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SkyAI Faces Board Ouster Push From Forward, 9.99% Holder

A 9.99% Bastion block and the largest Solana treasury are now aligned against SkyAI's full board, with the 7%-plus dilution from a 2026 equity plan the real target of both campaigns.

SkyAI is heading into its Sept. 18 annual meeting on the defensive, with a 9.99% shareholder bloc and Forward Industries, the largest publicly traded Solana treasury, separately calling on investors to withhold votes from all five board nominees. Bastion Trading and affiliates disclosed the campaign in a Sept. 3 SEC filing, citing bylaw changes they say weakened shareholder rights, an unvoted "poison pill" plan, and a slate of related-party transactions. Forward, which holds more than 7 million SOL, followed on Wednesday with an open letter urging the same withhold vote and opposition to a 2026 equity incentive plan that would dilute existing shareholders by more than 7%.

Why it matters

The alignment is the story, not the dollar amounts. Bastion's 9.99% stake is meaningful on its own, but Forward adding its voice, and Forward being the dominant Solana treasury player, converts a routine activist complaint into a sector-level referendum. Forward tried to acquire SkyAI in June at $1.55 a share, a 20% premium at the time; the board rejected in July, and SKYA has stayed pinned near $1.35 while Forward's stock has run more than 50%. The conflict has now moved from the negotiating table to the proxy ballot, with two independent shareholder camps landing on the same recommendation.

Market impact

The most concrete near-term mechanic is the 5.145 million share authorization baked into the 2026 equity incentive plan, which would push dilution past 7% on top of warrants SkyAI valued above $100 million that were issued to entities tied to CIO Alice Zhang's brother. Forward says it remains open to a "strategic transaction," which keeps the takeover threat live even if the Sept. 18 vote rejects the slate. Solana itself was trading around $103 on Wednesday, within a few dollars of its seven-month high, so the corporate fight is playing out against a strong tape for the underlying asset.

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$SOL

Frequently asked questions

  1. Why is Forward Industries pushing to oust SkyAI's board?

    Forward tried to acquire SkyAI in June at $1.55 per share in an all-stock deal, a 20% premium at the time. SkyAI's board rejected in July, and Forward has since taken its case public, urging a withhold vote on all five directors and opposition to a 2026 equity plan Forward argues would dilute shareholders by more than…

  2. What triggered the shareholder revolt against SkyAI?

    Bastion Trading and affiliates, who hold a 9.99% stake, cited bylaw changes they say weakened shareholder rights, an unvoted "poison pill" plan, and a slate of related-party transactions. Forward raised additional concerns over warrants SkyAI valued above $100 million issued to entities tied to CIO Alice Zhang's…

  3. How much Solana does SkyAI hold?

    SkyAI controls 2,009,494 SOL worth roughly $207 million, making it the fifth-largest publicly traded Solana treasury. Forward Industries, by comparison, holds 7,013,536 SOL worth more than $722 million, the largest publicly traded SOL treasury.

  4. What is the 2026 equity incentive plan at the center of the dispute?

    The proposed plan would authorize SkyAI to issue 5.145 million additional shares for stock-based compensation, diluting existing shareholders by more than 7%. Forward Industries urged shareholders to vote against the plan alongside its withhold-the-vote campaign against the board slate.

  5. Did SkyAI's board reject Forward's acquisition offer?

    Yes. Forward made the all-stock offer at $1.55 per share in June, a 20% premium at the time, and SkyAI's board unanimously rejected the proposal in July. Since the rejection, Forward's stock has grown more than 50% while SkyAI shares have stayed essentially flat near $1.35.

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