Metaplanet Faces Shareholder Backlash Over Executive Stock Option Pool

Metaplanet, a Japanese Bitcoin treasury firm, is facing pushback from shareholders over its executive stock option pool. The pool, known as the '10th Series,' represents 20% of fully diluted shares and automatically expands when additional shares are issued to fund Bitcoin purchases.

Critics argue that this mechanism has led to heavy dilution for existing shareholders, with some claiming it benefits management disproportionately at their expense.

Metaplanet CEO Simon Gerovich acknowledged the dilution impact in an August 18 notice and froze part of the pool. However, critics say the damage was already done, the pool grew from 46 million shares to 319.5 million, increasing dilution for earlier holders.

David Bailey, CEO of Bitcoin Magazine, defended the incentive structure, saying it's reasonable to grant the team 20% of the cap table over a multi-year period. However, critics point out that this percentage allocation benefits management personally, as seen in Bailey's own situation, he received 300,000 options at a 105 Japanese yen strike price when shares were trading at 510 yen.

VanEck's Matthew Sigel has urged Metaplanet to freeze remaining exercise rights from the 10th Series pool and consider a shareholder-approved replacement plan tied primarily to BTC performance on a per fully diluted share basis.