Metropolitan Bank Holding Corp. ownership update: Adage Capital Management, L.P. and affiliated reporting persons state beneficial ownership of 584,633 shares of Common Stock, representing 4.76% of the class. The percentage is calculated using 12,293,174 shares outstanding as of March 4, 2026.
The filing is an amendment to a Schedule 13G, and discloses shared voting and dispositive power for the reported shares among the named reporting persons.
Positive
None.
Negative
None.
Insights
Adage reports a sub-5% passive stake in MCB.
Adage Capital Management, ACP and individual affiliates report 584,633 shares (4.76% of the class) using the company’s disclosed March 4, 2026 outstanding share count of 12,293,174. The cover rows show shared voting and dispositive power.
Because this is a Schedule 13G amendment, it reflects beneficial ownership disclosure rather than an active control change; cash‑flow treatment and intent are not specified in the excerpt.
Reporting structure shows entity and individual attributions.
The statement attributes holdings to Adage Capital Partners, L.P. with reporting persons Robert Atchinson and Phillip Gross disclosed as managing members. Signatures show both entity and individual attestations dated 05/13/2026.
Shared powers are identified on the cover page rows; the filing notes the percent calculation basis explicitly, which is useful for ownership context.
Key Figures
Shares beneficially owned:584,633 sharesPercent of class:4.76%Shares outstanding:12,293,174 shares+1 more
4 metrics
Shares beneficially owned584,633 sharesReported by Adage and affiliated reporting persons
Percent of class4.76%Calculated using shares outstanding as of March 4, 2026
Shares outstanding12,293,174 sharesAggregate outstanding used for percent calculation, as of March 4, 2026
Filing date / signature date05/13/2026Signatures for the amendment dated on this date
"Amount beneficially owned: The information required by Item 4(a)"
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.
shared dispositive powerregulatory
"Shared Dispositive Power 584,633.00"
Schedule 13G/Aregulatory
"This statement is filed by: (i) Adage Capital Management, L.P."
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
What stake does Adage Capital report in Metropolitan Bank Holding Corp. (MCB)?
Adage reports beneficial ownership of 584,633 shares, equal to 4.76% of the class. This percent is calculated using 12,293,174 shares outstanding as of March 4, 2026, per the filing's stated basis.
Who are the named reporting persons in the MCB Schedule 13G/A?
The filing lists Adage Capital Management, L.P. as the investment manager and names Robert Atchinson and Phillip Gross as affiliated managing members. Signatures show both entity and individual attestations dated 05/13/2026.
How is voting and dispositive power reported for the 584,633 shares?
The cover page rows report shared voting power and shared dispositive power of 584,633 for the reporting persons. Sole voting and sole dispositive power are reported as 0.00 in the excerpt.
What outstanding share count did the filing use to compute the percentage?
The percentage is based on an aggregate of 12,293,174 shares outstanding as of March 4, 2026, taken from the company’s Definitive Proxy Statement referenced in the filing.
Does this Schedule 13G/A indicate Adage is seeking control of MCB?
The amendment reports passive beneficial ownership on a Schedule 13G/A and shows shared powers; it does not state any change of control or intent to exert control in the provided excerpt.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Metropolitan Bank Holding Corp.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
591774104
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
591774104
1
Names of Reporting Persons
Adage Capital Management, L.P.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
584,633.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
584,633.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
584,633.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.76 %
12
Type of Reporting Person (See Instructions)
IA, PN
SCHEDULE 13G
CUSIP Number(s):
591774104
1
Names of Reporting Persons
Robert Atchinson
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
584,633.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
584,633.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
584,633.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.76 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
CUSIP Number(s):
591774104
1
Names of Reporting Persons
Phillip Gross
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
584,633.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
584,633.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
584,633.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.76 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Metropolitan Bank Holding Corp.
(b)
Address of issuer's principal executive offices:
99 Park Avenue, New York, NY 10016
Item 2.
(a)
Name of person filing:
This statement is filed by:
(i) Adage Capital Management, L.P., a Delaware limited partnership ("ACM"), as the investment manager of Adage Capital Partners, L.P., a Delaware limited partnership ("ACP"), with respect to the common stock, par value $0.01 per share ("Common Stock"), of Metropolitan Bank Holding Corp., a New York corporation (the "Company"), directly held by ACP;
(ii) Robert Atchinson ("Mr. Atchinson"), as (1) managing member of Adage Capital Advisors, L.L.C., a limited liability company organized under the laws of the State of Delaware ("ACA"), managing member of Adage Capital Partners GP, L.L.C., a limited liability company organized under the laws of the State of Delaware ("ACPGP"), general partner of ACP and (2) managing member of Adage Capital Partners LLC, a Delaware limited liability company ("ACPLLC"), general partner of ACM, with respect to the Common Stock directly held by ACP; and
(iii) Phillip Gross ("Mr. Gross"), as (1) managing member of ACA, managing member of ACPGP and (2) managing member of ACPLLC, general partner of ACM, with respect to the Common Stock directly held by ACP.
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.
The filing of this statement should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the securities reported herein.
(b)
Address or principal business office or, if none, residence:
The address of the business office of each of the Reporting Persons is 200 Clarendon Street, 52nd Floor, Boston, Massachusetts 02116.
(c)
Citizenship:
ACM is a limited partnership organized under the laws of the State of Delaware. Messrs. Gross and Atchinson are citizens of the United States.
(d)
Title of class of securities:
Common Stock, par value $0.01 per share
(e)
CUSIP No.:
591774104
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 12,293,174 shares of Common Stock outstanding as of March 4, 2026, as reported in the Company's Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on March 20, 2026.
(b)
Percent of class:
4.76%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 2(a).
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
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.
Adage Capital Management, L.P.
Signature:
/s/ Robert Atchinson
Name/Title:
By: Adage Capital Partners LLC, its General Partner, By: Robert Atchinson, its Managing Member
