Metaplanet Executive Stock Pool Faces Shareholder Backlash Over Dilution

Japanese Bitcoin treasury company Metaplanet’s executive stock pool continues to draw shareholder backlash over stock dilution concerns.

Multiple shareholders objected across social media to Metaplanet’s 10th Series executive option pool, which was designed as 20% of fully diluted shares and automatically expanded as the company issued new shares to fund its Bitcoin (BTC) accumulation.

Bitcoin Magazine CEO David Bailey defended Metaplanet’s executive stock model, saying that giving the team 20% of the cap table over five years “isn’t some crazy number” and that his company has been invested in Metaplanet since “day zero,” in a Tuesday X post.

Some shareholders are now asking Metaplanet to cancel the additional 273 million shares created from the changes and to provide more transparency on future decisions. Metaplanet said it froze the pool at 319.5 million shares on Aug. 18, but critics contend this magnified dilution for existing shareholders, as the pool grew from 46 million shares to 319.5 million.

Pseudonymous Metaplanet shareholder Bitcoin Pharaoh claimed that Bailey personally benefited from Metaplanet’s stock options and received 300,000 options at a 105 Japanese yen strike price, when the stock was trading at 510 yen, as compensation for his role as a strategic board advisor at Metaplanet.

“Set the pool against what the shareholders contributed and the cut is 26% of the bitcoin: of every four coins the shareholders’ money bought, management took one,” wrote Bitcoin Pharaoh in a Wednesday X reply to Bailey.

Metaplanet CEO Simon Gerovich pledged to review the company’s governance and compensation policies and sought to distance himself from Metaplanet shareholder MMXX Ventures, explaining that he is a significant but non-majority shareholder in MMXX’s parent company and holds no executive role.

“We are continuing to review our governance and compensation policies and will share any updates when that work is complete,” wrote Gerovich in a Sunday X post.

On Aug. 31, Metaplanet revealed that its CEO exercised 92,000 shares from the 10th Series executive options pool.

VanEck’s head of digital asset research, Matthew Sigel, said that Metaplanet should “freeze” further exercise rights from the 10th Series option pool, have holders voluntarily surrender the excess rights and weigh additional options related to the shares that have already been exercised.

“Finally, replace Series 10 with a shareholder-approved, five-year incentive plan tied primarily to BTC per fully diluted share,” wrote Sigel in a Wednesday X post.

In an Aug. 18 notice, Metaplanet acknowledged that the decision to expand the share pool “amplifies the dilution borne by existing shareholders.”

Cointelegraph has request comment from Metaplanet on whether it would consider freezing the remaining shares in the executive pool.

Metaplanet’s shares closed up in Wednesday’s Tokyo trading, trimming their five-day decline to roughly 16.3%, according to Yahoo Finance.