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 2011
Commission File Number 001-33098
Mizuho Financial Group, Inc.
(Translation of registrant’s name into English)
5-1, Marunouchi 2-chome
Chiyoda-ku, Tokyo 100-8333
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 x 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 x
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):82- .
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 29, 2011 | ||
| Mizuho Financial Group, Inc. | ||
| By: | /s/ Takeo Nakano | |
| Name: | Takeo Nakano | |
| Title: | Managing Director / CFO | |
August 29, 2011
To whom it may concern:
| Company Name: | Mizuho Financial Group, Inc. | |||||
| Representative: | Yasuhiro Sato | |||||
| President & CEO | ||||||
| Head Office: | 2-5-1Marunouchi | |||||
| Chiyoda-ku, Tokyo | ||||||
| Code Number: | 8411 (TSE 1st Sec., OSE 1st Sec.) |
Adjustment of Conversion Price and Floor Price of Conversion Price of
Eleventh Series Class XI Preferred Stock
Mizuho Financial Group, Inc. hereby announces that the Conversion Price and Floor Price of the Conversion Price of Eleventh Series Class XI Preferred Stock have been adjusted as follows, pursuant to the adjustment method of Conversion Price prescribed by the terms and conditions of the Preferred Stock, due to the issuance of our common stock by way of Third-Party Allotment on August 29, 2011.
| 1. | Conversion Price after Adjustment: |
282. 90 yen | ||||||||
| (Conversion Price before Adjustment: |
284. 90 yen | ) | ||||||||
| 2. | Floor Price of the Conversion Price after Adjustment: |
282. 90 yen | ||||||||
| (Floor Price of the Conversion Price before Adjustment: |
284. 90 yen | ) | ||||||||
| 3. | Effective date: From August 30, 2011 |
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Reference
| • | Number of Eleventh Series Class XI Preferred Stock outstanding: 384,510,800 shares |
(as of July 31, 2011, excluding treasury stock)
| Contact: | Mizuho Financial Group, Inc. Corporate Communications, Public Relations Office Tel: 81-3-5224-2026 |
This document is prepared in order to announce specific facts relating to Adjustment of Conversion Price and Floor Price of the Conversion Price of Eleventh Series Class XI Preferred Stock and does not constitute an offer for sale or solicitation for investment or other similar activity in or outside of Japan.