Metalpha updates board roles after director resignation

Rhea-AI Filing Summary

Metalpha Technology Holding Limited (Nasdaq: MATH) announced a board change. Mr. Kim Fung Lai resigned from the Board, the Compensation Committee, and the Nominating and Corporate Governance Committee, effective October 31, 2025. The company stated his resignation was for personal reasons and not due to any disagreement with the Board or the company.

Following the change, the committees are: Audit — Sen Lin (chair), Kiyohiro Kawayanagi, Jingxin Tian; Compensation — Sen Lin (chair), Kiyohiro Kawayanagi, Jingxin Tian; Nominating & Corporate Governance — Kiyohiro Kawayanagi (chair), Sen Lin, Jingxin Tian.

Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of November 2025

Commission File Number: 001-38208

Metalpha Technology Holding Limited

Suite 5506-07, Central Plaza

18 Harbour Road, Wan Chai,

Hong Kong, China

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  ☒            Form 40-F  ☐

Metalpha Announces Change to Board and Committee Composition

Metalpha Technology Holding Limited (Nasdaq: MATH) (the “Company” or “Metalpha”), a global leading provider of blockchain and trading technology solutions, today announced the resignation of Mr. Kim Fung Lai as a member of the Company’s board of directors (the “Board”), a member of the Compensation Committee of the Board and a member of the Nominating and Corporate Governance Committee of the Board, effective on October 31, 2025. Mr. Lai’s resignation was for personal reasons and was not due to any disagreement with the Board, the Company or any of its affiliates on any matter relating to the Company’s operations, policies or practices. The Company would like to take this opportunity to express its appreciation to Mr. Lai for his service to Metalpha in the past years.

The Board, following a favorable report from the Nominating and Corporate Governance Committee, unanimously adopted the following resolutions in relation to its Board of Directors and its Committees:

● To accept the voluntary resignation presented by Mr. Kim Fung Lai from his position as a member of the Board, effective on October 31, 2025, thereby resigning as a member of the Compensation Committee of the Board and a member of the Nominating and Corporate Governance Committee of the Board.

● In order to fill the vacancy described above, and at the proposal of the Nominating and Corporate Governance Committee of the Board, to appoint Mr. Kiyohiro Kawayanagi as a member of the Compensation Committee of the Board. The Company has determined that Mr. Kiyohiro Kawayanagi satisfies the “independence” requirements of Section 5605(c)(2) of the Nasdaq Listing Rules and Rule 10A-3 under the Securities Exchange Act.

● In order to fill the vacancy described above, to appoint Ms. Jingxin Tian as a member of Nominating and Corporate Governance Committee of the Board. The Company has determined that Ms. Jingxin Tian satisfies the “independence” requirements of Section 5605(c)(2) of the Nasdaq Listing Rules and Rule 10A-3 under the Securities Exchange Act.

Following the changes noted above, the composition of the Board’s committees is as follows:

Our Audit Committee consists of Mr. Sen Lin, Mr. Kiyohiro Kawayanagi and Ms. Jingxin Tian. Mr. Sen Lin is the chairperson of our Audit Committee.

Our Compensation Committee consists of Mr. Sen Lin, Mr. Kiyohiro Kawayanagi and Ms. Jingxin Tian. Mr. Sen Lin is the chairperson of our Compensation Committee. 

Our Nominating and Corporate Governance Committee consists of Mr. Sen Lin, Mr. Kiyohiro Kawayanagi and Ms. Jingxin Tian. Mr. Kiyohiro Kawayanagi is the chairperson of our Nominating and Corporate Governance Committee. 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Metalpha Technology Holding Limited
	By:	/s/ Bingzhong Wang
	Name:	Bingzhong Wang
	Title:	Chief Executive Officer and Chairman of the Board of Directors

Date: November 4, 2025

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FAQ

What did Metalpha (MATH) announce in this 6-K?

Metalpha reported the resignation of Kim Fung Lai from the Board and two committees, effective October 31, 2025, and updated committee compositions.

Why did Kim Fung Lai resign from Metalpha's Board?

The company stated the resignation was for personal reasons and not due to any disagreement with the Board or the company.

Who chairs Metalpha's Audit Committee after the change?

Sen Lin chairs the Audit Committee. Members are Sen Lin, Kiyohiro Kawayanagi, and Jingxin Tian.

Who leads Metalpha's Compensation Committee after the change?

Sen Lin chairs the Compensation Committee. Members are Sen Lin, Kiyohiro Kawayanagi, and Jingxin Tian.

Who chairs Metalpha's Nominating & Corporate Governance Committee?

Kiyohiro Kawayanagi chairs the committee. Members are Kiyohiro Kawayanagi, Sen Lin, and Jingxin Tian.

When was the board change effective at Metalpha (MATH)?

The resignation and related changes were effective on October 31, 2025.