Metaplanet, a Japanese Bitcoin treasury company, has been rated “Bad” by investment manager VanEck for executive compensation practices that significantly dilute shareholders. The firm’s 14.7% option pool, 8.2% officer exposure, and 3.8% largest officer position far exceed peer averages of 4.0%, 0.8%, and 0.6%. By contrast, Strategy, BitMine, Hyperliquid Strategies, Sharplink, Tron, and Bit Digital received “Good” ratings. VanEck proposes canceling 273 million shares and implementing a shareholder-approved plan. Metaplanet holds 43,000 BTC worth $3.5 billion, but its stock has declined nearly 50% this year.
VanEck examined executive compensation across the 10 largest Digital Asset Treasury companies and rated Metaplanet as “Bad” due to shareholder dilution concerns. The firm’s 14.7% option pool represents potential dilution on a fully diluted basis, with officer exposure at 8.2% and the largest individual officer position at 3.8%.
Six firms including Strategy, BitMine, Hyperliquid Strategies, Sharplink, Tron, and Bit Digital received “Good” ratings due to fixed pools and officer exposure of 1% or less. Twenty One Capital, Strive, and Forward Industries were placed in the “Acceptable” category.
Metaplanet‘s compensation structure originated when it was a struggling hotel operator, designed to protect executives from dilution. After shifting to a Bitcoin treasury strategy, the mechanism remained, allowing the option pool to grow as shares were issued to fund Bitcoin purchases.
By mid-2026, the pool had reached 319.5 million potential shares, about 20% of the company on a fully diluted basis. On August 18, 2026, Metaplanet removed the automatic “Evergreen” mechanism but retained the enlarged pool.
On September 11, 2026, it rolled back the conversion ratio, cutting the pool by 41% to 188.2 million shares. However, 82.8 million shares had already been issued to insiders, leaving 105.4 million potential new shares, roughly 7% of the company.
VanEck proposed four changes: cancel approximately 273 million shares added through the adjustment mechanism, replace remaining rights with a smaller shareholder-approved plan, link compensation to Bitcoin per fully diluted share, and adopt a written equity-grant timing policy. The firm estimates that before recent reductions, management dilution could have absorbed roughly 20% of the economic value created through Bitcoin purchases.
Metaplanet‘s Bitcoin holdings have reached 43,000 BTC, worth $3.5 billion. Its stock traded at ¥243 ($1.62) after a 2.10% gain, but the nearly 50% decline so far this year continues to fuel investor concerns.
