MITSUBISHI UFJ FINANCIAL GROUP INC

During the fiscal year ended March 31, 2026, we engaged in transactions to ensure adequate capital base and structure, while pursuing strategies to improve our capital management and seek opportunities to grow our business. Japan faces some challenges such as a declining birth rate, an aging society and a shrinking population, while low growth has become normalized throughout the world. The environment we operate in has been affected by issues including significant inflationary price trends, instability in the financial system, geopolitical conflicts, changes in economic, monetary and trade policies adopted in major markets, evolving views on environmental and social issues, and advances in digital technologies that enable the entry of new competitors in the financial sector. These developments are changing the business environment in significant ways and with unprecedented speed. MUFG seeks to meet these changes with clear visions and to make the most of these challenges as opportunities for growth. Under our medium-term business plan for the three years ending in the fiscal year ending March 31, 2027, we aim to leverage our extensive network and diverse solutions to provide value to our stakeholders around the world.

Implementation of Share Repurchase Programs and Cancellation of Treasury Shares

During November 2025 through February 2026, we repurchased 94,456,300 shares of our common stock for ¥249,999,908,452 under a share repurchase program that was adopted in November 2025. Under the program, we were authorized by the Board of Directors to repurchase up to the lesser of 130,000,000 shares of our common stock and ¥250.0 billion between November 17, 2025 and February 27, 2026. In addition, we canceled 200,000,000 shares of our common stock held in treasury on November 28, 2025.

During May and June 2026, we repurchased 31,967,100 shares of our common stock for ¥99,999,771,608 under a share repurchase program that was adopted in May 2026. Under the program, we were authorized by the Board of Directors to repurchase up to the lesser of 45,000,000 shares of our common stock and ¥100.0 billion from May 18, 2026 to June 30, 2026. Based on information derived from Japanese GAAP-based financial data and used to calculate our capital ratios under applicable Japanese regulations, we estimate that, based on our repurchase of ¥100.0 billion of our common stock pursuant to this program, each of our Common Equity Tier 1 capital ratio, Tier 1 capital ratio and total capital ratio as of March 31, 2026 would decline by approximately 0.1 percentage points.

We intend to agilely engage in repurchases of shares of our own stock as a means to return profits to shareholders and improve capital efficiency, taking into account our business performance and capital position, opportunities for growth investments, and market conditions including stock prices. As a general policy, we intend to cancel treasury shares to the extent that such shares exceed approximately 5% of our total issued shares (including treasury shares).

Issuances and Redemption of TLAC Eligible Senior Debt

During the fiscal year ended March 31, 2026, we obtained $9.0 billion, or ¥1,438.9 billion, €1.7 billion, or ¥302.6 billion, and ¥40.0 billion, aggregate principal amount of External TLAC eligible senior debt financing in the form of securities issuance. During the same period, we redeemed ¥75.5 billion, $1.3 billion, or ¥207.8 billion, aggregate principal amount of External TLAC eligible senior debt.

In April 2026, we issued $5.5 billion, or ¥879.3 billion, and €0.5 billion, or ¥91.7 billion, aggregate principal amount of External TLAC eligible senior debt in the form of securities issuance. In June 2026, we redeemed €0.5 billion, or ¥91.7 billion, aggregate principal amount of External TLAC eligible senior debt.

As of March 31, 2026, our External TLAC ratios were 23.25% on a risk-weighted assets basis and 9.06% on a total exposure basis. As of the same date, we were required to maintain External TLAC ratios of at least 18% on a risk-weighted assets basis and 7.10% on a total exposure basis. See “—B. Liquidity and Capital Resources—Capital Adequacy” below and “Item 4.B. Information on the Company—Business Overview—Supervision and Regulation—Japan—Total loss-absorbing capacity.”

Issuances and Redemption of Basel III-Compliant Subordinated Debt

During the fiscal year ended March 31, 2026, we obtained $1.0 billion, or ¥159.9 billion, and ¥350.0 billion, aggregate principal amount of perpetual subordinated Additional Tier 1 debt financing in the form of securities issuance and borrowings. During the same period, we redeemed or repaid ¥181.0 billion aggregate principal amount of perpetual subordinated Additional Tier 1 debt. In April 2026, we issued ¥350.0 billion aggregate principal amount of perpetual subordinated Additional Tier 1 debt in the form of securities issuance. These securities and borrowings are subject to our discretion to cease interest payments and a write-down of the principal upon the occurrence of certain events, including when our Common Equity Tier 1 capital ratio declines below 5.125% (but, following any such write-down, the principal may be reinstated if the ratio improves and to the extent permitted by the Japanese banking regulator), when we are deemed to have reached the point of non-viability (“PONV”) or when we become subject to bankruptcy proceedings.

During the fiscal year ended March 31, 2026, we obtained ¥172.0 billion aggregate principal amount of subordinated term Tier 2 debt financing in the form of securities issuance in Japan. During the same period, we redeemed or repaid ¥176.0 billion aggregate principal amount of subordinated term Tier 2 debt. In April and June 2026, we redeemed ¥55.0 billion aggregate principal amount of subordinated term Tier 2 debt. We can be exempted from the obligation to pay principal of and interest on the securities or the borrowings, as applicable, when we are deemed to have reached the PONV.

According to the FSA’s approach, PONV will be deemed to have been reached when the Prime Minister of Japan, following deliberation by Japan’s Financial Response Crisis Council pursuant to the Deposit Insurance Act of Japan (“DIA”), confirms that Specified Item 2 Measures need to be applied to MUFG under circumstances where its liabilities exceed or are likely to exceed its assets, or it has suspended or is likely to suspend payment of its obligations.

Investment in Shares of JACCS through a Third-Party Allotment

In September 2025, MUFG Bank acquired 9,980,831 newly issued shares of common stock of JACCS Co., Ltd., an equity-method investeeof MUFG Bank, through a third-party allotment transaction for approximately ¥39.0 billion. Additionally, through transfers of the JACCS shares previously held by Mitsubishi UFJ NICOS and Mitsubishi UFJ Trust and Banking, MUFG Bank's ownership ratio further increased to 39.43%. Following these transactions, JACCS remains an equity-method investeeof MUFG Bank.

Acquisition of Zenhoren

On April 10, 2025, Mitsubishi UFJ NICOS acquired 13,026,468 shares, representing 50.02% of the shares, of Zenhoren Co., Ltd., a rent guarantee company, for ¥13.0 billion through a tender offer conducted from February 17, 2025 through April 3, 2025. This transaction was part of the capital and business alliance agreement entered into among Mitsubishi UFJ NICOS, MUFG Bank and Zenhoren in February 2025. Mitsubishi UFJ NICOS has also agreed with Mitsubishi UFJ Factors Ltd., a wholly owned subsidiary of MUFG Bank, that Mitsubishi UFJ Factors would exercise the voting rights on the 384,615 shares, representing 1.48% of the shares, of Zenhoren it holds in accordance with the intentions of Mitsubishi UFJ NICOS. Consequently, on April 16, 2025, Zenhoren became a consolidated subsidiary of Mitsubishi UFJ NICOS.

Investment in Shriram Finance Ltd. through a Preferential Allotment of Shares

On April 8, 2026, MUFG Bank acquired 20.00%, on a fully diluted basis, of the shares of Shriram Finance, a non-banking financial company (NBFC) in India, for approximately ¥713.3 billion, including the purchase consideration for the shares and acquisition-related costs, through a preferential allotment of newly issued shares. Upon completion of this investment, Shriram Finance became an equity method affiliate of both MUFG and MUFG Bank. This investment represents an important step that underscores our long-term commitment to the Indian market and is expected to contribute to India's sustainable economic growth and the advancement of financial inclusion. For more information, see Note 33 to our consolidated financial statements.