Metaplanet Rewrites Compensation Structure Amid Shareholder Backlash

Metaplanet, Japan's top Bitcoin treasury company, has rewritten its compensation structure to address shareholder concerns. On September 11, 2026, the Tokyo-listed company filed a timely disclosure with the Tokyo Stock Exchange announcing a significant amendment to its Series 10 stock acquisition rights.

The move cancels 131.3 million potential shares, slashes the remaining unexercised pool by 55.5%, and extinguishes more than $220 million in warrant value without buying any additional coins. This reduction is part of Metaplanet's effort to limit management dilution and align its compensation structure with its Bitcoin treasury thesis.

Metaplanet CEO Simon Gerovich described the restructuring as an 'accretion' that will increase Bitcoin per fully diluted share by approximately 8.8%. The revised capital allocation policy also includes a new mNAV clause requiring warrants to be exercised above 1.0x net asset value, limiting future management dilution.

Gerovich recused himself from the board vote due to his direct stake in Series 10 rights and acknowledged the gap between the original hotel-era structure and what a global Bitcoin treasury requires. The company has yet to stop accumulating or raising funds, but its governance repair signals a shift towards BTC-per-share discipline.

Analyst Matthew Sigel from VanEck called the September 11 amendment a 'meaningful concession' and noted that unvested rights now vest in equal thirds on August 18, 2029, 2030, and 2031. The shares Gerovich received on August 28 are not being reversed, leaving him with a reduced remaining entitlement.