Metaplanet Shareholder Backlash: Executive Option Pool Sparks Dilution Concern

Metaplanet, a Japanese Bitcoin treasury-focused firm, is facing criticism from shareholders over its '10th Series' executive option pool and dilution mechanics tied to ongoing BTC accumulation.

The controversy centers on how the pool was structured: set at 20% of fully diluted shares and designed to expand automatically as Metaplanet issued new shares to finance additional Bitcoin buys. Critics argue that this setup led to significant dilution for existing holders, with one shareholder claiming that the pool expanded from around 46 million shares to 319.5 million shares.

Metaplanet CEO Simon Gerovich acknowledged the dilution concern and said the company would review its governance and compensation policies. In an X post, Gerovich also revealed that he exercised 92,000 shares from the 10th Series pool on August 31.

Industry commentator Matthew Sigel suggested freezing remaining rights from the 10th Series option pool and replacing it with a shareholder-approved plan tied primarily to BTC per fully diluted share. Critics argue that Metaplanet's current structure can create outcomes where management's equity gain does not map cleanly to shareholders' contribution after dilution effects are considered.