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Metalpha (NASDAQ: MATH) CEO details warrants, RSUs and share stakes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Metalpha Technology Holding Ltd Chief Executive Officer and 10% owner Wang Bingzhong has filed an initial ownership report detailing his equity stakes. He holds a warrant over 1,200,000 Ordinary Shares at an exercise price of $1.00 per share, expiring on July 25, 2027. He also reports 375,000 unvested Restricted Share Units (RSUs) from an original 500,000-unit grant, plus 1,039,000 RSUs granted on June 30, 2025, all settling in Ordinary Shares over time. In addition, he directly owns 1,895,910 Ordinary Shares and has indirect ownership of 500,000 RSUs and 3,049,912 Ordinary Shares attributed to his spouse and a spouse-controlled entity, subject to beneficial ownership disclaimers.

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Insider Wang Bingzhong
Role Chief Executive Officer
Type Security Shares Price Value
holding Warrant -- -- --
holding Restricted Share Units -- -- --
holding Restricted Share Units -- -- --
holding Restricted Share Units -- -- --
holding Ordinary Shares -- -- --
holding Ordinary Shares -- -- --
Holdings After Transaction: Warrant — 1,200,000 shares (Direct); Restricted Share Units — 375,000 shares (Direct); Restricted Share Units — 500,000 shares (Indirect, By Spouse); Ordinary Shares — 1,895,910 shares (Direct); Ordinary Shares — 3,049,912 shares (Indirect, By Spouse's Entity)
Footnotes (1)
  1. The shares are held of record by MetaSphere Limited, an entity wholly owned by the Reporting Person's spouse. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. The warrants became fully exercisable following the satisfaction of exercise conditions that are tied to certain performance targets of the Issuer. Represents the unvested portion of an original grant of 500,000 restricted share units ("RSUs"). Each RSU represents a contingent right to receive one Ordinary Share. 125,000 RSUs vested on December 1, 2025. The remaining 375,000 RSUs vest in three equal annual installments on each anniversary of December 1, 2025, subject to the Reporting Person's continued service to the Issuer. Represents an original grant of 1,039,000 RSUs on June 30, 2025. Each RSU represents a contingent right to receive one Ordinary Share. The RSUs vest in four equal installments on the day following each anniversary of the grant date, commencing on July 1, 2026, subject to the Reporting Person's continued service to the Issuer. Represents 500,000 RSUs granted to the Reporting Person's spouse on June 30, 2025. The RSUs vest in four equal installments on the day following each anniversary of the grant date, commencing on July 1, 2026, subject to the continued service of the Reporting Person's spouse to the Issuer. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
Warrant underlying shares 1,200,000 Ordinary Shares Fully exercisable warrant at $1.00, expiring July 25, 2027
Warrant exercise price $1.00 per share Exercise price for warrant over 1,200,000 Ordinary Shares
Unvested RSUs from 500,000 grant 375,000 RSUs Original 500,000-unit grant; remaining RSUs vest annually after December 1, 2025
June 30, 2025 RSU grant 1,039,000 RSUs Grant to CEO vesting in four equal installments starting July 1, 2026
Spouse RSU grant 500,000 RSUs Granted to CEO’s spouse on June 30, 2025, vesting over four years
Direct Ordinary Shares 1,895,910 shares Ordinary Shares held directly by the CEO as of this report
Indirect Ordinary Shares 3,049,912 shares Held by MetaSphere Limited, an entity wholly owned by the CEO’s spouse
Restricted Share Units financial
"Represents the unvested portion of an original grant of 500,000 restricted share units ("RSUs")."
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
warrants financial
"The warrants became fully exercisable following the satisfaction of exercise conditions that are tied to certain performance targets of the Issuer."
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
beneficial ownership financial
"The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report"
Section 16 regulatory
"shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose."
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Wang Bingzhong

(Last)(First)(Middle)
C/O SUITE 5506-07, CENTRAL PLAZA
18 HARBOUR ROAD, WAN CHAI

(Street)
HONG KONG

(City)(State)(Zip)

HONG KONG

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026
3. Issuer Name and Ticker or Trading Symbol
Metalpha Technology Holding Ltd [ MATH ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares1,895,910D
Ordinary Shares3,049,912IBy Spouse's Entity(1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Warrant (2)07/25/2027Ordinary Shares1,200,000$1D
Restricted Share Units (3)12/01/2038Ordinary Shares375,000$0.00D
Restricted Share Units (4)07/01/2039Ordinary Shares1,039,000$0.00D
Restricted Share Units (5)07/01/2039Ordinary Shares500,000$0.00IBy Spouse(5)
Explanation of Responses:
1. The shares are held of record by MetaSphere Limited, an entity wholly owned by the Reporting Person's spouse. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
2. The warrants became fully exercisable following the satisfaction of exercise conditions that are tied to certain performance targets of the Issuer.
3. Represents the unvested portion of an original grant of 500,000 restricted share units ("RSUs"). Each RSU represents a contingent right to receive one Ordinary Share. 125,000 RSUs vested on December 1, 2025. The remaining 375,000 RSUs vest in three equal annual installments on each anniversary of December 1, 2025, subject to the Reporting Person's continued service to the Issuer.
4. Represents an original grant of 1,039,000 RSUs on June 30, 2025. Each RSU represents a contingent right to receive one Ordinary Share. The RSUs vest in four equal installments on the day following each anniversary of the grant date, commencing on July 1, 2026, subject to the Reporting Person's continued service to the Issuer.
5. Represents 500,000 RSUs granted to the Reporting Person's spouse on June 30, 2025. The RSUs vest in four equal installments on the day following each anniversary of the grant date, commencing on July 1, 2026, subject to the continued service of the Reporting Person's spouse to the Issuer. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
Remarks:
Exhibit 24.1 - Power of Attorney.
/s/ Xiaosi Zhang, as Attorney-in-Fact for Bingzhong Wang03/31/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)

FAQ

What does Metalpha (MATH) CEO Wang Bingzhong report in this Form 3?

He reports his initial ownership in Metalpha, including Ordinary Shares, warrants, and Restricted Share Units. The filing lists both his direct holdings and indirect positions attributed to his spouse and a spouse-controlled entity, giving a baseline picture of his equity exposure.

How many Metalpha (MATH) Ordinary Shares does the CEO hold directly and indirectly?

He directly holds 1,895,910 Ordinary Shares and indirectly 3,049,912 Ordinary Shares through an entity wholly owned by his spouse. Indirect holdings are reported with a disclaimer that he only claims beneficial ownership to the extent of his pecuniary interest.

What warrant position does the Metalpha (MATH) CEO report?

He reports a warrant over 1,200,000 Ordinary Shares with a $1.00 exercise price, expiring July 25, 2027. The footnotes state this warrant became fully exercisable after meeting performance targets, indicating a performance-based derivative position rather than an open-market purchase.

What Restricted Share Units (RSUs) are reported by the Metalpha (MATH) CEO?

He reports 375,000 unvested RSUs from an original 500,000-unit grant and an additional 1,039,000 RSUs granted June 30, 2025. These RSUs vest in scheduled installments over several years, each unit representing a contingent right to receive one Ordinary Share.

How are the Metalpha (MATH) CEO’s spouse’s RSUs treated in this filing?

The filing shows 500,000 RSUs granted to his spouse on June 30, 2025, vesting in four equal installments starting July 1, 2026. These are reported as indirect holdings, with the CEO disclaiming beneficial ownership beyond his pecuniary interest in the securities.

Does this Metalpha (MATH) Form 3 show recent insider buying or selling?

No specific buy or sell transactions are identified; all entries are classified as holdings with unknown transaction codes. The report functions as an initial snapshot of the CEO’s existing equity positions rather than evidence of recent open-market trading activity.
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