	)		72,084
Remeasurements of Defined Benefit Plans			(16,271	)		(78,465	)
Share of Other Comprehensive Income of Associates Accounted for Using Equity Method			(2,421	)		8,207
Comprehensive Income			576,850			250,949
(Breakdown)
Comprehensive Income Attributable to Owners of Parent			576,454			240,222
Comprehensive Income Attributable to Non-controlling<br>Interests			396			10,726

- 6 -

Notes to Quarterly Consolidated Financial Statements

Changes in Accounting Policies

(Accounting Standard for Revenue Recognition and Others)

MHFG has applied “Accounting Standard for Revenue Recognition” (ASBJ Statement No.29, March 31, 2020) and others from the beginning of the first quarter ended June 30, 2021.

In accordance with “Accounting Standard for Revenue Recognition”, MHFG recognizes revenue at the time of the transfer of promised goods or services to the customer in an amount that reflects the consideration to which MHFG expects to be entitled in exchange for those goods or services.

In accordance with transitional treatment set out in the proviso of Article 84 of “Accounting Standard for Revenue Recognition”, the cumulative effects arising from the retroactive application of these new accounting policies to all the previous fiscal years were reflected in Retained Earnings as of April 1, 2021, and the new accounting policies are applied from the beginning of the fiscal year.

As a result, Retained Earnings decreased by ¥724 million as of April 1, 2021. The impact on the quarterly consolidated statement of income for the nine months ended December 31, 2021 is immaterial.

In accordance with transitional treatment set out in the Article 28-15 of “Accounting Standard for Quarterly Financial Reporting and its Implementation Guidance” (ASBJ Statement No.12, March 31, 2020), the breakdown of revenue from contracts with customers for the nine months ended December 31, 2020 is not presented.

- 7 -

Additional Information

The Board Benefit Trust (“BBT”) Program

Since MHFG operates its business to contribute to the creation of value for diverse stakeholders and realize improved corporate value through the continuous and stable growth of MHFG group pursuant to MHFG’s basic management policy defined under the Mizuho Financial Group’s Corporate Identity, MHFG has introduced a stock compensation program using a trust (the “Program”) that functions as an incentive for each Director, Group Executive Officer, and Operating officers to exert maximum effort in performing his or her duties, and also as consideration for such exertion of effort.

(1)	Outline of the Program

The Program has adopted the Board Benefit Trust (“BBT”) framework. MHFG’s shares on the stock market will be acquired through a trust established based on the underlying funds contributed by MHFG, and MHFG’s shares will be distributed to Directors, Executive Officers, and Operating officers of MHFG, Mizuho Bank, Ltd., Mizuho Trust & Banking Co., Ltd., and Mizuho Securities Co., Ltd. (the “Company Group”) and other entities in accordance with the Rules on Distribution of Shares to be prescribed in advance. The framework consists of the stock compensation program based on the Company Group Officer’s responsibilities and others in their respective company (“Stock Compensation I”), the stock compensation program based on the performance evaluation of the Company Group (“Stock Compensation II”) and the stock compensation program based on Company Group Officer’s responsibilities in their respective company and the performance evaluation of the Company Group, which distributes MHFG’s shares to Operating officers of MHFG and certain consolidated subsidiaries (“Stock Benefit”).

Stock Compensation I will be paid at the time of retirement in the form of shares of MHFG calculated based on their responsibilities and others. A system is adopted which enables a decrease or forfeiture of the amount depending on the performance of the company or the individual.

Stock Compensation II will be paid in the form of shares of MHFG and will be deferred over three years, which is calculated based on the status of achieving our Five-Year Business Plan. A system is adopted which enables a decrease or forfeiture of the amount depending on the performance of the company or the individual.

Stock Benefit will be paid in the collective form of MHFG’s share which is based on responsibilities in their respective company and the performance evaluation of the Company Group. Reduction and forfeit of the benefit can be occurred in the program.

Upon the payment of stock compensation under the Program, MHFG may, for a certain portion, pay a monetary amount equivalent to the market value of its stock in lieu of stock compensation in accordance with the Rules on Distribution of Shares.

Voting rights related to MHFG’s shares belonging to the trust assets under the trust shall not be exercised.

(2)	MHFG’s Shares Outstanding in the Trust

MHFG’s shares outstanding in the trust are recognized as Treasury Stock under Net Assets at the carrying amount (excluding the amount of incidental expenses) in the trust. The carrying amount of such Treasury Stock as of December 31, 2021 was ¥4,949 million for 3,079 thousand shares (the carrying amount as of March 31, 2021 was ¥4,144 million for 2,554 thousand shares).

Reserves for Possible Losses on Loans

In light of the principles set forth in the report entitled “Japanese Financial Services Agency (“JFSA”)’s supervisory approaches to lending business and loan loss provisioning” published by JFSA on December 18, 2019, we have reflected the potential impact of the spread of COVID-19 and its prolongation on Reserves for Possible Losses on Loans for some credit. More specifically, we have estimated the expected loss amount that reflects the impact of the prolongation of COVID-19. The estimate includes the future prospect of business environment of each industry and the forecasted GDP growth rate as major assumptions. There are no material changes in the methods of the above accounting estimates and the major assumptions used in the quarterly consolidated financial statements from those of the previous fiscal year.

- 8 -

Adoption of the Consolidated Taxation System

MHFG and some domestic consolidated subsidiaries of the Group apply the Consolidated Taxation System from the first quarter ended June 30, 2021.

Application of tax-effect accounting to the Transition from the Consolidated Taxation System to the GroupAggregation System

MHFG and some domestic consolidated subsidiaries of the Group record amounts of deferred tax assets and deferred tax liabilities based on the provisions of tax laws prior to amendment under the treatment in Paragraph 3 of “Treatment of the application of the tax-effect accounting in relation to the transition from the consolidated tax system to the aggregate group system” (Practical Solutions No.39 March 31, 2020), without applying the provisions of Paragraph 44 of “Guidance on Accounting Standard for tax-effect accounting” (Implementation Guidance No.28 February 16, 2018), regarding the tax items for which review of the non-consolidated Tax Payment System was implemented in accordance with the transition to the aggregated group system established under the “Act for Partial Revision of the Income Tax Act, etc.” (Act No. 8 of 2020) and the transition to the aggregated group system.

- 9 -

Notes to Quarterly Consolidated Balance Sheet

*1.	Non-Accrual, Past Due & Restructured Loans, which are included<br>in Loans and Bills Discounted, are as follows:
---	---	---	---	---	---	---	---	---
		(Millions of yen)
		As of March 31, 2021				As of December 31, 2021
Loans to Bankrupt Obligors			19,554				20,649
Non-Accrual Delinquent Loans			415,318				694,405
Loans Past Due for Three Months or More			534				2,263
Restructured Loans			377,049				373,987
Total			812,457				1,091,306

The amounts given in the above table are gross amounts before deduction of amounts for the Reserves for Possible Losses on Loans.

*2.	Amounts of liabilities for guarantees on corporate bonds included in Securities, which were issued by private<br>placement (Article 2, Paragraph 3 of the Financial Instruments and Exchange Act)
---	---	---	---	---	---	---	---
	(Millions of yen)
	As of March 31, 2021				As of December 31, 2021
		1,407,731				1,263,877

Notes to Quarterly Consolidated Statement of Income

*1.	Other Ordinary Income includes the following:
---	---	---	---	---	---	---	---	---
		(Millions of yen)
		For the nine months ended<br>December 31, 2020				For the nine months ended<br>December 31, 2021
Gains on Sales of Stocks			84,536				160,716
*2.	Other Ordinary Expenses includes the following:
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---	---	---	---	---	---	---	---	---
		(Millions of yen)
		For the nine months ended<br>December 31, 2020				For the nine months ended<br>December 31, 2021
Provision for Reserves for Possible Losses on Loans			91,254				147,958
Losses on Sales of Stocks			27,328				123,590
*3.	Extraordinary Gains includes the following:
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---	---	---	---	---	---	---	---	---
		(Millions of yen)
		For the nine months ended<br>December 31, 2020				For the nine months ended<br>December 31, 2021
Gains on Cancellation of Employee Retirement Benefit Trust			14,409				66,331
Accumulation (Amortization) of Unrecognized Prior Service Cost			62,004				—

“Accumulation (Amortization) of Unrecognized Prior Service Cost” resulted from prior service cost incurred in connection with the revision of the retirement benefit plan.

*4.	Extraordinary Losses includes the following:
---	---	---	---	---	---	---	---	---
		(Millions of yen)
		For the nine months ended<br>December 31, 2020				For the nine months ended<br>December 31, 2021
Losses on Impairment of Fixed Assets			2,583				6,841
Losses on Disposition of Fixed Assets			3,973				2,938
Losses on Transfer to Defined Contribution Pension Plan			3,320				—

“Losses on Transfer to Defined Contribution Pension Plan” resulted from the transfer of part of the defined benefit pension plan to the defined contribution pension plan.

- 10 -

Notes to Quarterly Consolidated Statement of Cash Flows

We have not prepared Consolidated Statement of Cash Flows for the nine months ended December 31, 2021. Depreciation (including Amortization of Intangible Fixed Assets excluding Goodwill) and Amortization of Goodwill for the nine months ended December 31, 2020 and 2021 are as follows:

		(Millions of yen)
		For the nine months ended<br>December 31, 2020				For the nine months ended<br>December 31, 2021
Depreciation			121,011				122,155
Amortization of Goodwill			2,795				2,810

Changes in Net Assets

For the nine months ended December 31, 2020

1.	Cash dividends paid
Resolution	Type	Cash Dividends<br>(Millions of Yen)		Cash Dividends<br>per Share<br>(Yen)		Record Date		Effective Date		Resource ofDividends
---	---	---	---	---	---	---	---	---	---	---	---	---
May 15, 2020<br>The Board of Directors	Common Stock		95,208		3.75		March 31, 2020		June 8, 2020		Retained<br> <br>Earnings
November 12, 2020<br>The Board of Directors	Common Stock		95,209		3.75		September 30, 2020		December 7, 2020		Retained<br> <br>Earnings
(Notes)	1.		Cash dividends based on the resolution of the Board of Directors held on May 15, 2020 include ¥73 million of cash dividends on treasury stock held by BBT trust account.
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	2.		Cash dividends based on the resolution of the Board of Directors held on November 12, 2020 include ¥95 million of cash dividends on treasury stock held by BBT trust account.
	3.		MHFG adopted the share consolidation of the shares of common stock on the basis of one post-consolidation share per ten pre-consolidation shares effective as of October 1, 2020. Cash<br>Dividends per Share is recorded at the amount before the share consolidation.

For the nine months ended December 31, 2021

1.	Cash dividends paid
Resolution	Type	Cash Dividends<br>(Millions of Yen)		Cash Dividends<br>per Share<br>(Yen)		Record Date		Effective Date		Resource ofDividends
---	---	---	---	---	---	---	---	---	---	---	---	---
May 14, 2021<br><br><br>The Board of Directors	Common Stock		95,201		37.50		March 31, 2021		June 8, 2021		Retained<br> <br>Earnings
November 12, 2021<br><br><br>The Board of Directors	Common Stock		101,545		40.00		September 30, 2021		December 7, 2021		Retained<br> <br>Earnings
(Notes)	1.		Cash dividends based on the resolution of the Board of Directors held on May 14, 2021 include ¥95 million of cash dividends on treasury stock held by BBT trust account.
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	2.		Cash dividends based on the resolution of the Board of Directors held on November 12, 2021 include ¥123 million of cash dividends on treasury stock held by BBT trust account.

- 11 -

Business Segment Information, etc.

Business Segment Information

1.	Summary of reportable segment

MHFG has introduced an in-house company system based on the group’s diverse customer segments. The aim of this system is to leverage MHFG’s strengths and competitive advantage, which is the seamless integration of MHFG’s banking, trust and securities functions under a holding company structure, to speedily provide high-quality financial services that closely match customer needs.

Specifically, the company system is classified into the following five in-house companies, each based on a customer segment: the Retail & Business Banking Company, the Corporate & Institutional Company, the Global Corporate Company, the Global Markets Company, and the Asset Management Company.

The services that each in-house company is in charge of are as follows:

Retail & Business Banking Company:

Services for individual customers, small and medium-sized enterprises and middle market firms in Japan

Corporate & Institutional Company:

Services for large corporations, financial institutions and public corporations in Japan

Global Corporate Company:

Services for Japanese overseas affiliated corporate customers and non-Japanese corporate customers, etc.

Global Markets Company:

Investment services with respect to interest rates, equities and credits, etc. and other services

Asset Management Company:

Development of products and provision of services that match the asset management needs of its wide range of customers from individuals to institutional investors

The reportable segment information, set forth below, is derived from the internal management reporting systems used by management to measure the performance of the Group’s operating segments. Management measures the performance of each of the operating segments in accordance with internal managerial accounting rules and practices.

- 12 -

2.	Gross profits (excluding the amounts of credit costs of trust accounts) + Net gains or losses related to ETFs<br>and others, and Net business profits or losses (excluding the amounts of credit costs of trust accounts, before reversal of (provision for) general reserve for losses on loans) + Net gains or losses related to ETFs and others by reportable segment<br>

For the nine months ended December 31, 2020

	(Millions of yen)
	MHFG (Consolidated)
	Retail &<br>Business<br>Banking<br>Company		Corporate &<br>Institutional<br>Company		Global<br>Corporate<br>Company		Global<br>Markets<br>Company		Asset<br>Management<br>Company		Others<br>(Note 2)
Gross profits: (excluding the amounts of credit costs of trust accounts) + Net gains or losses<br>related to ETFs and others		484,063		330,979		338,354		425,025		36,467		6,918		1,621,806
General and administrative expenses (excluding Non- Recurring Losses and others)		472,519		154,039		187,818		157,297		23,773		23,633		1,019,079
Equity in income from investments in affiliates		5,292		3,413		8,575		—		637		(781	)	17,135
Amortization of goodwill and others		1,692		74		270		629		5,732		741		9,138
Net business profits or losses (excluding the amounts of credit costs of trust accounts, before<br>reversal of (provision for) general reserve for losses on loans) + Net gains or losses related to ETFs and others		15,144		180,279		158,841		267,099		7,599		(18,237	)	610,724
(Notes)		1.		“Gross profits (excluding the amounts of credit costs of trust accounts) + Net gains or losses related to ETFs and others” is reported instead of sales reported by general corporations. Net gains or losses related to<br>ETFs and others amounted to ¥2,254 million, of which ¥(765) million is included in the Global Markets Company.
---	---	---	---	---
		2.		“Others” includes items which should be eliminated as internal transactions between each segment on a consolidated basis.
		3.		Following the change in allocation method for transactions between each segment and “Others” made in April 2021, reclassification was made on the above table to reflect the relevant change.

- 13 -

For the nine months ended December 31, 2021

	(Millions of yen)
	MHFG (Consolidated)
	Retail &<br>Business<br>Banking<br>Company		Corporate &<br>Institutional<br>Company		Global<br>Corporate<br>Company		Global<br>Markets<br>Company		Asset<br>Management<br>Company		Others<br>(Note 2)
Gross profits: (excluding the amounts of credit costs of trust accounts) + Net gains or<br>losses related to ETFs and others		519,099		349,919		388,372		351,691		44,022		46,125		1,699,228
General and administrative expenses (excluding Non- Recurring Losses and others)		465,028		148,351		193,657		163,892		24,915		33,457		1,029,300
Equity in income from investments in affiliates		6,854		4,053		10,464		—		1,036		943		23,350
Amortization of goodwill and others		1,621		71		270		603		5,435		746		8,746
Net business profits or losses (excluding the amounts of credit costs of trust accounts, before<br>reversal of (provision for) general reserve for losses on loans) + Net gains or losses related to ETFs and others		59,304		205,550		204,909		187,196		14,708		12,864		684,531
(Notes)		1.		“Gross profits (excluding the amounts of credit costs of trust accounts) + Net gains or losses related to ETFs and others” is reported instead of sales reported by general corporations. Net gains or losses related to<br>ETFs and others amounted to ¥3,755 million, of which ¥4,047 million is included in the Global Markets Company.
---	---	---	---	---
		2.		“Others” includes items which should be eliminated as internal transactions between each segment on a consolidated basis.

- 14 -

3.

The difference between the total amounts of Net business profits or losses (excluding the amounts of credit<br>costs of trust accounts, before reversal of (provision for) general reserve for losses on loans) + Net gains or losses related to ETFs and others of reportable segments and the recorded amounts in the Quarterly Consolidated Statement of Income, and<br>the contents of the difference (Matters relating to adjustment to difference)

The above total amounts of Net business profits or losses (excluding the amounts of credit costs of trust accounts, before reversal of (provision for) general reserve for losses on loans) + Net gains or losses related to ETFs and others derived from internal management reporting are different from Income before income taxes recorded in the Quarterly Consolidated Statement of Income.

The contents of the difference for the nine months ended December 31, 2020 and 2021, are as follows:

		(Millions of yen)
		For the nine months ended<br>December 31, 2020				For the nine months ended<br>December 31, 2021
Net Business Profits (excluding the amounts of credit costs of trust accounts, before reversal of<br>(provision for) general reserve for losses on loans) + Net Gains (Losses) related to ETFs and others			610,724				684,531
Credit Costs for Trust Accounts			—				—
General and Administrative Expenses (non-recurring<br>losses)			5,589				27,901
Expenses related to Portfolio Problems (including reversal of (provision for) general reserve for<br>losses on loans)			(103,907	)			(160,301	)
Gains on Reversal of Reserves for Possible Losses on Loans, and others			5,753				12,393
Net Gains (Losses) related to Stocks—Net Gains (Losses) related to ETFs and others			(33,075	)			(33,577	)
Net Extraordinary Gains (Losses)			69,558				57,449
Others			(36,216	)			(33,291	)
Income before Income Taxes recorded in Quarterly Consolidated Statement of Income			518,426				555,106

- 15 -

Financial Instruments

There are no significant changes to be noted compared with the amount of the fiscal year ended March 31, 2021

Securities

There are no significant changes to be noted compared with the amount of the fiscal year ended March 31, 2021.

Money Held in Trust

There are no significant changes to be noted compared with the amount of the fiscal year ended March 31, 2021.

- 16 -

Derivatives Information

The classification, type, contract value, fair value and unrealized gains (losses) which are material for the operation of corporate group and have changed significantly in comparison to the end of fiscal year ended March 31, 2021 are as follows;

(1)	Interest Rate and Bond-Related Transactions

As of March 31, 2021

(Millions of yen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Over-the-Counter		Interest Rate Swaps			1,040,320,952			201,427			201,427
Inter-Company or Internal Transactions		Interest Rate Swaps			18,582,112			(105,653	)		(105,653	)
Total					—			95,773			95,773
(Notes)	1.		The above transactions are marked to market, and changes in unrealized gains (losses) are included in the consolidated statement of income.
---	---	---	---
	2.		Derivative transactions qualifying for hedge accounting under “Accounting and Auditing Treatment Relating to Adoption of Accounting Standards for Financial Instruments for Banks” (JICPA Industry Committee Practical<br>Guideline No. 24, October 8, 2020) and others are excluded from the above table.

As of December 31, 2021

(Millions of yen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Over-the-Counter		Interest Rate Swaps			1,056,397,332			175,900			175,900
Inter-Company or Internal Transactions		Interest Rate Swaps			12,097,701			(43,499	)		(43,499	)
Total					—			132,400			132,400
(Notes)	1.		The above transactions are marked to market, and changes in unrealized gains (losses) are included in the quarterly consolidated statement of income.
---	---	---	---
	2.		Derivative transactions qualifying for hedge accounting under “Accounting and Auditing Treatment Relating to Adoption of Accounting Standards for Financial Instruments for Banks” (JICPA Industry Committee Practical<br>Guideline No. 24, October 8, 2020) and others are excluded from the above table.

- 17 -

(2)	Currency-Related Transactions

As of March 31, 2021

(Millions of yen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Over-the-Counter		Swaps			69,875,350			44,712			44,670
		Forwards			100,844,579			(20,155	)		(20,155	)
Inter-Company or Internal Transactions		Swaps			2,214,554			(10,879	)		14,122
		Forwards			1,114			28			28
Total					—			13,705			38,666
(Notes)		1.		The above transactions are marked to market, and changes in unrealized gains (losses) are included in the consolidated statement of income.
---	---	---	---	---
		2.		The following transactions are excluded from the above table:
				•   Transactions qualifying for hedge accounting under “Accounting<br>and Auditing Treatment Relating to Adoption of Accounting Standards for Foreign Currency Transactions for Banks” (JICPA Industry Committee Practical Guideline No. 25, October 8, 2020) and others.
				•   Transactions which are specified for certain financial assets and<br>liabilities denominated in foreign currencies and reflected on the consolidated balance sheet.
				•   Transactions denominated in foreign currencies which are eliminated<br>in consolidation.

As of December 31, 2021

(Millions of yen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Over-the-Counter		Swaps			78,805,624			107,625			57,373
		Forwards			122,225,798			(66,262	)		(66,262	)
Inter-Company or Internal Transactions		Swaps			3,364,405			55,478			12,030
		Forwards			1,321			15			15
Total					—			96,857			3,156
(Notes)		1.		The above transactions are marked to market, and changes in unrealized gains (losses) are included in the quarterly consolidated statement of income.
---	---	---	---	---
		2.		The following transactions are excluded from the above table:
				•   Transactions qualifying for hedge accounting under “Accounting<br>and Auditing Treatment Relating to Adoption of Accounting Standards for Foreign Currency Transactions for Banks” (JICPA Industry Committee Practical Guideline No. 25, October 8, 2020) and others.
				•   Transactions which are specified for certain financial assets and<br>liabilities denominated in foreign currencies and reflected on the quarterly consolidated balance sheet.
				•   Transactions denominated in foreign currencies which are eliminated<br>in consolidation.

- 18 -

Revenue recognition

		(Millions of yen)
		For the nine months ended<br>December 31, 2021
Ordinary Income			2,345,453
Fee and Commission Income			648,856
Securities-related business			155,963
Deposits and Lending business (1)			189,551
Remittance business			79,867
Trust-related business			61,358
Agency business			27,188
Guarantee-related business (2)			26,013
Fees for other customer services			108,911
Fiduciary Income			44,755
Other Ordinary Income (1)			1,651,841

Notes:

(1)	Part of these amounts are considered to be revenues from contracts that are within the scope of<br>“Accounting Standard for Revenue Recognition”.
(2)	These amounts are revenues from contracts that do not meet the scope of “Accounting Standard for Revenue<br>Recognition”.
---	---
(3)	In the above table, revenues that are within the scope of “Accounting Standard for Revenue<br>Recognition” are mainly generated from “Retail & Business Banking Company”, “Corporate & Institutional Company” and “Global Corporate Company”.
---	---

- 19 -

Per Share Information

Net Income per Share of Common Stock and Diluted Net Income per Share of Common Stock are based on the following information:

				For the nine months ended<br>December 31, 2020			For the nine months ended<br>December 31, 2021
(1)   Net Income per Share of Common Stock		Yen			139.76			188.82
(The basis used for calculating Net Income per Share of Common Stock)
Profit Attributable to Owners of Parent		Millions of yen			354,404			478,656
Amount not attributable to Common Stock		Millions of yen			—			—
Profit Attributable to Owners of Parent related to Common Stock		Millions of yen			354,404			478,656
Average Outstanding Shares of Common Stock (during the period)		Thousands of shares			2,535,680			2,534,973
(2)   Diluted Net Income per Share of Common Stock		Yen			139.76			188.81
(The basis used for calculating Diluted Net Income per Share of Common Stock)
Adjustment to Profit Attributable to Owners of Parent		Millions of yen			—			—
Increased Number of Shares of Common Stock		Thousands of shares			90			67
Stock Acquisition Rights		Thousands of shares			90			67
Description of dilutive securities which were not included in the calculation of Diluted Net<br>Income per Share of Common Stock as they have no dilutive effects and in which significant changes occurred after the end of the previous fiscal year					—			—
(Notes)		1.		MHFG conducted a share consolidation of common stock on the basis of one post-consolidation share per ten pre-consolidation shares effective as of October 1, 2020. Net Income per Share<br>of Common Stock and Diluted Net Income per Share of Common Stock are calculated under the assumption that the share consolidation had been conducted at the beginning of fiscal 2020.
---	---	---	---	---
		2.		In the calculation of Net Income per Share of Common Stock and Diluted Net Income per Share of Common Stock, MHFG shares outstanding in BBT trust account that were recognized as Treasury Stock in Shareholders’ Equity are<br>included in Treasury Stock shares deducted in the calculation of the Average Outstanding Shares of Common Stock during the period. The average number of such Treasury Stock shares deducted during the nine months ended December 31, 2020 was<br>2,283 thousand, and the average number of such Treasury Stock shares deducted during the nine months ended December 31, 2021 was 2,831 thousand.

- 20 -

II.	Others

At the meeting of the Board of Directors held on November 12, 2021, the interim cash dividends for the 20th term were resolved as follows:

Total amount of interim cash dividends		¥101,545 million
Interim cash dividends per share
Common Stock		¥40.00
Effective date and starting date of dividend payments		December 7, 2021

- 21 -