SCHEDULE: Mizuho Discloses 9% Stake in Nabors Energy Transition Corp. II

Sentiment:

Beneficial Ownership Disclosure


Mizuho Financial Group, Inc. has disclosed a 9.0% beneficial ownership stake in Nabors Energy Transition Corp. II through a Schedule 13G filing.

Summary

  • Mizuho Financial Group, Inc. (Mizuho) has filed a Schedule 13G, indicating beneficial ownership of common shares in Nabors Energy Transition Corp. II.
  • Mizuho beneficially owns 1,235,200 Common Shares of Nabors Energy Transition Corp. II.
  • This ownership represents 9.0% of the class of securities.
  • Mizuho holds sole voting power and sole dispositive power over all 1,235,200 shares.
  • The filing date is November 13, 2025, with the event requiring the filing occurring on September 30, 2025.
  • Mizuho Financial Group, Inc., Mizuho Bank, Ltd., and Mizuho Americas LLC are deemed indirect beneficial owners through their wholly-owned subsidiary, Mizuho Securities USA LLC.
  • The filing was made under Rule 13d-1(b) as a Parent Holding Company.
  • Mizuho certified that the securities were acquired and are held in the ordinary course of business and not for the purpose or effect of changing or influencing control of the issuer.

Sentiment

Score: 5

Explanation: The filing is a routine regulatory disclosure of beneficial ownership and does not contain information that would inherently indicate positive or negative sentiment regarding the company's performance or outlook.

Positives

  • Demonstrates compliance with SEC regulations regarding disclosure of significant ownership stakes.
  • Indicates Mizuho Financial Group's continued investment activity in the U.S. market.

Negatives

  • No negative financial or operational information regarding Nabors Energy Transition Corp. II or Mizuho Financial Group is disclosed in this compliance filing.

Risks

  • The undersigned entities (Mizuho Financial Group, Mizuho Bank, Mizuho Americas LLC, and Mizuho Securities USA LLC) retain full responsibility and liability for compliance with Section 13 of the Exchange Act, as the appointed attorney-in-fact does not assume these obligations.

Future Outlook

The Limited Power of Attorney granted for filing purposes will remain in effect until Mizuho Financial Group, Inc. and its subsidiaries are no longer required to file Forms 13G with respect to their holdings and transactions in securities, unless earlier revoked.

Management Comments

  • The securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities.
  • The foreign regulatory scheme applicable to Parent Holding Company is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s).

Industry Context

This filing represents a routine disclosure by a major global financial institution, Mizuho Financial Group, of a significant passive investment in a U.S. energy transition company. Such disclosures are standard practice for institutional investors exceeding certain ownership thresholds, reflecting ongoing portfolio management and compliance with regulatory requirements.

Comparison to Industry Standards

  • This is a standard Schedule 13G filing, a routine regulatory disclosure for institutional investors holding more than 5% of a company's stock without intent to influence control. It aligns with typical compliance practices for large financial entities like JPMorgan Chase, Bank of America, or other global banks that regularly report passive stakes in various public companies.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Delegation of AuthorityMizuho Financial Group, Inc. granted a Limited Power of Attorney to Takahiro Katsura, Managing Director, Head of Global Branches & Subsidiaries Coordination Office, Global Corporate Function Coordination Department, to execute and file Form 13G and related documents on its behalf.11/13/2025Streamlines the process for regulatory compliance filings by centralizing authority for SEC disclosures.
Delegation of AuthorityMizuho Bank, Ltd., Mizuho Americas LLC, and Mizuho Securities USA LLC also granted a Limited Power of Attorney to Takahiro Katsura for similar purposes related to their collective holdings.11/13/2025Ensures consistent and efficient regulatory compliance across Mizuho's key subsidiaries for SEC filings.

Stakeholder Impact

  • Shareholders of Nabors Energy Transition Corp. II: Provides transparency regarding a significant institutional investor's stake, confirming a large holder without intent to influence control.
  • Regulatory Authorities (SEC): Facilitates compliance with Section 13(d) and 13(g) of the Exchange Act, ensuring market transparency.

Next Steps

  • Mizuho Financial Group and its subsidiaries will continue to file Forms 13G as required by the Exchange Act for their holdings in securities.
  • The Limited Power of Attorney will remain in effect until filing requirements cease or it is explicitly revoked.

Key Dates

DateDescription
09/30/2025Date of event requiring the filing of the Schedule 13G statement.
11/13/2025Date of execution of the Power of Attorney and filing date of the Schedule 13G.

Keywords

Mizuho Financial Group, Nabors Energy Transition Corp. II, Schedule 13G, Beneficial Ownership, SEC Filing, Common Shares, Investment, Financial Services, Banking, Broker-Dealer, Parent Holding Company

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