Metaplanet's board has scrapped a clause that let the share count under its 2023 executive stock options grow automatically every time the company issued new equity. The options, known as the 10th stock acquisition rights, previously entitled holders to shares equal to 20% of the company's fully diluted share count, recalculated after every capital raise. The board has now fixed that number for good at 319,464,000 shares, or 696 shares per unit.
The change matters because Metaplanet's share count has exploded since it adopted a bitcoin treasury strategy in April 2024. Shares outstanding rose from 153.9 million at the time of that pivot to 1.28 billion by the end of June 2026, an 8.3-times increase driven by repeated stock sales to fund bitcoin purchases, which reached 43,000 BTC over the same period. Under the old formula, every one of those raises pulled the options' target share count up with it. The fixed figure now equals about 24.9% of shares outstanding at the end of July 2026, and full exercise would dilute existing shareholders by roughly 20%.
| Feature | Before | After |
|---|---|---|
| Target share count | Adjusted with fully diluted shares (20% of total; cap of 319,624,556 shares as of June 30, 2026) | Fixed at 319,464,000 shares (696 per unit) |
| Adjustment mechanism | Recalculated after every new equity or convertible-security issuance | Abolished; only stock splits or reverse splits adjust the count now |
| Lock-up on exercised shares | None | Five years, August 18, 2026 to August 17, 2031 |
| Dilution if fully exercised | Tracked total share growth without a fixed ceiling | About 20% of shares outstanding after exercise |
Five people currently hold the unexercised options: one director, the company's representative CEO, with 276,000 of the 459,000 outstanding units, two executive officers with 141,000, and two employees with 42,000. Alongside the fix, all five agreed to a five-year lock-up on any shares they receive by exercising, running from August 18, 2026 to August 17, 2031, meaning none of them can cash in before then except in narrow cases such as death. The exercise price is ¥10 a share; if every remaining unit were exercised, Metaplanet would collect about ¥3.19bn.
Metaplanet also plans to hand up to 90,000 of the existing units, representing 62,640,000 shares, into a new incentive vehicle open to current and future officers and employees of the group starting around September 2026, without creating any additional dilution beyond the cap already set. Directors holding the options were excluded from the board vote, and no cash or other consideration changed hands for the waiver.