CoinDesk
Metaplanet CEO Simon Gerovich broke his silence on Sunday over the Tokyo bitcoin treasury company's Series 10 executive share program, acknowledging that the firm "had not done a good enough job" explaining the structure. Gerovich disclosed he is a "significant but non-majority shareholder" of MMXX's parent company, which sold roughly 50 million shares into the 2024 rally while Metaplanet was simultaneously raising public equity to fund BTC buys.
Why it matters
The Series 10 plan, set in December 2022, established a reward pool equal to 20% of fully diluted shares. After the April 2024 pivot to a bitcoin treasury strategy, every new equity raise diluted outside shareholders while the executive pool grew on a floating basis. In August, Metaplanet's board froze the pool at 319,464,000 shares but did not roll it back to its bitcoin-pivot level, a gap that critics like X account The Bitcoin Pharaoh have called for unwinding. The controversy is now anchored in concrete shareholding economics: Gerovich exercised 92,000 Series 10 rights on Aug. 28 to receive 64 million new shares, bringing his personal holding to 79,587,500 common shares, about 6.2% of total common stock. Together, Gerovich and MMXX hold more than 27% of fully diluted shares, and the company's own Aug. 18 filing acknowledged the prior mechanism "amplifies the dilution borne by existing shareholders."
Market impact
Metaplanet shares fell 7% on Monday as the shareholder pushback continued, extending a year-to-date decline of 43% against a Nikkei 225 that has added 31%. Over the past month, bitcoin is up 23%, broadly in line with Metaplanet's performance, but other bitcoin treasury companies have sharply outperformed: Strategy (MSTR) is up 40% and Strive (ASST) is up 114%. Pseudonymous shareholders on X are now demanding the cancellation of the additional 273 million shares and a reset of the pool to its bitcoin-pivot baseline, a move that would require Metaplanet to formally claw back the rights it has already granted.
Frequently asked questions
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What is Metaplanet's Series 10 Stock Acquisition Rights program?
Series 10 is an executive compensation plan established in December 2022 that set a reward pool equal to 20% of Metaplanet's fully diluted share capital. After Metaplanet pivoted to a bitcoin treasury strategy in April 2024, the pool grew on a floating basis as new equity was issued, diluting outside shareholders.
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Why are Metaplanet shareholders unhappy with the CEO's response?
Gerovich's Sunday post acknowledged the firm "had not done a good enough job" explaining Series 10 but did not address concrete demands to cancel 273 million additional shares or reset the pool to its bitcoin-pivot level. Critics like The Bitcoin Pharaoh say the answers about MMXX Ventures ownership and personal…
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How much of Metaplanet do insiders actually own?
CEO Simon Gerovich holds 79,587,500 common shares, about 6.2% of the total, after exercising Series 10 rights on Aug. 28. Together with MMXX Ventures, insiders hold more than 27% of Metaplanet's fully diluted shares.
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How has Metaplanet stock performed versus bitcoin treasury peers?
Metaplanet shares fell 7% on Monday and are down 43% YTD against a Nikkei 225 up 31%. Over the past month, bitcoin is up 23% and Metaplanet roughly tracked it, but Strategy (MSTR) gained 40% and Strive (ASST) surged 114%.
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What did Metaplanet's board do about the dilution mechanism in August?
On Aug. 18, Metaplanet's board removed the floating adjustment and froze the Series 10 pool at 319,464,000 shares with a five-year lock-up. The pool was frozen at its enlarged level rather than reset to its bitcoin-pivot baseline, and the company acknowledged the prior mechanism "amplifies the dilution borne by…
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