Metaplanet Cuts Executive Share Pool 41.1% After Investor Outcry

• Metaplanet reduces its Series 10 pool to 188.19 million potential shares after shareholder criticism.
• Unexercised potential shares fall 55.5% to 105.37 million; previously issued shares stay intact.
• Unvested rights become exercisable in thirds during 2029, 2030 and 2031, with the exercise price unchanged.

Metaplanet reduced its disputed executive reward pool by 41.1% on September 11 after shareholders challenged potential dilution. The amendment removes approximately 131.27 million potential shares from its Series 10 stock acquisition rights.

The Tokyo-listed Bitcoin treasury company also withdrew a proposed employee incentive vehicle. Revised terms delay the exercise of unvested rights, while preserving shares already received by shareholders.

Metaplanet Reduces Potential Shares Through Warrant Reset

Each Series 10 right now corresponds to 410 shares, down from 696. This reduces the overall pool from 319.46 million to 188.19 million potential shares.

After accounting for previous exercises, future issuable shares fall 55.5%, from 236.64 million to 105.37 million. The exercise price stays at 10 yen per share.

Metaplanet uses its September 1, 2025 share count as the revised reference point. Management says earlier equity financings generated stronger gains in Bitcoin per diluted share than subsequent offerings.

CEO Simon Gerovich values the extinguished warrant entitlement at more than $220 million. He says the adjustment increases Bitcoin per fully diluted share by approximately 8.8%, without changing the company’s Bitcoin holdings.

Shareholder objections followed an earlier mechanism that expanded the reward pool alongside equity issuance. An August amendment froze its size but did not reverse that accumulated expansion.

Unvested Rights Face Exercise Dates Across Three Years

Metaplanet divides unvested rights into equal thirds, exercisable from August 18 in 2029, 2030 and 2031. Previously vested rights retain their exercise eligibility.

Shares obtained through exercises face a lock-up through August 17, 2031. Two holders already received 82.824 million shares from exercising 119,000 rights under the previous terms.

Those issued shares will not be cancelled. Instead, the amendment reduces those holders’ future entitlements to account for shares already received.

Metaplanet also abandons the planned transfer of up to 90,000 rights into an officer and employee incentive vehicle. A separate compensation program will draw on advice from an external consultant.