Evo Fund's ownership of Bitcoin Japan Corporation (TSE: 8105) fell from 50.76% to 49.54% between successive disclosures, according to a Change Report No. 3 the Cayman Islands investment fund filed with the Kanto Local Finance Bureau on August 28, 2026, covering a reporting-trigger date of August 21. The filing is required whenever a large shareholder's stake moves by at least one percentage point, and the trading log attached to it shows why the drop happened: Evo Fund spent most of August selling shares on the Tokyo market while still holding a stack of warrants and convertible bonds that keep its effective position far larger than its common-stock count alone.
As of the report date, Evo Fund held 1,989,988 common shares, 59,377,900 second-series subscription warrants and 12,635,848 units of first-series bonds carrying subscription rights, for a combined 74,003,736 units.
| Instrument | Units held | Note |
|---|---|---|
| Common shares | 1,989,988 | Includes shares from a 2,000,000-share stock loan taken from Bakkt Opco Holdings, LLC on July 16 |
| Second-series subscription warrants | 59,377,900 | Acquired off-market on August 3 at ¥0.11 each |
| First-series bonds with subscription rights | 12,635,848 | Acquired off-market on August 3 at ¥138 each |
| Total units held | 74,003,736 | Equal to 49.54% of combined voting power, down from 50.76% |
| Issued shares outstanding | 77,376,736 | As of August 21, 2026 |
That combined position, together with joint filer Evolution Capital Management LLC, still equals 49.54% of the issuer's voting power once potential shares are counted. The overhang behind it is larger than the current stake suggests: after netting out rights shared between the two joint filers, Evo Fund's own potential-share count stood at 72,013,748, against just 77,376,736 shares outstanding.
The mechanics behind the August selldown are visible in the 60-day trading log filed with the report. Evo Fund bought the second-series warrants at ¥0.11 apiece and the first-series bonds at ¥138 apiece in an off-market third-party allotment on August 3, funded by ¥1.17bn of its own capital, plus a separate loan of 2,000,000 Bitcoin Japan shares borrowed from Bakkt Opco Holdings, LLC on July 16. From early August onward, the fund converted bonds into shares at effective prices of ¥91 to ¥92 each and sold shares on the open market the same day, including a single 1,459,000-share sale on August 21, which the filing records as 0.98%.
The July 16 purchase agreement between Evo Fund and Bitcoin Japan gives the issuer some control over the pace of future dilution: it can designate blackout periods during which Evo Fund may not exercise the second-series warrants, caps the fund's exercises beyond issuer-set limits under certain conditions, and requires board approval before either instrument is transferred to a third party. Evo Fund states its purpose as pure investment, with no plans for board seats or other governance moves, though it reserves the right to offer the issuer advice from time to time. The filing names the same individual as representative of both Evo Fund and its US-based joint filer, Evolution Capital Management LLC, though the document gives no English-language rendering of that person's name.