How to Fix: Upgrade Win10 VM to 11 (MBR to GPT, VMware)

Dennis Faas's picture

Infopackets Reader Calli P. writes:

" Dear Dennis,

We own a heating and cooling business and have a server that uses a Windows 10 virtual machine on VMware workstation. The virtual machine runs a program called ESC Connections Server that allows us to book appointments (among other things) from our workstations and also remotely on our phones. The ESC Server and virtual machine are both mission critical.

That said, I understand that Windows 10 will only be supported until October, 2025 and would like to upgrade it to Windows 11. The problem is that our virtual machine was built using the MBR (master boot record) partition scheme and Windows 11 needs the GPT partition scheme in order to install. I also understand that I need a UEFI BIOS and TPM (trusted platform module) enabled on the virtual machine in order to install Windows 11. Do I need to create a new virtual machine with Windows 11 and then migrate my data (this would be very painful), or is it possible to upgrade our Windows 10 virtual machine that uses MBR to Windows 11? I am in way over my head and need help! "

My response:

I asked Calli if she would like me to investigate the issue using my remote desktop service, and she agreed.

Below I will discuss my findings.

How to Fix: Upgrade Win10 VM to Win11 (MBR to GPT, VMware Workstation)

First, let me say that changing from MBR to GPT and also changing the BIOS to UEFI can make your virtual machine unbootable if it is not done correctly. If you don't know what you're doing, it is highly advisable to have someone like myself do it for you (click here to contact me) because if you screw it up you will not be able to revert your snapshots to undo the damage - I'll explain why further down. As always, backup all your data before proceeding.

Now that the usual warning is out of the way, let's talk about converting MBR to GPT on a virtual machine.

Microsoft already includes a utility called mbr2gpt that will convert the MBR partition scheme to GPT. However, per Microsoft's Youtube video, it is recommended to run the mbr2gpt only if the system is in a Windows Preinstallation Environment, otherwise known as WinPE.

There are lots of instructions on the Internet that explain how to do this, but the easiest way is to download WinPE already made. I chose to use Sergei Strelec's WinPE from Majorgeeks.

Once the file is downloaded, extract and mount the .ISO image to your virtual machine's CD ROM drive and boot from the image.

Use MBR2GPT in WinPE to Convert MBR to GPT

The next step is to convert the virtual machine's C drive from MBR partition scheme to GPT.

Before proceeding, it is highly recommend that you (a) run chkdsk on the C drive, (b) you pause the virtual machine and make a snapshot in case something goes horribly wrong and (c) backup all your data externally. Optionally, you can create a full clone of the existing virtual machine, then use the full clone to proceed with the following changes. Note that the full clone won't carry snapshots with it (only the current state) and your Windows license on the full clone will be invalidated.

Assuming you are ready to proceed, the next step is to convert MBR to GPT using an administrative command prompt and type in the following commands:

cd \
mbr2gpt /validate #you should get no errors
mbr2gpt /convert

Note that the /convert switch will result in an error message 'mbr2gpt: failed to update reagemnt.xml' - you can safely ignore that.

Next, run 'diskmgmt' from the command prompt and you should see that the C drive (usually disk 0) should have a new 100 megabyte partition that says "EFI System" and that it's healthy. Following that, shut down the virtual machine and proceed to the next step.

Enable TPM 2.0 and UEFI on VMware Workstation

Now it's time to enable TPM on VMware workstation so that you can install upgrade the virtual machine from Windows 10 to Windows 11.

There are a few major gotcha's here.

In order to add TPM, you first need to encrypt the virtual machine. And, in order to encrypt the virtual machine, you need to delete all your snapshots. If deleting your snapshots is a scary idea (for example, if the upgrade from Windows 10 to 11 doesn't work, you won't be able revert your previous snapshots), then I suggest making a full clone of the existing virtual machine before proceeding.

As I mentioned previously, a full clone consolidates all your snapshots - meaning that you won't be able to go back past the point you are at now. However, creating a full clone of the existing state and upgrading the full clone to Windows 11 will work just fine, and leaves the existing virtual machine alone so that you can roll back a snapshot if you need to. Please note, however, that once this is done, your Windows license will invalidate itself on the full clone (costs around $139ish) and you will need to purchase a new license because Microsoft won't let you clone multiple Windows virtual machines on the same license.

Assuming you are ready to proceed, let's add TPM 2.0 to the virtual machine in VMware workstation.

To do so:

  1. Delete all your snapshots if you haven't already (or create a full clone).
  2. Encrypt the virtual machine. Click the 'Edit virtual machine settings' link on the left of VMware Workstation window, then select the Options tab, then locate the Access Control setting and choose the option 'Only files needed to support TPM are encrypted'. You will need a password for this and can change it later if you need to, but only if you remember the current password.
  3. Now it's time to enable UEFI in the firmware. In the Options tab, select Advanced, then set the firmware type to UEFI.
  4. Next, add TPM to VMWware workstation. Go to the Hardware tab and select Add and choose Trusted Platform Module, then finish.
  5. Cross your fingers and boot the virtual machine.

Validate Windows 10 has UEFI and TPM Enabled in VMWare Workstation

Assuming the machine has booted into Windows 10, it's time to check to make sure you did everything correctly before attempting to upgrade the current Windows 10 virtual machine to Windows 11 in VMware workstation.

  1. Click Start and type in 'msinfo32'. Look for the Bios Mode heading. It should say UEFI.
  2. Click Start and type in tpm.msc. It should say: Status: the TPM is ready for use.
  3. Pat yourself on the back for a job well done - but we're not done yet!

Remove System Reserved Partition from My Computer

You may notice you now have an E drive named "System Reserved" showing up in My Computer. You can prevent this from appearing, as it's a system drive and not meant to be used by the user.

To do so:

  1. Open an administrative command prompt.
  2. Launch diskpart, then type in 'list volume'. Look for drive E in the list (an example is given below).

    DISKPART> list volume

    Volume ### Ltr Label Fs Type Size Status Info
    ---------- --- ----------- ----- ---------- ------- --------- --------
    Volume 0 D USB_STRELEC UDF DVD-ROM 4793 MB Healthy
    Volume 1 E System Rese NTFS Partition 50 MB Healthy
    Volume 2 C NTFS Partition 59 GB Healthy Boot
    Volume 3 FAT32 Partition 100 MB Healthy System
    Volume 4 NTFS Partition 509 MB Healthy Hidden
  3. Type in: 'select volume 1' (assuming it corresponds with your System Reserved partition), then 'remove letter E', followed by 'exit'.

That's it! The next step is to obtain Windows 11 media and start the installation. Your Windows 10 license will carry over to Windows 11 (assuming it's still valid) and you should be good to go. After the upgrade, be sure to test your critical programs to ensure they are compatible with Windows 11.

Need Additional Help?

Once again, if this is over your head and you want it done right and don't want to take any risks upgrading your VMware workstation Windows 10 virtual machine to Windows 11, you can hire me for paid support to do it for you. If your virtual machine is mission critical, it is worth paying to have it done properly by a professional.

About the author: Dennis Faas is the CEO and owner of Since 2001, Dennis has dedicated his entire professional career helping others with technology-related issues with his unique style of writing in the form of questions-and-answers; click here to read all 2,000+ of Dennis' articles online this site. In 2014, Dennis shifted his focus to cyber crime mitigation, including technical support fraud and in 2019, sextortion. Dennis has received many accolades during his tenure: click here to view Dennis' credentials online; click here to see Dennis' Bachelor's Degree in Computer Science (1999); click here to read an article written about Dennis by Alan Gardyne of Associate Programs (2003). And finally, click here to view a recommendation for Dennis' services from the University of Florida (dated 2006).

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swreynolds's picture

There is no reason to convert from MBR to GPT if the disk is 2tB or less. You don't even need a UEFI to boot (although there is work to be done to achieve it). You do, however, have to upgrade from 10 to 11 from Windows 10. The 2TB limit on drive size in MBR is a design flaw, not an inherit one (although it isn't realistic to get around). UEFI protecting the boot has already been defeated, so its value is quite diminished>

Dennis Faas's picture

You are correct that a disk needs the GPT partition scheme if it is larger than 2TB, but I can assure you that Windows 11 requires a GPT partition scheme in order to install and boot from that drive, hence the reason for this article. Any other drives that are not used to boot Windows 11 can use whichever partition scheme you want.

swreynolds's picture

I didn't make the comment because I thought it could be done, I made it because I've done it on multiple occasions. Win 11 won't install on an MBR disk, but it will upgrade on one.

Dennis Faas's picture

Perhaps there is a way to bypass the checks, but I'd rather do it the way that is supported by Microsoft so there are no surprises in the future such as broken Windows Updates and/or the inability to patch. This is a production machine, after all.

I did review the virtual machine in question as I have not applied the Windows 10 upgrade yet (I tested on a local virtual machine first), I can confirm that the VM is running Windows 10 using the MBR scheme and when I run "PC Health Check" it does not meet Windows 11 requirements, which are: TPM 2.0 and Secure Boot.

The latter only runs on the GPT partition scheme (which also requires UEFI firmware enabled), hence there is most definitely a need to convert MBR to GPT as suggested in the article to make the PC Health Check "pass" and to continue on to a Windows 11 upgrade without a hitch.

Refer to below screenshots:

Also see: