Monex updates Coincheck stake, backs KDDI nominee

Monex Group, Inc. filed Amendment No. 1 to its Schedule 13D for Coincheck Group N.V., reporting beneficial ownership of 136,247,594 ordinary shares, representing 83.6% of the class.

Rhea-AI Filing Summary

Monex Group, Inc. filed Amendment No. 1 to its Schedule 13D for Coincheck Group N.V., reporting beneficial ownership of 136,247,594 ordinary shares, representing 83.6% of the class.

The amendment discloses that Coincheck and KDDI Corporation entered into a Share Subscription and Investor Rights Agreement on May 12, 2026. As a condition to that deal, Monex agreed in an Acknowledgement Agreement to vote all of its Coincheck voting securities in favor of a KDDI-designated non-executive director nominee at each general meeting where that nominee is proposed, unless the appointment would violate applicable law. The Acknowledgement Agreement terminates if jointly terminated in writing, if KDDI loses its nomination right under the SSA, or if the SSA itself ends.

Key Figures

Beneficial ownership: 136,247,594 shares Ownership percentage: 83.6% Sole voting power: 136,247,594 shares +2 more

5 metrics

Beneficial ownership 136,247,594 shares Ordinary shares of Coincheck Group N.V. beneficially owned by Monex

Ownership percentage 83.6% Percent of Coincheck ordinary share class represented by Monex’s holdings

Sole voting power 136,247,594 shares Shares over which Monex has sole voting power

Sole dispositive power 136,247,594 shares Shares over which Monex has sole dispositive power

SSA signing date May 12, 2026 Date Coincheck and KDDI entered into the Share Subscription and Investor Rights Agreement

Key Terms

Share Subscription and Investor Rights Agreement, Acknowledgement Agreement, beneficially owned, non-executive director nominee, +1 more

5 terms

Share Subscription and Investor Rights Agreement financial

"the Issuer and KDDI Corporation ("KDDI") entered into a Share Subscription and Investor Rights Agreement ("SSA")"

Acknowledgement Agreement financial

"the Reporting Person agreed to enter into an Acknowledgement Agreement with KDDI (the "Acknowledgement Agreement")"

beneficially owned financial

"Aggregate amount beneficially owned by each reporting person 136,247,594.00"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

non-executive director nominee financial

"KDDI has the right pursuant to the SSA to designate one non-executive director nominee (the "KDDI Nominee")"

Schedule 13D regulatory

"This Amendment No. 1 ("Amendment No. 1") to relates to the ordinary shares"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What percentage of Coincheck Group N.V. does Monex Group report owning?

Monex Group reports beneficial ownership of 83.6% of Coincheck Group N.V.’s ordinary shares. This reflects 136,247,594 shares with sole voting and dispositive power, giving Monex effective control over shareholder decisions based on this filing.

How many Coincheck ordinary shares does Monex Group beneficially own?

Monex Group beneficially owns 136,247,594 ordinary shares of Coincheck Group N.V. The filing states Monex has sole voting and sole dispositive power over these shares, which together represent 83.6% of the outstanding class according to the amendment.

What is the Acknowledgement Agreement between Monex Group and KDDI about?

The Acknowledgement Agreement commits Monex to vote all its Coincheck voting securities for a KDDI-designated non-executive director. This applies at each general meeting where that nominee is proposed, provided the appointment does not violate applicable laws and KDDI retains its nomination right.

When did Coincheck and KDDI sign the Share Subscription and Investor Rights Agreement?

Coincheck Group N.V. and KDDI Corporation entered into the Share Subscription and Investor Rights Agreement on May 12, 2026. The agreement gives KDDI the right to designate one non-executive director nominee to the Coincheck board, subject to its terms.

Under what conditions does the Monex–KDDI Acknowledgement Agreement terminate?

The Acknowledgement Agreement terminates if the parties agree in writing to end it, if KDDI loses its right to nominate a director under the SSA, or if the SSA itself is terminated, according to the amendment’s description.

What board nomination right does KDDI receive in relation to Coincheck?

Under the Share Subscription and Investor Rights Agreement, KDDI may designate one non-executive director nominee to Coincheck’s board. Monex agreed to vote all its Coincheck voting securities in favor of this KDDI nominee whenever the board properly proposes that nominee.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/14/2026 - 04:49 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Coincheck Group N.V.

(Name of Issuer)

Ordinary Shares

(Title of Class of Securities)

N20967118

(CUSIP Number)

Yuko Seimei
Monex Group, Inc., ARK Mori Building 25F 1-12-32
Akasaka, Minato-ku, Tokyo, M0, 107-6025
81-3-4323-8698

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

05/12/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): N20967118

1

Name of reporting person

MONEX GROUP, INC.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

JAPAN

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 136,247,594.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 136,247,594.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

136,247,594.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

83.6 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary Shares
(b)	Name of Issuer: Coincheck Group N.V.
(c)	Address of Issuer's Principal Executive Offices: Nieuwezijds Voorburgwal 162, Amsterdam, NETHERLANDS , 1012 SJ.
Item 1 Comment: This Amendment No. 1 ("Amendment No. 1") to Schedule 13D relates to the ordinary shares ("Ordinary Shares") of Coincheck Group N.V. (the "Issuer"), and amends and supplements the initial statement on Schedule 13D filed on March 19, 2026 (as so amended, the "Schedule 13D"). Capitalized terms used but not defined in this Amendment No. 1 shall have the same meanings ascribed to them in the Schedule 13D.
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is hereby amended and supplemented by the following: The information in Item 6 of this Schedule 13D is incorporated herein by reference.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 of the Schedule 13D is hereby amended and supplemented by the following: On May 12, 2026, the Issuer and KDDI Corporation ("KDDI") entered into a Share Subscription and Investor Rights Agreement ("SSA"), pursuant to which, among other things, KDDI has the right pursuant to the SSA to designate one non-executive director nominee (the "KDDI Nominee") to serve on the board of directors of the Issuer (the "Board"). Concurrently with entering into the SSA, the Reporting Person agreed to enter into an Acknowledgement Agreement with KDDI (the "Acknowledgement Agreement"), the execution and delivery of which is a condition precedent to the completion and closing of the SSA. Pursuant to the terms of the Acknowledgement Agreement, the Reporting Person has agreed to vote all Ordinary Shares (and any other voting securities) of the Issuer held by it to elect, at each general meeting of the Issuer where the KDDI Nominee is to be voted upon, the KDDI Nominee, as proposed by the Board in accordance with the SSA and the governance documents of the Issuer, as a member of the Board, unless the appointment of such nominee would constitute a violation of any applicable laws. The Acknowledgement Agreement shall be terminated if the parties agree in writing to terminate such agreement, KDDI ceases to have the right to nominate a KDDI Nominee under the SSA, or the SSA is terminated. The foregoing description of the Acknowledgement Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of such agreement, a copy of which is filed as Exhibit 99.4 to this Schedule 13D and is incorporated herein by reference.
Item 7.	Material to be Filed as Exhibits.
	99.4 Acknowledgement Agreement, dated as of May 12, 2026, by and between Monex Group, Inc. and KDDI Corporation

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

MONEX GROUP, INC.

Signature:	/s/ Yuko Seimei
Name/Title:	Yuko Seimei, Representative Executive Officer
Date:	05/14/2026