Schedule 13G Amendment No. 11

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 11)*

Honda Motor Co., Ltd.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

438128308

(CUSIP Number)

December 31, 2014

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

þ:

Rule 13d-1(b)

 

¨:

Rule 13d-1(c)

 

¨:

Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP NO. 438128308

 

  1 

NAME OF REPORTING PERSON

 

Mitsubishi UFJ Financial Group, Inc.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

  BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

    5  

  SOLE VOTING POWER

 

  124,481,407

6  

  SHARED VOTING POWER

 

  -0-

7  

  SOLE DISPOSITIVE POWER

 

  124,481,407

8  

  SHARED DISPOSITIVE POWER

 

  -0-

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

124,481,407

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

6.9%

12

TYPE OF REPORTING PERSON

 

FI

 

 

2


CUSIP NO. 438128308

 

  1 

NAME OF REPORTING PERSON

 

The Bank of Tokyo-Mitsubishi UFJ, Ltd.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

  BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

    5  

  SOLE VOTING POWER

 

  36,848,300

6  

  SHARED VOTING POWER

 

  -0-

7  

  SOLE DISPOSITIVE POWER

 

  36,848,300

8  

  SHARED DISPOSITIVE POWER

 

  -0-

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

36,848,300

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

2.0%

12

TYPE OF REPORTING PERSON

 

FI

 

 

3


CUSIP NO. 438128308

 

  1 

NAME OF REPORTING PERSON

 

kabu.com Securities Co., Ltd.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

  BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

    5  

  SOLE VOTING POWER

 

  161,600

6  

  SHARED VOTING POWER

 

  -0-

7  

  SOLE DISPOSITIVE POWER

 

  161,600

8  

  SHARED DISPOSITIVE POWER

 

  -0-

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

161,600

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.0%

12

TYPE OF REPORTING PERSON

 

FI

 

 

4


CUSIP NO. 438128308

 

  1 

NAME OF REPORTING PERSON

 

Mitsubishi UFJ Trust and Banking Corporation

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

  BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

    5  

  SOLE VOTING POWER

 

  70,183,300

6  

  SHARED VOTING POWER

 

  -0-

7  

  SOLE DISPOSITIVE POWER

 

  70,183,300

8  

  SHARED DISPOSITIVE POWER

 

  -0-

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

70,183,300

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

3.9%

12

TYPE OF REPORTING PERSON

 

FI

 

 

5


CUSIP NO. 438128308

 

  1 

NAME OF REPORTING PERSON

 

MU Investments Co., Ltd.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

  BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

    5  

  SOLE VOTING POWER

 

  1,389,100

6  

  SHARED VOTING POWER

 

  -0-

7  

  SOLE DISPOSITIVE POWER

 

  1,389,100

8  

  SHARED DISPOSITIVE POWER

 

  -0-

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,389,100

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.1%

12

TYPE OF REPORTING PERSON

 

FI

 

 

6


CUSIP NO. 438128308

 

  1 

NAME OF REPORTING PERSON

 

Mitsubishi UFJ Asset Management Co., Ltd.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

  BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

    5  

  SOLE VOTING POWER

 

  6,865,200

6  

  SHARED VOTING POWER

 

  -0-

7  

  SOLE DISPOSITIVE POWER

 

  6,865,200

8  

  SHARED DISPOSITIVE POWER

 

  -0-

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

6,865,200

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.4%

12

TYPE OF REPORTING PERSON

 

FI

 

 

7


CUSIP NO. 438128308

 

  1 

NAME OF REPORTING PERSON

 

Mitsubishi UFJ Securities Holdings Co., Ltd.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

  BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

    5  

  SOLE VOTING POWER

 

  17,449,807

6  

  SHARED VOTING POWER

 

  -0-

7  

  SOLE DISPOSITIVE POWER

 

  17,449,807

8  

  SHARED DISPOSITIVE POWER

 

  -0-

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

17,449,807

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

1.0%

12

TYPE OF REPORTING PERSON

 

FI

 

 

8


CUSIP NO. 438128308

 

  1 

NAME OF REPORTING PERSON

 

Mitsubishi UFJ Morgan Stanley Securities Co., Ltd.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

  BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

    5  

  SOLE VOTING POWER

 

  17,204,107

6  

  SHARED VOTING POWER

 

  -0-

7  

  SOLE DISPOSITIVE POWER

 

  17,204,107

8  

  SHARED DISPOSITIVE POWER

 

  -0-

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

17,204,107

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

1.0%

12

TYPE OF REPORTING PERSON

 

FI

 

 

9


CUSIP NO. 438128308

 

  1 

NAME OF REPORTING PERSON

 

KOKUSAI Asset Management Co., Ltd.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

  BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

    5  

  SOLE VOTING POWER

 

  231,700

6  

  SHARED VOTING POWER

 

  -0-

7  

  SOLE DISPOSITIVE POWER

 

  231,700

8  

  SHARED DISPOSITIVE POWER

 

  -0-

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

231,700

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.0%

12

TYPE OF REPORTING PERSON

 

FI

 

 

10


CUSIP NO. 438128308

 

  1 

NAME OF REPORTING PERSON

 

Mitsubishi UFJ Securities International plc

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

London, United Kingdom

NUMBER OF

SHARES

  BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

    5  

  SOLE VOTING POWER

 

  14,000

6  

  SHARED VOTING POWER

 

  -0-

7  

  SOLE DISPOSITIVE POWER

 

  14,000

8  

  SHARED DISPOSITIVE POWER

 

  -0-

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

14,000

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.0%

12

TYPE OF REPORTING PERSON

 

FI

 

 

11


CUSIP NO. 438128308

 

 

ITEM 1

(a)              Name of Issuer
                                   Honda Motor Co., Ltd.
(b) Address of Issuer’s Principal Executive Offices
1-1 Minami-Aoyama 2-chome, Minato-ku, Tokyo 107-8556, Japan

ITEM 2

(a) Names of Persons Filing
Mitsubishi UFJ Financial Group, Inc. (“MUFG”)
The Bank of Tokyo-Mitsubishi UFJ, Ltd. (“BTMU”)
kabu.com Securities Co., Ltd. (“KC”)
Mitsubishi UFJ Trust and Banking Corporation (“MUTB”)
MU Investments Co., Ltd. (“MUI”)
Mitsubishi UFJ Asset Management Co., Ltd. (“MUAM”)
Mitsubishi UFJ Securities Holdings Co., Ltd. (“MUSHD”)
Mitsubishi UFJ Morgan Stanley Securities Co., Ltd. (“MUMSS”)
KOKUSAI Asset Management Co., Ltd. (“KAM”)
Mitsubishi UFJ Securities International plc (“MUSI”)
(b) Address of Principal Business Office or, if none, Residence
MUFG:
7-1 Marunouchi 2-chome, Chiyoda-ku
Tokyo 100-8330, Japan
BTMU:
7-1 Marunouchi 2-chome, Chiyoda-ku
Tokyo 100-8388, Japan
KC:
3-2 Otemachi 1-chome, Chiyoda-ku
Tokyo 100-0004, Japan
MUTB:
4-5 Marunouchi 1-chome, Chiyoda-ku
Tokyo 100-8212, Japan
MUI:
3-11 Kandasurugadai 2-chome, Chiyoda-ku
Tokyo 101-0062, Japan
MUAM:
4-5 Marunouchi 1-chome, Chiyoda-ku
Tokyo 100-8212, Japan
MUSHD:
5-2, Marunouchi 2-chome, Chiyoda-ku
Tokyo 100-0005, Japan
MUMSS:
5-2, Marunouchi 2-chome, Chiyoda-ku
Tokyo 100-0005, Japan
KAM:
1-1 Marunouchi 3-chome, Chiyoda-ku
Tokyo 100-0005, Japan
MUSI:
Ropemaker Place, 25 Ropemaker Street, London, EC2Y 9AJ,
United Kingdom

 

12


CUSIP NO. 438128308

 

(c)

Citizenship

                                  

Not applicable.

(d)

Title of Class of Securities

Common Stock

(e)

CUSIP Number

               

                  

438128308

ITEM 3

If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

MUFG: (a) [  ]   Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

(b)

[  ]

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)

[  ]

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

(d)

[  ]

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e)

[  ]

An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

(f)

[  ]

An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);

(g)

[  ]

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h)

[  ]

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

[  ]

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

[Ö]

A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

(k)

[  ]

Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:    Parent holding company

 

13


CUSIP NO. 438128308

 

BTMU: (a) [  ]

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

                                   (b) [  ]

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c) [  ]  

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

(d) [  ]

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e) [  ]

An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

(f) [  ]

An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);

(g) [  ]

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h) [  ]

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i) [  ]

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j) [Ö]

A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

(k) [  ]

Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:    Bank

KC: (a) [  ]

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

(b) [  ]

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c) [  ]

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

(d) [  ]

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e) [  ]

An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

(f) [  ]

An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);

(g) [  ]

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h) [  ]

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i) [  ]

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j) [Ö]

A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

(k) [  ]

Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:    Broker-dealer

 

14


CUSIP NO. 438128308

 

MUTB: (a) [  ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
                                   (b) [  ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) [  ]   Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) [  ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [  ] An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f) [  ] An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g) [  ] A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) [  ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [  ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [Ö] A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k) [  ] Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:    Bank
MUI: (a) [  ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b) [  ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) [  ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) [  ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [  ] An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f) [  ] An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g) [  ] A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) [  ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [  ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [Ö] A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k) [  ] Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:    Investment adviser

 

15


CUSIP NO. 438128308

 

MUAM: (a) [  ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
                                   (b) [  ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) [  ]   Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) [  ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [  ] An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f) [  ] An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g) [  ] A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) [  ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [  ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [Ö] A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k) [  ] Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:    Investment adviser

MUSHD: (a) [  ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b) [  ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) [  ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) [  ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [  ] An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f) [  ] An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g) [  ] A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) [  ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [  ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [Ö] A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k) [  ] Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:    Broker-dealer

 

16


CUSIP NO. 438128308

 

MUMSS: (a) [  ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b) [  ]   Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) [  ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) [  ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [  ] An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
                                   (f) [  ] An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g) [  ] A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) [  ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [  ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [Ö] A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k) [  ] Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:    Broker-dealer
KAM: (a) [  ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b) [  ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) [  ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) [  ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [  ] An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f) [  ] An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g) [  ] A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) [  ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [  ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [Ö] A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k) [  ] Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:    Investment adviser

 

17


CUSIP NO. 438128308

 

MUSI: (a) [  ]

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

                                   (b) [  ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) [  ]   Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) [  ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [  ] An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f) [  ] An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g) [  ] A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) [  ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [  ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [Ö] A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k) [  ] Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:    Broker-dealer, Bank

 

18


CUSIP NO. 438128308

 

ITEM 4

Ownership

                                  

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

For MUFG

(a)    

Amount beneficially owned:

124,481,407

(b)

Percent of class:

6.91%

(c)

Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote:

124,481,407

(ii) Shared power to vote or to direct the vote:

-0-

(iii) Sole power to dispose or to direct the disposition of:

124,481,407

(iv) Shared power to dispose or to direct the disposition of:

-0-

For BTMU

(a)

Amount beneficially owned:

36,848,300

(b)

Percent of class:

2.04%

(c)

Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote:

36,848,300

(ii) Shared power to vote or to direct the vote:

-0-

(iii) Sole power to dispose or to direct the disposition of:

36,848,300

(iv) Shared power to dispose or to direct the disposition of:

-0-

For KC

(a)

Amount beneficially owned:

161,600

(b)

Percent of class:

0.01%

(c)

Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote:

161,600

(ii) Shared power to vote or to direct the vote:

-0-

(iii) Sole power to dispose or to direct the disposition of:

161,600

(iv) Shared power to dispose or to direct the disposition of:

-0-

For MUTB

(a)

Amount beneficially owned:

70,183,300

(b)

Percent of class:

3.89%

(c)

Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote:

70,183,300

(ii) Shared power to vote or to direct the vote:

-0-

(iii) Sole power to dispose or to direct the disposition of:

70,183,300

(iv) Shared power to dispose or to direct the disposition of:

-0-

 

19


CUSIP NO. 438128308

 

For MUI

                                  

(a)    

Amount beneficially owned:

1,389,100

(b)

Percent of class:

0.08%

(c)

Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote:

1,389,100

(ii) Shared power to vote or to direct the vote:

-0-

(iii) Sole power to dispose or to direct the disposition of:

1,389,100

(iv) Shared power to dispose or to direct the disposition of:

-0-

For MUAM

(a)

Amount beneficially owned:

6,865,200

(b)

Percent of class:

0.38%

(c)

Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote:

6,865,200

(ii) Shared power to vote or to direct the vote:

-0-

(iii) Sole power to dispose or to direct the disposition of:

6,865,200

(iv) Shared power to dispose or to direct the disposition of:

-0-

For MUSHD

(a)

Amount beneficially owned:

17,449,807

(b)

Percent of class:

0.97%

(c)

Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote:

17,449,807

(ii) Shared power to vote or to direct the vote:

-0-

(iii) Sole power to dispose or to direct the disposition of:

17,449,807

(iv) Shared power to dispose or to direct the disposition of:

-0-

For MUMSS

(a)

Amount beneficially owned:

17,204,107

(b)

Percent of class:

0.95%

(c)

Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote:

17,204,107

(ii) Shared power to vote or to direct the vote:

-0-

(iii) Sole power to dispose or to direct the disposition of:

17,204,107

(iv) Shared power to dispose or to direct the disposition of:

-0-

For KAM

(a)

Amount beneficially owned:

231,700

(b)

Percent of class:

0.01%

(c)

Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote:

231,700

(ii) Shared power to vote or to direct the vote:

-0-

(iii) Sole power to dispose or to direct the disposition of:

231,700

(iv) Shared power to dispose or to direct the disposition of:

-0-

 

20


CUSIP NO. 438128308

 

For MUSI
(a)     Amount beneficially owned: 14,000
(b) Percent of class: 0.00%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 14,000
(ii) Shared power to vote or to direct the vote: -0-
(iii) Sole power to dispose or to direct the disposition of: 14,000
(iv) Shared power to dispose or to direct the disposition of: -0-

ITEM 5

Ownership of Five Percent or Less of a Class

Not applicable.

ITEM 6

Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

ITEM 7

Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person

As of December 31, 2014, MUFG beneficially owns 124,481,407 shares of the issuer indirectly through its subsidiaries as follows: BTMU holds 36,848,300 shares (indirectly through a subsidiary, KC); MUTB holds 70,183,300 shares (indirectly through a subsidiary, MUI) (indirectly through a subsidiary, MUAM); MUSHD holds 17,449,807 shares (indirectly through a subsidiary, MUMSS) (indirectly through a subsidiary, KAM); an (indirectly through a subsidiary, MUSI).

ITEM 8

Identification and Classification of Members of the Group

Not applicable.

ITEM 9

Notice of Dissolution of Group

Not applicable.

ITEM 10

Certifications

By signing below the filers certify that, to the best of their knowledge and belief, (i) 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 and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, and (ii) the foreign regulatory schemes applicable to parent holding companies, banks, broker-dealers and investment advisers, respectively, are substantially comparable to the regulatory schemes applicable to the functionally equivalent U.S. institutions. The filers also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

 

21


CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

February 12, 2015

Mitsubishi UFJ Financial Group, Inc.

By:

/s/ Kazutomo Kishi

Name:

Kazutomo Kishi

Title:

Senior Manager, Credit & Investment Management Division

 

22


CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

February 12, 2015

The Bank of Tokyo-Mitsubishi UFJ, Ltd.

By:

/s/ Kazutomo Kishi

Name:

Kazutomo Kishi

Title:

Chief Manager, Credit & Investment Management Division

 

23


CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

February 12, 2015

kabu.com Securities Co., Ltd.

By:

/s/ Takeshi Amemiya

Name:

Takeshi Amemiya

Title:

General Manager of Corporate Administration

 

24


CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

February 12, 2015

Mitsubishi UFJ Trust and Banking Corporation

By:

/s/ Sunao Yokokawa

Name:

Sunao Yokokawa

Title:

General Manager of Trust Assets Planning Division

 

25


CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

February 12, 2015

MU Investments Co., Ltd.

By:

/s/ Yoshihiro Asada

Name:

Yoshihiro Asada

Title:

Executive Officer

 

26


CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

February 12, 2015

Mitsubishi UFJ Asset Management Co., Ltd.

By:

/s/ Makoto Kiura

Name:

Makoto Kiura

Title:

General Manager of Risk Management Division

 

27


CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

February 12, 2015

Mitsubishi UFJ Securities Holdings Co., Ltd.

By:

/s/ Kazuo Ozaki

Name:

Kazuo Ozaki

Title:

Deputy General Manager of Corporate Planning Division

 

28


CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

February 12, 2015

Mitsubishi UFJ Morgan Stanley Securities Co., Ltd.

By:

/s/ Kazuo Ozaki

Name:

Kazuo Ozaki

Title:

Deputy General Manager of Corporate Planning Division

 

29


CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

February 12, 2015

KOKUSAI Asset Management Co., Ltd.

By:

/s/ Takeshi Dohi

Name:

Takeshi Dohi

Title:

General Manager, Investment Management Planning Dept.

 

30


CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

February 12, 2015

Mitsubishi UFJ Securities International plc

By:

/s/ Nobuyuki Uchida

Name:

Nobuyuki Uchida

Title:

Resident Executive Officer

 

31