UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K/A
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of September 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NO. 333-233354) AND TO BE A PART OF SUCH PROSPECTUS FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.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: | September 29, 2020 | |
| Mizuho Financial Group, Inc. | ||
| By: | /s/ Makoto Umemiya | |
| Name: | Makoto Umemiya | |
| Title: | Senior Managing Executive Officer / Group CFO | |
September 29, 2020
To whom it may concern:
Mizuho Financial Group, Inc.
Amendment Report for Extraordinary Report
1. Reason for filing Amendment Report for Extraordinary Report
On June 30, 2020, Mizuho Financial Group filed an extraordinary report concerning the results of the exercise of voting rights at the Ordinary General Meeting of Shareholders pursuant to the provisions of Article 24-5, Paragraph 4 of the Financial Instruments and Exchange Act of Japan and Article 19, Paragraph 2, Item 9-2 of the Cabinet Office Ordinance on Disclosure of Corporate Affairs of Japan. However, in order to make partial amendments, this amendment report for such extraordinary report is filed pursuant to the provisions of Article 24-5, Paragraph 5 of the Financial Instruments and Exchange Act of Japan.
2. Amended matters
2. Description of report
| (3) | Number of voting rights for approval, disapproval and abstentions in the matters to be resolved, and the approval requirements and voting results thereof |
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3. Amendments
Amendments have been underlined.
Before amendment
| (3) | Number of voting rights for approval, disapproval and abstentions in the matters to be resolved, and the approval requirements and voting results thereof |
Matters to be resolved | Number of approvals (units) | Number of disapprovals (units) | Number of abstentions (units) | Approval rate (%) | Voting result | |||||||||||||||
Proposal 1 | ||||||||||||||||||||
Tatsufumi Sakai | 169,844,360 | 2,458,752 | 292,895 | 98 | Adopted | |||||||||||||||
Satoshi Ishii | 169,217,905 | 2,905,989 | 472,112 | 97 | Adopted | |||||||||||||||
Motonori Wakabayashi | 169,333,648 | 2,790,246 | 472,112 | 97 | Adopted | |||||||||||||||
Makoto Umemiya | 169,252,872 | 2,871,021 | 472,112 | 97 | Adopted | |||||||||||||||
Hiroaki Ehara | 169,331,661 | 2,792,178 | 472,166 | 97 | Adopted | |||||||||||||||
Yasuhiro Sato | 168,271,223 | 4,031,887 | 292,895 | 97 | Adopted | |||||||||||||||
Hisaaki Hirama | 162,862,435 | 9,261,404 | 472,152 | 94 | Adopted | |||||||||||||||
Tetsuo Seki | 149,347,355 | 23,025,441 | 223,195 | 86 | Adopted | |||||||||||||||
Tatsuo Kainaka | 167,482,522 | 5,069,505 | 43,972 | 96 | Adopted | |||||||||||||||
Yoshimitsu Kobayashi | 171,153,790 | 1,398,236 | 43,984 | 98 | Adopted | |||||||||||||||
Ryoji Sato | 171,389,368 | 1,162,669 | 43,972 | 98 | Adopted | |||||||||||||||
Masami Yamamoto | 151,742,805 | 20,629,994 | 223,191 | 87 | Adopted | |||||||||||||||
Izumi Kobayashi | 171,099,894 | 1,452,134 | 43,979 | 98 | Adopted | |||||||||||||||
Proposal 2 | 171,320,835 | 1,250,083 | 44,079 | 98 | Adopted | |||||||||||||||
Proposal 3 | 171,484,437 | 1,092,436 | 44,091 | 99 | Adopted | |||||||||||||||
Proposal 4 | 170,858,704 | 1,690,684 | 44,103 | 98 | Adopted | |||||||||||||||
Proposal 5 | 59,570,093 | 112,965,215 | 88,251 | 34 | Rejected | |||||||||||||||
Proposal 6 | 54,535,648 | 118,044,663 | 44,543 | 31 | Rejected | |||||||||||||||
Proposal 7 | 10,383,266 | 161,976,099 | 263,894 | 5 | Rejected | |||||||||||||||
Proposal 8 | 10,283,123 | 162,077,110 | 263,919 | 5 | Rejected | |||||||||||||||
Proposal 9 | 10,034,416 | 162,453,027 | 135,004 | 5 | Rejected | |||||||||||||||
| Note: | Approval requirements for the adoption of each proposal are as follows: | |
• Approval of a majority of the voting rights held by the shareholders present at the meeting who hold in aggregate not less than one-third (1/3) of the voting rights of the shareholders entitled to exercise their voting rights, is required for the adoption of proposal 1. | ||
• ·Approval of not less than two-thirds (2/3) of the voting rights held by the shareholders present at the meeting who hold in aggregate not less than one-third (1/3) of the voting rights of the shareholders entitled to exercise their voting rights, is required for the adoption of proposals 2 through 9. |
2
After amendment
| (3) | Number of voting rights for approval, disapproval and abstentions in the matters to be resolved, and the approval requirements and voting results thereof |
Matters to be resolved | Number of approvals (units) | Number of disapprovals (units) | Number of abstentions (units) | Approval rate (%) | Voting result | |||||||||||||||
Proposal 1 | ||||||||||||||||||||
Tatsufumi Sakai | 170,126,441 | 2,462,040 | 292,895 | 98 | Adopted | |||||||||||||||
Satoshi Ishii | 169,500,008 | 2,909,255 | 472,112 | 97 | Adopted | |||||||||||||||
Motonori Wakabayashi | 169,615,781 | 2,793,482 | 472,112 | 97 | Adopted | |||||||||||||||
Makoto Umemiya | 169,534,993 | 2,874,269 | 472,112 | 97 | Adopted | |||||||||||||||
Hiroaki Ehara | 169,613,764 | 2,795,444 | 472,166 | 97 | Adopted | |||||||||||||||
Yasuhiro Sato | 168,552,775 | 4,035,704 | 292,895 | 97 | Adopted | |||||||||||||||
Hisaaki Hirama | 163,144,556 | 9,264,652 | 472,152 | 94 | Adopted | |||||||||||||||
Tetsuo Seki | 149,627,118 | 23,031,047 | 223,195 | 86 | Adopted | |||||||||||||||
Tatsuo Kainaka | 167,762,111 | 5,075,285 | 43,972 | 96 | Adopted | |||||||||||||||
Yoshimitsu Kobayashi | 171,435,627 | 1,401,768 | 43,984 | 98 | Adopted | |||||||||||||||
Ryoji Sato | 171,671,228 | 1,166,178 | 43,972 | 98 | Adopted | |||||||||||||||
Masami Yamamoto | 152,024,811 | 20,633,357 | 223,191 | 87 | Adopted | |||||||||||||||
Izumi Kobayashi | 171,381,782 | 1,455,615 | 43,979 | 98 | Adopted | |||||||||||||||
Proposal 2 | 171,597,620 | 1,258,636 | 44,079 | 98 | Adopted | |||||||||||||||
Proposal 3 | 171,764,114 | 1,098,128 | 44,091 | 98 | Adopted | |||||||||||||||
Proposal 4 | 171,137,205 | 1,697,492 | 44,103 | 98 | Adopted | |||||||||||||||
Proposal 5 | 59,613,362 | 113,207,358 | 88,251 | 34 | Rejected | |||||||||||||||
Proposal 6 | 54,578,286 | 118,287,457 | 44,543 | 31 | Rejected | |||||||||||||||
Proposal 7 | 10,430,464 | 162,214,364 | 263,894 | 6 | Rejected | |||||||||||||||
Proposal 8 | 10,330,079 | 162,315,617 | 263,919 | 5 | Rejected | |||||||||||||||
Proposal 9 | 10,077,909 | 162,694,955 | 135,004 | 5 | Rejected | |||||||||||||||
| Note: | Approval requirements for the adoption of each proposal are as follows: | |
• Approval of a majority of the voting rights held by the shareholders present at the meeting who hold in aggregate not less than one-third (1/3) of the voting rights of the shareholders entitled to exercise their voting rights, is required for the adoption of proposal 1. | ||
• Approval of not less than two-thirds (2/3) of the voting rights held by the shareholders present at the meeting who hold in aggregate not less than one-third (1/3) of the voting rights of the shareholders entitled to exercise their voting rights, is required for the adoption of proposals 2 through 9. |
-End-
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