Mizuho Financial Group Inc 6-K, filed Aug 14, 2020

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 August 2020

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NO. 333-233354) AND TO BE A PART OF SUCH PROSPECTUS FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.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: August 14, 2020
Mizuho Financial Group, Inc.
By:	/s/ Makoto Umemiya
Name:	Makoto Umemiya
---	---
Title:	Senior Managing Executive Officer / Group CFO

UNAUDITED QUARTERLY CONSOLIDATED JAPANESE GAAP FINANCIAL STATEMENTS

AS OF AND FOR THE THREE MONTHS ENDED JUNE 30, 2020

On August 14, 2020, we published our unaudited quarterly consolidated financial statements as of and for the three months ended June 30, 2020 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 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).

The quarterly consolidated financial statements for the three months ended June 30, 2020 are prepared in accordance with the revised “Ordinance on the Terminology, Forms, and Preparation Methods of Quarterly Consolidated Financial Statements”, pursuant to the proviso of Article 7, Paragraph 1 of the Supplementary Provisions of the “Cabinet Office Ordinance for Partial Revision of the Ordinance on the Terminology, Forms, and Preparation Methods of the financial statements” (Cabinet Office Ordinance No. 9 of March 6, 2020).

2.	Ernst & Young ShinNihon LLC conducted a quarterly review on the quarterly consolidated financial<br>statements of MHFG for the three months ended June 30, 2020, pursuant to Article 193-2, Paragraph 1 of the Financial Instruments and Exchange Act.

- 2 -

I.	Quarterly Consolidated Financial Statements

(1) Quarterly Consolidated Balance Sheet

		(Millions of yen)
		As of<br><br><br>March 31, 2020				As of<br><br><br>June 30, 2020
Assets
Cash and Due from Banks				41,069,745				39,575,631
Call Loans and Bills Purchased				584,686				557,396
Receivables under Resale Agreements				18,581,488				16,405,794
Guarantee Deposits Paid under Securities Borrowing Transactions				2,243,161				2,115,294
Other Debt Purchased				2,688,273				2,845,881
Trading Assets				13,248,734				14,888,607
Money Held in Trust				411,847				431,633
Securities		*2		34,907,234		*2		39,354,461
Loans and Bills Discounted		*1		83,468,185		*1		88,824,317
Foreign Exchange Assets				2,044,415				1,839,879
Derivatives other than for Trading Assets				1,944,060				1,390,369
Other Assets				5,206,121				4,222,697
Tangible Fixed Assets				1,103,622				1,099,406
Intangible Fixed Assets				636,139				626,563
Net Defined Benefit Asset				846,782				853,330
Deferred Tax Assets				32,493				24,751
Customers’ Liabilities for Acceptances and Guarantees				6,066,527				6,011,025
Reserves for Possible Losses on Loans				(424,446	)			(457,206	)
Total Assets				214,659,077				220,609,837

- 3 -

		(Millions of yen)
		As of<br><br><br>March 31, 2020				As of<br><br><br>June 30, 2020
Liabilities
Deposits				131,189,673				136,697,880
Negotiable Certificates of Deposit				13,282,561				13,558,843
Call Money and Bills Sold				2,263,076				1,963,757
Payables under Repurchase Agreements				17,971,098				18,045,730
Guarantee Deposits Received under Securities Lending Transactions				1,108,255				1,210,080
Commercial Paper				411,089				574,286
Trading Liabilities				9,604,890				9,286,120
Borrowed Money				5,209,947				7,643,540
Foreign Exchange Liabilities				509,405				460,435
Short-term Bonds				373,658				338,580
Bonds and Notes				8,906,432				8,923,840
Due to Trust Accounts				1,055,510				1,117,643
Derivatives other than for Trading Liabilities				1,619,151				1,271,638
Other Liabilities				6,111,195				4,494,786
Reserve for Bonus Payments				75,175				19,127
Reserve for Variable Compensation				2,559				3,350
Net Defined Benefit Liability				62,113				61,451
Reserve for Director and Corporate Auditor Retirement Benefits				944				623
Reserve for Possible Losses on Sales of Loans				637				231
Reserve for Contingencies				6,443				4,901
Reserve for Reimbursement of Deposits				27,851				26,387
Reserve for Reimbursement of Debentures				18,672				18,140
Reserves under Special Laws				2,509				2,506
Deferred Tax Liabilities				53,150				85,119
Deferred Tax Liabilities for Revaluation Reserve for Land				62,695				62,555
Acceptances and Guarantees				6,066,527				6,011,025
Total Liabilities				205,995,229				211,882,582
Net Assets
Common Stock and Preferred Stock				2,256,767				2,256,767
Capital Surplus				1,136,467				1,136,467
Retained Earnings				4,174,190				4,167,459
Treasury Stock				(6,414	)			(6,072	)
Total Shareholders’ Equity				7,561,010				7,554,621
Net Unrealized Gains (Losses) on Other Securities				823,085				956,353
Deferred Gains or Losses on Hedges				72,081				62,704
Revaluation Reserve for Land				136,655				137,834
Foreign Currency Translation Adjustments				(133,178	)			(179,847	)
Remeasurements of Defined Benefit Plans				94,317				89,949
Total Accumulated Other Comprehensive Income				992,960				1,066,993
Stock Acquisition Rights				213				134
Non-controlling Interests				109,662				105,505
Total Net Assets				8,663,847				8,727,255
Total Liabilities and Net Assets				214,659,077				220,609,837

- 4 -

(2) Quarterly Consolidated Statement of Income and

Quarterly Consolidated Statement of Comprehensive Income

Quarterly Consolidated Statement of Income

		(Millions of yen)
		For the three months ended<br><br><br>June 30, 2019				For the three months ended<br><br><br>June 30, 2020
Ordinary Income				988,825				835,835
Interest Income				528,821				366,276
Interest on Loans and Bills Discounted				327,955				262,715
Interest and Dividends on Securities				58,672				59,632
Fiduciary Income				14,017				13,333
Fee and Commission Income				176,539				196,531
Trading Income				90,449				139,198
Other Operating Income				122,732				87,768
Other Ordinary Income		*1		56,266		*1		32,726
Ordinary Expenses				768,975				660,414
Interest Expenses				348,850				151,175
Interest on Deposits				135,667				55,515
Fee and Commission Expenses				42,064				39,728
Trading Expenses				221				1,390
Other Operating Expenses				19,687				41,257
General and Administrative Expenses				328,430				340,468
Other Ordinary Expenses		*2		29,722		*2		86,394
Ordinary Profits				219,849				175,421
Extraordinary Gains		*3		910		*3		2,834
Extraordinary Losses		*4		3,384		*4		2,164
Income before Income Taxes				217,375				176,092
Income Taxes:
Current				54,908				48,588
Deferred				(3,635	)			4,955
Total Income Taxes				51,273				53,544
Profit				166,102				122,547
Profit Attributable to Non-controlling Interests				3,663				172
Profit Attributable to Owners of Parent				162,438				122,375

- 5 -

Quarterly Consolidated Statement of Comprehensive Income

		(Millions of yen)
		For the three months ended<br><br><br>June 30, 2019			For the three months ended<br><br><br>June 30, 2020
Profit			166,102			122,547
Other Comprehensive Income			(71,780	)		70,078
Net Unrealized Gains (Losses) on Other Securities			(106,210	)		131,007
Deferred Gains or Losses on Hedges			56,455			(9,414	)
Foreign Currency Translation Adjustments			(11,401	)		(45,327	)
Remeasurements of Defined Benefit Plans			(10,478	)		(4,376	)
Share of Other Comprehensive Income of Associates Accounted for Using Equity Method			(145	)		(1,811	)
Comprehensive Income			94,321			192,626
(Breakdown)
Comprehensive Income Attributable to Owners of Parent			90,082			195,229
Comprehensive Income Attributable to Non-controlling<br>Interests			4,239			(2,602	)

- 6 -

Notes to Quarterly Consolidated Financial Statements

Changes in Accounting Policies

(Accounting Standard for Fair Value Measurement and Others)

MHFG has applied “Accounting Standard for Fair Value Measurement” (ASBJ Statement No.30 July 4, 2019) and others from the beginning of the first quarter ended June 30, 2020.

In accordance with Article 8 of “Accounting Standard for Fair Value Measurement”, the fair value adjustment method used to determine the fair value of derivatives is revised to maximize the use of relevant observable inputs estimated from derivatives and others traded in the market.

In accordance with Article 20 of “Accounting Standard for Fair Value Measurement”, 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, 2020.

As a result, Retained Earnings decreased by ¥32,639 million, Trading Assets decreased by ¥50,380 million, Derivatives other than for Trading Assets decreased by ¥6,379 million, Trading Liabilities decreased by ¥6,529 million, Derivatives other than for Trading Liabilities decreased by ¥3,184 million, Deferred Tax Assets increased by ¥14,405 million, and Net Assets per Share decreased by ¥1.28 as of April 1, 2020.

And in accordance with the transitional treatment set forth in Article 19 of “Accounting Standard for Fair Value Measurement” and Article 44-2 of “Accounting Standard for Financial Instruments” (ASBJ Statement No. 10, July 4, 2019), MHFG has applied a new accounting policy prescribed by “Accounting Standard for Fair Value Measurement” and others from the end of the first quarter.

As a result, in principle, while fair value of Japanese stocks was previously determined based on the average quoted market price over the month preceding the quarterly consolidated balance sheet date, from the end of the first quarter, fair value of Japanese stocks is determined based on the quoted market price as of the quarterly consolidated balance sheet date.

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, Executive Officer, and Specialist Officer 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 Specialist Officers of MHFG, Mizuho Bank, Ltd., Mizuho Trust & Banking Co., Ltd., and Mizuho Securities Co., Ltd. (the “Company Group”) 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 position in their respective company (“Stock Compensation I”) and the stock compensation program based on the performance evaluation of the Company Group (“Stock Compensation II”).

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

- 7 -

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.

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 June 30, 2020 was ¥3,248 million for 18,304 thousand shares (the carrying amount as of March 31, 2020 was ¥3,485 million for 19,636 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 in December 18, 2019, we have reflected the potential impact of the COVID-19 pandemic on Reserves for Possible Losses on Loans for some credit. More specifically, we have identified certain industries and certain obligors that are expected to be significantly impacted by the COVID-19 pandemic. For these identified industries and obligors we have updated the estimated expected loss amount by incorporating certain assumptions such as the future recovery periods and the forecasted GDP growth rate in Japan. The method of the above accounting estimates and the major assumptions applied to the relevant estimates adopted in Consolidated Financial Statements for the First Quarter of Fiscal 2020 have not changed from those of Consolidated Financial Statements for previous Fiscal 2019.

Share Consolidation

The Board of Directors of the MHFG resolved in a meeting held on May 15, 2020 to include the following share consolidation in the agenda for the 18th Ordinary General Meeting of Shareholders held on June 25, 2020 and the agenda gained the approval in the Ordinary General Meeting of Shareholders.

(1)	Purpose of the share consolidation

MHFG’s current share price is significantly below the desirable Trading Unit range of 50,000 yen to 500,000 yen designated by the Securities Listing Regulations of the Tokyo Stock Exchange.

In order to address this situation, we resolved to include the following share consolidation of common stock on the basis of one post-consolidation share per ten pre-consolidation shares in the agenda for the Ordinary General Meeting of Shareholders.

(2)	Details of the share consolidation
i.	Class of shares to be consolidated
---	---

Common Stock

ii.	Consolidation rate

One post-consolidation share per ten pre-consolidation shares based on the shares owned by the shareholders recorded in the shareholder register as of September 30, 2020.

- 8 -

iii.	Effective date

October 1, 2020

iv.	Total number of Authorized Shares

5,130,000,000 shares

To be changed on the effective date of the share consolidation pursuant to Article 182, Paragraph 2 of Japan’s Companies Act.

v.	Number of shares to be reduced by the consolidation (Number of shares to be reduced could be changed)<br>
Total number of issued shares before the consolidation as of June 30, 2020		25,392,498,945
---	---	---
Number of shares to be reduced by the consolidation		22,853,249,051
Total number of issued shares after the consolidation		2,539,249,894
(Note)	“Number of shares to be reduced by the consolidation” and “Total number of the issued shares<br>after the consolidation” are theoretical figures based on the total number of the issued shares before the consolidation and the consolidation rate.
---	---
(3)	Effect on per share information
---	---

Per share information would be as follows under the assumption that the share consolidation had taken place at the beginning of the fiscal year ended March 31, 2019.

		For the three months ended<br>June 30, 2019			For the three months ended<br>June 30, 2020
Profit per Share of Common Stock		¥	64.05		¥	48.25
Diluted Profit per Share of Common Stock		¥	64.04		¥	48.25

Application of tax-effect accounting to the Transition from the ConsolidatedTaxation System to the Group Aggregation System

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, 2020			As of June 30, 2020
Loans to Bankrupt Obligors			15,938			30,446
Non-Accrual Delinquent Loans			401,016			400,228
Loans Past Due for Three Months or More			1,468			3,459
Restructured Loans			256,429			311,804
Total			674,853			745,938

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, 2020			As of June 30, 2020
		1,548,136			1,521,648

Notes to Quarterly Consolidated Statement of Income

*1.	Other Ordinary Income includes the following:
		(Millions of yen)
---	---	---	---	---	---	---
		For the three months ended<br>June 30, 2019			For the three months ended<br>June 30, 2020
Gains on Sales of Stocks			40,336			22,219
*2.	Other Ordinary Expenses includes the following:
---	---
		(Millions of yen)
---	---	---	---	---	---	---
		For the three months ended<br>June 30, 2019			For the three months ended<br>June 30, 2020
Provision for Reserves for Possible Losses on Loans			—			34,178
Stock-related Derivatives Expenses			571			17,524
*3.	Extraordinary Gains includes the following:
---	---
		(Millions of yen)
---	---	---	---	---	---	---
		For the three months ended<br>June 30, 2019			For the three months ended<br>June 30, 2020
Gains on Disposition of Fixed Assets			909			2,830
*4.	Extraordinary Losses is as follows:
---	---
		(Millions of yen)
---	---	---	---	---	---	---
		For the three months ended<br>June 30, 2019			For the three months ended<br>June 30, 2020
Losses on Impairment of Fixed Assets			2,508			1,170
Losses on Disposition of Fixed Assets			876			993

- 10 -

Notes to Quarterly Consolidated Statement of Cash Flows

We have not prepared Consolidated Statement of Cash Flows for the three months ended June 30, 2020. Depreciation (including Amortization of Intangible Fixed Assets excluding Goodwill) and Amortization of Goodwill for the three months ended June 30, 2019 and 2020 are as follows:

		(Millions of yen)
		For the three months ended<br>June 30, 2019			For the three months ended<br>June 30, 2020
Depreciation			30,107			40,245
Amortization of Goodwill			1,019			937

Changes in Net Assets

For the three months ended June 30, 2019

1.	Cash dividends paid
Resolution	Type	Cash Dividends<br>(Millions of yen)		Cash Dividendsper Share<br>(Yen)		Record Date	Effective Date	Resource ofDividends
---	---	---	---	---	---	---	---	---
May 15, 2019	Common Stock		95,197		3.75	March 31, 2019	June 4, 2019	Retained<br> <br>Earnings
The Board of Directors
(Note)		Cash dividends based on the resolution of the Board of Directors held on May 15, 2019 include ¥70 million of cash dividends on treasury stock held by BBT trust account.
---	---	---

For the three months ended June 30, 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	Common Stock		95,208		3.75	March 31, 2020	June 8, 2020	Retained<br> <br>Earnings
The Board of Directors
(Note)		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.
---	---	---

- 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 three months ended June 30, 2019

		(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			151,584			105,142			102,472			137,712			12,690			15,696		525,296
General and administrative expenses (excluding<br>Non-Recurring Losses and others)			165,935			50,367			57,457			49,760			8,013			7,064		338,596
Equity in income from investments in affiliates			2,413			477			3,120			—			165			5,276		11,451
Amortization of goodwill and others			706			31			90			263			1,943			280		3,313
Others			—			—			—			—			—			(3,004	)	(3,004	)
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			(12,644	)		55,221			48,045			87,689			2,899			10,623		191,833
(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 ¥3,560 million, of which ¥1,677 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, 2020, reclassification was made on the above table to reflect the relevant change.

- 13 -

For the three months ended June 30, 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<br>losses related to ETFs and others			142,583			116,831			112,986			168,594			11,387			5,708			558,089
General and administrative expenses (excluding<br>Non-Recurring Losses and others)			161,280			53,099			60,979			52,749			7,879			4,657			340,643
Equity in income from investments in affiliates			1,715			1,481			2,802			—			9			(149	)		5,857
Amortization of goodwill and others			564			25			90			210			1,911			251			3,051
Others			—			—			—			—			—			—			—
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			(17,546	)		65,188			54,719			115,635			1,606			650			220,252
(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 ¥(11,469) million, of which ¥(12,827) 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 three months ended June 30, 2019 and 2020, are as follows:

		(Millions of yen)
		For the three months ended<br>June 30, 2019			For the three months ended<br>June 30, 2020
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			191,833			220,252
Credit Costs for Trust Accounts			—			—
General and Administrative Expenses (non-recurring<br>losses)			13,479			3,226
Expenses related to Portfolio Problems (including reversal of (provision for) general reserve for<br>losses on loans)			(5,299	)		(41,177	)
Gains on Reversal of Reserves for Possible Losses on Loans, and others			3,677			2,176
Net Gains (Losses) related to Stocks—Net Gains (Losses) related to ETFs and others			24,654			(1,500	)
Net Extraordinary Gains (Losses)			(2,474	)		670
Others			(8,495	)		(7,556	)
Income before Income Taxes recorded in Quarterly Consolidated Statement of Income			217,375			176,092

- 15 -

Securities

*	In addition to “Securities” on the quarterly consolidated balance sheet, Negotiable Certificates of<br>Deposit in “Cash and Due from Banks,” certain items in “Other Debt Purchased” and certain items in “Other Assets” are also included. Stocks and other securities without a market price and Investments in Partnerships are<br>excluded.
1.	Bonds Held to Maturity
---	---

As of March 31, 2020

			****				****				****
		(Millions of yen)
		Consolidated Balance SheetAmount				Fair Value				Difference
Japanese Government Bonds			479,936				493,293				13,356
Foreign Bonds			380,297				382,036				1,739
Total			860,233				875,329				15,096

As of June 30, 2020

			****				****				****
										(Millions of yen)
		Quarterly Consolidated<br>Balance SheetAmount				Fair Value				Difference
Japanese Government Bonds			479,941				492,415				12,473
Foreign Bonds			353,215				354,514				1,299
Total			833,157				846,929				13,772
(Note)	The fair value is based on market prices as of June 30, 2020 (March 31, 2020) and other data.<br>
---	---
2.	Other Securities
---	---

As of March 31, 2020

		(Millions of yen)
		Acquisition Cost			Consolidated Balance SheetAmount			Difference
Stocks			1,272,069			2,338,429			1,066,360
Bonds			15,756,613			15,702,512			(54,100	)
Japanese Government Bonds			12,645,956			12,601,934			(44,021	)
Japanese Local Government Bonds			272,412			272,567			155
Japanese Corporate Bonds			2,838,244			2,828,010			(10,233	)
Other			15,137,799			15,296,686			158,886
Foreign Bonds			12,501,259			12,702,213			200,954
Other Debt Purchased			199,850			201,089			1,239
Other			2,436,690			2,393,383			(43,307	)
Total			32,166,482			33,337,628			1,171,146

- 16 -

As of June 30, 2020

		(Millions of yen)
		Acquisition Cost			Quarterly Consolidated<br>Balance Sheet Amount			Difference
Stocks			1,269,810			2,544,225			1,274,414
Bonds			19,302,924			19,239,404			(63,520	)
Japanese Government Bonds			16,092,231			16,038,029			(54,202	)
Japanese Local Government Bonds			358,903			358,739			(164	)
Japanese Corporate Bonds			2,851,789			2,842,635			(9,154	)
Other			15,902,240			16,053,752			151,512
Foreign Bonds			12,890,579			13,070,920			180,340
Other Debt Purchased			363,343			364,625			1,281
Other			2,648,317			2,618,207			(30,110	)
Total			36,474,975			37,837,381			1,362,405
(Notes)	1.		Unrealized Gains (Losses) include ¥(5,191) million and ¥(1,261) million, which were recognized in the statements of income for the year ended March 31, 2020 and the three months ended June 30, 2020, respectively,<br>by applying the fair-value hedge method.
---	---	---	---
	2.		As for the quarterly consolidated balance sheet amount (consolidated balance sheet amount), in principle fair value of Japanese stocks with a quoted market price is determined based on the quoted market price as of June 30,<br>2020 (fair value of Japanese stocks with a quoted market price is determined based on the average quoted market price, or other reasonable value during the last month of the fiscal year ended March 31, 2020), and fair value of securities other<br>than Japanese stocks is determined at the quoted market price if available, or other reasonable value as of June 30, 2020 (March 31, 2020).
	3.		Certain Securities other than Trading Securities (excluding Stocks and other securities without a market price and Investments in Partnerships) are devalued to the fair value, and the difference between the acquisition cost and the<br>fair value is treated as the loss for the three months ended June 30, 2020 (the fiscal year ended March 31, 2020) (impairment (devaluation)), if the fair value (primarily the closing market price as of June 30, 2020 (March 31, 2020))<br>has significantly deteriorated compared with the acquisition cost (including amortized cost), and unless it is deemed that there is a possibility of a recovery in the fair value.
			The amount of impairment (devaluation) for the fiscal year ended March 31, 2020 was ¥41,655 million.
			The amount of impairment (devaluation) for the three months ended June 30, 2020 was ¥2,392 million.
			The criteria for determining whether a security’s fair value has “significantly deteriorated” are outlined as follows:
			•   Securities whose fair value is 50% or less of the acquisition<br>cost
			•   Securities whose fair value exceeds 50% but is 70% or less of the<br>acquisition cost and the quoted market price maintains a certain level or lower
	4.		Floating-rate Japanese Government Bonds
			Fair values of Floating-rate Japanese Government Bonds, according to our determination that current market prices may not reflect the fair value, are based on the reasonably calculated prices as book value on the quarterly<br>consolidated balance sheet (consolidated balance sheet).
			In deriving the reasonably calculated prices, we used the Discounted Cash Flow method as well as other methods. The price decision variables include the yield of 10-year Japanese Government<br>Bonds and the volatilities of interest rate swap options for 10-year Japanese Government Bonds as underlying assets.
	5.		In accordance with Article 27 of “ Implementation Guidance on Accounting Standard for Fair Value Measurement “ (ASBJ Guidance No. 31 July 4, 2019), Investments in Partnerships are not included in market value<br>disclosure. Quarterly Consolidated Balance Sheet Amount (consolidated balance sheet amount) of Investments in Partnerships was ¥236,974 million and ¥241,569 million, which were recognized for the year ended March 31, 2020 and<br>the three months ended June 30, 2020, respectively.

- 17 -

Money Held in Trust

1.	Money Held in Trust Held to Maturity

There was no Money Held in Trust held to maturity.

2.	Other in Money Held in Trust (other than for investment purposes and held to maturity purposes)<br>
As of March 31, 2020
---	---	---	---	---	---	---	---	---	---
		(Millions of yen)
		Acquisition Cost			Consolidated Balance Sheet<br>Amount			Difference
Other in Money Held in Trust			7,125			7,125			—
As of June 30, 2020
		(Millions of yen)
		Acquisition Cost			Quarterly Consolidated<br>Balance Sheet Amount			Difference
Other in Money Held in Trust			7,738			7,738			—

- 18 -

Derivatives Information

(1)	Interest Rate-Related Transactions

As of March 31, 2020

(Millions of yen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Listed		Futures			11,416,943			4,201			4,201
		Options			1,176,981			1,060			585
Over-the-Counter		FRAs			82,572,716			2,560			2,560
		Swaps			997,220,626			550,524			550,524
		Options			25,212,409			(62,776	)		(62,776	)
Inter-Company or Internal Transactions		Swaps			18,132,262			(141,481	)		(141,481	)
Total					—			354,090			353,615
(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 Audit Committee Report<br>No. 24, February 13, 2002) and others are excluded from the above table.

As of June 30, 2020

(Millions of yen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Listed		Futures			9,167,789			2,836			2,836
		Options			1,023,183			(31	)		(340	)
Over-the-Counter		FRAs			85,125,550			581			581
		Swaps			972,848,818			513,639			513,639
		Options			26,121,021			(61,890	)		(61,890	)
Inter-Company or Internal Transactions		Swaps			18,839,480			(145,941	)		(145,941	)
Total					—			309,193			308,884
(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 Audit Committee Report<br>No. 24, February 13, 2002) and others are excluded from the above table.

- 19 -

(2)	Currency-Related Transactions

As of March 31, 2020

(Millions of yen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Listed		Futures			61,986			—			—
Over-the-Counter		Swaps			57,638,817			1,219			(68,637	)
		Forwards			113,118,971			43,511			43,511
		Options			9,950,388			(15,886	)		(23,562	)
Inter-Company or Internal Transactions		Swaps			2,858,190			(151,891	)		8,698
		Forwards			7,127			19			19
Total					—			(123,027	)		(39,970	)
(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 Audit Committee Report No. 25, July 29, 2002) 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 June 30, 2020

(Millions of yen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Listed		Futures			45,235			—			—
Over-the-Counter		Swaps			59,289,678			11,514			(68,135	)
		Forwards			99,917,154			(23,378	)		(23,378	)
		Options			8,301,290			(14,635	)		(25,367	)
Inter-Company or Internal Transactions		Swaps			2,766,837			(135,280	)		14,294
		Forwards			6,895			165			165
Total					—			(161,614	)		(102,422	)
(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 Audit Committee Report No. 25, July 29, 2002) 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.

- 20 -

(3)	Stock-Related Transactions

As of March 31, 2020

(Millions of yen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Listed		Index Futures			676,867			7,602			7,602
		Index Futures Options			4,077,182			(8,285	)		(8,989	)
Over-the-Counter		Equity Linked Swaps			471,137			91,888			91,888
		Options			701,160			6,585			6,585
		Other			443,060			28,676			28,676
Total					—			126,467			125,764
(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 are excluded from the above table.

As of June 30, 2020

(Millions of yen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Listed		Index Futures			895,024			2,719			2,719
		Index Futures Options			4,714,533			(14,538	)		(8,333	)
Over-the-Counter		Equity Linked Swaps			634,758			68,682			68,682
		Options			623,025			11,685			11,685
		Other			738,860			138,503			138,503
Total					—			207,052			213,258
(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 are excluded from the above table.
(4)	Bond-Related Transactions
---	---

As of March 31, 2020

(Millions ofyen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Listed		Futures			1,249,813			(4,671	)		(4,671	)
		Futures Options			—			—			—
Over-the-Counter		Options			1,156,604			2,400			2,245
		Other			15,585			422			422
Total					—			(1,848	)		(2,003	)
(Note)	The above transactions are marked to market, and changes in unrealized gains (losses) are included in the consolidated statement of income.
---	---

As of June 30, 2020

(Millions ofyen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Listed		Futures			645,188			353			353
		Futures Options			111,145			80			16
Over-the-Counter		Options			963,963			2,593			2,333
		Other			36,356			33			33
Total					—			3,060			2,736
(Note)	The above transactions are marked to market, and changes in unrealized gains (losses) are included in the quarterly consolidated statement of income.
---	---

- 21 -

(5)	Commodity-Related Transactions

As of March 31, 2020

(Millions of yen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Listed		Futures			37,643			(2,696	)		(2,696	)
Over-the-Counter		Options			334,342			5,320			5,320
Total					—			2,623			2,623
(Notes)	1.		The above transactions are marked to market, and changes in unrealized gains (losses) are included in the consolidated statement of income.
---	---	---	---
	2.		Commodities include oil, copper, aluminum and others.

As of June 30, 2020

(Millions of yen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Listed		Futures			40,250			(1,416	)		(1,416	)
Over-the-Counter		Options			320,364			4,624			4,624
Total					—			3,208			3,208
(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.		Commodities include oil, copper, aluminum and others.
(6)	Credit Derivative Transactions
---	---

As of March 31, 2020

(Millions ofyen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Over-the-Counter		Credit Derivatives			4,838,216			9,096			9,096
Total					—			9,096			9,096
(Note)	The above transactions are marked to market, and changes in unrealized gains (losses) are included in the consolidated statement of income.
---	---

As of June 30, 2020

(Millions ofyen)
Classification		Type		Contract Value			Fair Value			Unrealized<br>Gains (Losses)
Over-the-Counter		Credit Derivatives			6,343,806			(13,455	)		(13,455	)
Total					—			(13,455	)		(13,455	)
(Note)	The above transactions are marked to market, and changes in unrealized gains (losses) are included in the quarterly consolidated statement of income.
---	---

- 22 -

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 three months ended<br>June 30, 2019			For the three months ended<br>June 30, 2020
(1)   Net Income per Share of Common Stock		Yen			6.40			4.82
(The basis used for calculating Net Income per Share of Common Stock)
Profit Attributable to Owners of Parent		Millions of yen			162,438			122,375
Amount not attributable to Common Stock		Millions of yen			—			—
Profit Attributable to Owners of Parent related to Common Stock		Millions of yen			162,438			122,375
Average Outstanding Shares of Common Stock (during the period)		Thousands of shares			25,360,510			25,360,835
(2)   Diluted Net Income per Share of Common Stock		Yen			6.40			4.82
(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			2,504			995
Stock Acquisition Rights		Thousands of shares			2,504			995
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					—			—
(Note)		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 three months ended June 30, 2019, was<br>18,662 thousand and the average number of such Treasury Stock shares deducted during the three months ended June 30, 2020, was 19,051 thousand.
---	---	---

- 23 -

II.	Others

At the meeting of the Board of Directors held on May 15, 2020, the year-end cash dividends for the 18th term were resolved as follows:

Total amount of year-end cash dividends		¥95,208 million
Year-end cash dividends per share
Common Stock		¥3.75
Effective date and starting date of dividend payments		June 8, 2020

- 24 -