Simon Gerovich said Metaplanet had not adequately explained the structure, and denied involvement in MMXX Ventures’ trading decisions.
- Metaplanet CEO Simon Gerovich acknowledged the company had not adequately explained its 10th Series Stock Acquisition Rights reward program or the structure of MMXX Ventures.
- Gerovich said he is a significant but non-majority shareholder in MMXX’s parent company and has no involvement in its trading decisions.
- The controversy centers on the executive option pool, which expanded as Metaplanet issued new stock, allowing insiders’ potential holdings to grow while shareholders were diluted.
Simon Gerovich, CEO of bitcoin treasury company Metaplanet (3350), responded to criticism surrounding the company’s executive compensation plan and his role in MMXX Ventures, a shareholder in the company.
In a post on X on Sunday, Gerovich acknowledged that Tokyo-based Metaplanet «had not done a good enough job» of explaining the equity remuneration arrangement known as Series 10 Stock Acquisition Rights. He also described himself as a «significant but non-majority shareholder» of MMXX’s parent company and said he played no role in the firm’s trading decisions while Metaplanet investors called for greater transparency.
The controversy dates back to December 2022, before Metaplanet adopted its bitcoin treasury strategy, when the company established the stock rights plan. Instead of granting executives a fixed number of shares, it set a reward pool of 20% of Metaplanet’s fully diluted share capital.
After the company’s pivot to buying bitcoin in April 2024, that meant every time Metaplanet sold new equity to add to its holdings, existing shareholders were diluted, while Gerovich’s option entitlement increased.
In August, Metaplanet abandoned the linked reward-pool increase and froze the number of reward shares available at around 320 million. What it didn’t do was roll back the reward pool to where it stood at the time of the bitcoin pivot. The actions highlighted the reward plan and generated online criticism.
“The fix in August was a step in the right direction,” wrote one shareholder pseudonomously known as The Bitcoin Pharaoh on X. “But ‘we can do better’ is a promise about the future, and the questions above are about what already happened. Answer them, name the owners of MMXX, and unwind the pool to where it stood at the pivot.”
Another, identified as Ragnar, posted: “Conclusion: There is no choice but to cancel the additional 273 million shares and replace them with a new incentive program applied retroactively.”MMXX made a series of documented on-market share sales in the months following the bitcoin treasury announcement.
According to a The BTC Pharaoh, it sold some 50 million shares into the 2024 rally while Metaplanet was simultaneously raising equity from the public.
While Metaplanet has disclosed Gerovich’s voting control over MMXX, it has not publicly detailed the extent to which he personally benefited economically from the entity’s share sales.
Since adopting the bitcoin treasury strategy in April 2024, Metaplanet’s share price had surged from around 20 yen (13 cents) to almost 2,000 yen, an increase of more than 10,000% at its peak. But has since fallen 85% from its June 2025 all-time high.
On Aug. 18, Metaplanet’s board removed the plan’s floating adjustment mechanism, fixed the Series 10 pool at 319,464,000 shares and imposed a five-year lock-up.
In a filing, the company acknowledged that the previous mechanism «amplifies the dilution borne by existing shareholders.» However, the pool was frozen at its enlarged level, rather than being reset to its level when Metaplanet began pursuing the bitcoin strategy.
On Aug. 28, Gerovich exercised 92,000 Series 10 rights and received 64 million new shares. He now holds a total of 79,587,500 of the company’s common stock, according to an Aug. 31 filing, about 6.2% of the total.
Together, Gerovich and MMXX held a combined stake of more than 27% of Metaplanet’s fully diluted share capital, according to Bitcoin Pharaoh’s analysis of public filings.
Metaplanet shares fell 7% on Monday as scrutiny of the compensation structure continued. They have dropped 43% this year while the Nikkei 225 added 31%.
Over the past month, bitcoin has risen 23%, broadly in line with Metaplanet’s performance. However, other bitcoin treasury companies have significantly outperformed, with Strategy (MSTR) up 40% and Strive (ASST) surging 114%.
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Anvil: The Missing Collateral Layer
Anvil: The Missing Collateral Layer
Anvil is a shared on-chain collateral layer built on a programmable letter of credit: reserve assets as a guarantee -no loan, no interest, keep custody & yield.
Anvil is a shared on-chain collateral layer built on a programmable letter of credit: reserve assets as a guarantee -no loan, no interest, keep custody & yield.
Why it matters:
Anvil is a shared on-chain collateral layer built on a programmable letter of credit: reserve assets as a guarantee -no loan, no interest, keep custody & yield.
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