Metaplanet Reduces Series 10 Stock Pool 41% Ahead of Hong Kong Move

Japanese Bitcoin treasury firm Metaplanet says it will again amend the conversion terms of its Series 10 stock acquisition rights, stepping in after shareholder pushback over dilution from an expanded option pool.

According to Metaplanet CEO Simon Gerovich, the company will reduce the number of shares that could be issued upon future exercises of the rights by 131.3 million—lowering the potential share count from 319.464 million to 188.19 million. The adjustment is implemented by resetting the conversion ratio from 1:696 to 1:410, which Gerovich said restores the level used prior to Metaplanet’s September 2025 international share offering.

Key takeaways

• Metaplanet will lower the share supply behind Series 10 conversion rights by resetting the conversion ratio to 1:410.
• Gerovich says the change will extinguish more than $220 million in warrant value while increasing Bitcoin per fully diluted share by about 8.8%.
• The company will not reverse shares already delivered from prior exercises, meaning the reduction applies only to future exercises.
• Metaplanet will drop plans to transfer up to 90,000 rights into an officer/employee incentive vehicle and instead introduce additional exercise restrictions on unvested rights.
• The move follows criticism that the option pool expansion “amplifies the dilution borne by existing shareholders.”

Why Metaplanet changed its Series 10 conversion terms

In a Friday post on X, Gerovich said Metaplanet will further amend its Series 10 stock acquisition rights in response to shareholder concerns. The key mechanical change is the conversion ratio reset—from 1:696 down to 1:410—which reduces how many shares may be delivered when Series 10 rights are exercised going forward.

Gerovich emphasized that shares already delivered through earlier exercises will not be clawed back. In other words, the revision is prospective: it reduces the remaining potential dilution associated with future exercises rather than retroactively altering completed transactions.

Financially, Gerovich said the adjustment would extinguish more than $220 million in warrant value. He also stated it would lift Metaplanet’s Bitcoin per fully diluted share by roughly 8.8%, a metric investors often monitor in crypto-treasury equity structures where the balance sheet is central to valuation.

Dilution backlash and the option pool expansion

The latest amendment follows a dispute that surfaced after Metaplanet expanded an executive stock pool tied to the same Series 10 framework. Earlier reporting and Metaplanet’s disclosures describe a jump in the pool from 46 million shares to 319.5 million shares.

Earlier coverage from Cointelegraph noted the shareholder backlash over dilution, and Metaplanet subsequently acknowledged the core criticism. In a filing referenced in Friday’s reporting, the company stated that expanding the pool “amplifies the dilution borne by existing shareholders.”

Shareholder pressure centered on the additional 273 million potential shares created by the expansion—an increase many investors view as potentially transferring value away from existing holders, particularly in treasury-driven equity models where the market expects a disciplined approach to share issuance.

On Friday, VanEck’s head of digital asset research, Matthew Sigel, characterized Metaplanet’s adjustment as a “meaningful concession,” arguing it better aligns management with shareholders. The sentiment underscores why the company’s conversion-term tweak matters beyond accounting mechanics: it signals how management responds when capital structure decisions affect long-term holders.

What changes for incentives and future vesting

Alongside the conversion-ratio revision, Metaplanet said it will withdraw plans to transfer up to 90,000 rights to a long-term officer and employee incentive vehicle. Instead, the company said it will develop a new compensation program with a “leading global compensation consultant.”

Under the amended approach, all unvested rights will face additional exercise restrictions. Metaplanet stated that one-third of unvested rights would become exercisable in each of 2029, 2030, and 2031—an explicit schedule that constrains when any remaining dilution could materialize.

This matters for investors because delayed or phased exercisability can reduce the near-term risk of sudden increases in the float from option exercises. While future exercises remain possible, the company’s timetable provides holders with clearer visibility into when dilution pressures could peak.

Gerovich’s role and related disclosures

In an Aug. 31 disclosure referenced in the source material, Metaplanet said Gerovich exercised rights to acquire 92,000 shares under the Series 10 pool. Gerovich also said he recused himself from board deliberations and the vote on the adjustment because he is a Series 10 holder.

The recusal point is notable for governance readers because it addresses potential conflicts of interest: management changes to a dilution-linked instrument can affect the incentives and outcomes for holders inside the company, including executives who already hold or are tied to the rights.

Metaplanet’s push beyond treasury holdings

Metaplanet also announced plans to establish an asset management subsidiary in Hong Kong, Metaplanet Asset Management Asia Limited. The firm said the new company will be capitalized with $1 million in initial funding later in September and will trade Bitcoin, equities, and credit products during Asian market hours.

The subsidiary is described as part of “Project Nova,” an effort aimed at building a Bitcoin-focused platform spanning asset management, securities, capital markets, and other financial services. Earlier in 2026, Metaplanet agreed to acquire Siiibo Securities in a deal valued at 2.1 billion yen (about $13.1 million) to form a securities arm—supporting the broader strategy of moving from purely balance-sheet exposure toward operating businesses linked to markets and capital formation.

Investors will likely watch whether this expansion affects future capital allocation and equity structure decisions. For treasury-focused issuers, corporate development can reinforce long-term narratives—but equity instruments tied to compensation and acquisition rights also remain a central pressure point when dilution concerns are raised.

Metaplanet shares reportedly fell 3.8% on Friday, leaving them down 15% over the prior five days, according to Yahoo Finance. The immediate market reaction suggests uncertainty persists even after the concession, so holders should watch how the revised conversion terms are reflected in upcoming filings and whether further changes to the incentive structure follow as the 2029–2031 exercise schedule approaches.