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BTC Metaplanet adjusts equity due to dilution concerns, CEO Gerovich announces revision of Series 10 stock options
Metaplanet CEO Simon Gerovich said that the Japanese Bitcoin reserve company will further revise its Series 10 stock options amid strong shareholder opposition to the dilution issue. Gerovich announced in an X (formerly Twitter) post on Friday that by resetting the conversion ratio from 1:696 to 1:410 (the level before the September 2025 international share offering), the potential base number of shares will decrease by 131.3 million shares from 319.464 million shares to 188.19 million shares.
Shares previously delivered through exercise of rights will not be withdrawn or cancelled. This reduction applies only to the number of shares that may be acquired on future exercises. According to Gerovich, the change will eliminate the value of warrants worth more than $220 million and increase the company's bitcoin holdings per share after full dilution by approximately 8.8%.
Optimize incentive plans and respond to shareholder criticism
Metaplanet will withdraw plans to transfer up to 90,000 of its rights to long-term executive and employee incentive tools and work with a leading global compensation consulting firm to develop a new compensation package. Under the revised terms, all unvested rights will face additional exercise restrictions, and one-third of them will become exercisable in 2029, 2030 and 2031 respectively.
The change is a response to criticism from shareholders who expressed dissatisfaction with the expansion of the options pool from 46 million shares to 319.5 million shares. Metaplanet had said it would fix its options pool at 319.5 million shares on August 18, but some shareholders called for the cancellation of the 273 million additional potential shares created by the expansion.
Matthew Sigel, director of digital assets research at VanEck, called the adjustment a "meaningful concession" in an X post on Friday, arguing it better aligned the interests of management and shareholders.
Insider Trading Avoiding Voting and Business Expansion
On August 31, Metaplanet disclosed that Gerovich exercised rights in the Series 10 option pool to acquire 92,000 shares. Gerovich said that because he is a holder of Series 10 options, he has recused himself from the board's review and vote on the adjustment.
On August 18, the company admitted that expanding the options pool "exacerbated the dilution effect borne by existing shareholders." 
Metaplanet's share price trend and five-day chart. Source: Yahoo Finance
Metaplanet's share price fell 3.8% on Friday, bringing its cumulative decline in five days to 15%, Yahoo Finance reported.
Magazine article: Bitcoin adoption indicators show one situation, price movements show another.
Metaplanet plans to establish an asset management subsidiary in Hong Kong.
Metaplanet also announced on Friday that it plans to establish Metaplanet Asset Management Asia Limited in Hong Kong in late September with an initial capital of US$1 million.
The subsidiary will trade bitcoin, stocks and credit products during Asian market trading hours. The new entity is part of Metaplanet's "Nova Plan", which aims to create a bitcoin-centric platform that covers asset management, securities, capital markets and other financial services.
In June this year, Metaplanet agreed to acquire Siiibo Securities for 2.1 billion yen (approximately US$13.1 million) to form its securities business unit.
