瑞穗金融 2025年年度报告和过渡报告

(Mark One) OR ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR OR Commission file number001-33098 Kabushiki Kaisha Mizuho Financial Group(Exact name of Registrant as specified in its charter) Mizuho Financial Group, Inc.(Translation of Registrant’s name into English) Japan(Jurisdiction of incorporation or organization) 1-5-5OtemachiChiyoda-ku, Tokyo100-8176Japan(Address of principal executive offices) Hikaru Osuga,+81-3-5224-1111,+81-3-5224-1059,address is same as above(Name, Telephone, Facsimile number and Address of Company Contact Person) Securities registered or to be registered pursuant to Section12(b) of the Act. Trading SymbolsMFG Title of each classAmerican depositary shares, each of which representstwo shares of common stockCommon Stock, without par value* Securities registered or to be registered pursuant to Section12(g) of the Act. Securities for which there is a reporting obligation pursuant to Section15(d) of the Act: Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report. At March31, 2025, the following shares of capital stock were issued:2,513,757,794shares of common stock (including 911,164 shares of common stock held by the registrant as treasury stock). Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter periodthat the registrant was required to file such reports), and (2)has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of RegulationS-T(§232.405 of this chapter) during thepreceding 12 months (or for such shorter period that the registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, anon-acceleratedfiler, or an emerging growth company. See definition of “large accelerated filer, “accelerated filer,”and “emerging growth company” in Rule12b-2of the Exchange Act. Accelerated filer☐Non-acceleratedfiler☐Emerginggrowthcompany☐ If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards† provided pursuant to Section13(a) of the Exchange Act.☐ †The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April5, 2012. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section404(b) of theSarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☒ If securities are registered pursuant to Section12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issuedfinancial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during therelevant recovery period pursuant to§240.10D-1(b).☐Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:U.S. GAAP☒InternationalFinancialReportingStandardsasissued by the International Accounting Standards Board☐Other☐If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.Item17☐Item18☐If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2of the Exchange Act).Yes☐No☒(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securitiesunder a plan confirmed by a court.Yes☐No☐*Not for trading, but only in connection with the registration and listing of the ADSs. MIZUHO FINANCIAL GROUP, INC.ANNUAL REPORT ON FORM20-FTable of Contents Presentation of Financial and Other InformationForward-Looking StatementsITEM 1.Identity of Directors, Se