NewsCryptoVanEck Report Flags Executive Option Pool Dilution at Bitcoin Treasury Firm Metaplanet

VanEck Report Flags Executive Option Pool Dilution at Bitcoin Treasury Firm Metaplanet

Author: Blockonomi·

Key Takeaways

  • VanEck's report found Metaplanet's executive option pool at approximately 14.7% of fully diluted shares, with officer exposure at 8.2%, close to ten times the average of the other nine Bitcoin treasury companies studied.
  • Metaplanet was the only company among the ten largest Bitcoin treasury firms reviewed to fail all four of VanEck's compensation tests, which covered pool size, officer exposure, automatic growth clauses, and performance-tied pay.
  • Metaplanet's board removed a clause allowing automatic option pool growth on August 18, 2026, and cut the pool by 41% to 188.2 million shares by rolling back the conversion ratio on September 11, 2026.
  • After these changes, Metaplanet's remaining potential new shares fell to about 105.4 million, close to 7% of the company on a fully diluted basis, while its Bitcoin position stayed fully intact.
  • VanEck stated it remains underweight Bitcoin treasury companies as a group and prefers gaining Bitcoin exposure through exchange-traded funds.
VanEck Report Flags Executive Option Pool Dilution at Bitcoin Treasury Firm Metaplanet

VanEck released the latest edition of its Bitcoin ChainCheck report in September 2026, examining how public companies manage their Bitcoin treasuries and how they compensate the executives running those strategies. The report assessed the ten largest Bitcoin treasury companies, comparing their treasury management practices and executive compensation structures, and one firm drew particular scrutiny: Metaplanet, which continues to build one of the largest corporate Bitcoin positions outside the United States. While the company's Bitcoin holdings remained intact, the asset manager zeroed in on the size and structure of its executive option pool, putting a spotlight on how option-based pay can affect shareholders in companies pursuing Bitcoin accumulation strategies.

According to the report, Metaplanet's executive option pool equals approximately 14.7% of the company's fully diluted shares, a count that includes shares that would be created if every option and convertible instrument were exercised — a figure far higher than that of the other large Bitcoin treasury companies covered in the review. Officer exposure at the firm reached 8.2% of fully diluted shares, which VanEck said is close to ten times the average across the other nine treasury companies it studied. The report also flagged Metaplanet's largest single officer holding, which stood at 3.8% of fully diluted shares, roughly six times the average for the group.

Bitcoin Per Share Versus Total Shares

Companies that hold Bitcoin often highlight how much of the asset they own per share, and investors use that figure to judge how effectively a company is growing its holdings on behalf of shareholders. VanEck argued that the number tells only part of the story. When a company issues large volumes of new shares or options, existing shareholders can end up owning a smaller piece of the Bitcoin even as total holdings grow.

That is the core issue VanEck raised with Metaplanet. The firm said executive pay tied to stock options can quietly reduce what shareholders actually keep. Stock-based pay is typically justified as a way to align executives with the shareholders they work for; VanEck's critique was that the size and structure of Metaplanet's grants cut against that alignment. VanEck was clear that this is not a story about Metaplanet selling its Bitcoin: the company still holds its full position, and the report does not suggest otherwise. The concern, according to VanEck, is the structure of dilution rather than the disposition of the holdings.

Metaplanet Cuts Its Option Pool Twice

Metaplanet's board took steps to address the concerns twice in recent weeks. On August 18, 2026, the board removed a clause that allowed the option pool to grow automatically every time the company issued new stock. On September 11, 2026, the board rolled back the conversion ratio used to calculate the pool. That move cut the pool by 41%, down to 188.2 million shares from its earlier size.

Because some shares had already been issued to insiders under the old terms, the remaining potential new shares fell to about 105.4 million — close to 7% of the company on a fully diluted basis.

The two moves, made in under a month, also show that the levers VanEck flagged — automatic growth clauses and conversion ratios — sit under board control, and each change shrank the potential share overhang while the company's Bitcoin position stayed untouched.

The company also cut executive base salaries by around 15%. VanEck noted, however, that the salary reduction came alongside stock-based compensation that remained large.

Failing All Four Compensation Tests

VanEck ranked Metaplanet as the only company among the ten largest Bitcoin treasury firms it reviewed that failed all four of its compensation tests. Those tests covered pool size, officer exposure, automatic growth clauses, and whether pay was tied to performance. Other large treasury companies passed more of the evaluations, and VanEck said firms with smaller, fixed option pools and shareholder votes on pay changes scored better in its review.

By those yardsticks, the items to watch at Metaplanet next are the report's own tests: how the remaining pool of roughly 105.4 million shares is drawn down, whether future grants tie pay to performance, and whether compensation changes go before shareholders.

VanEck added that it remains underweight Bitcoin treasury companies as a group and prefers to gain Bitcoin exposure through exchange-traded funds instead.

As more companies adopt Bitcoin treasury strategies, comparisons between them are likely to include more than the total amount of Bitcoin held. How much dilution shareholders accept along the way is becoming part of that comparison as well.

This article is based on reporting published by Blockonomi.