Simon Gerovich, CEO of Bitcoin treasury firm Metaplanet, took to X to address growing shareholder backlash over the company's equity incentive plan and its ties to MMXX Ventures. Gerovich admitted the company "failed to adequately explain" the Series 10 stock acquisition rights arrangement, and disclosed that he is a "significant but non-controlling shareholder" of MMXX's parent company, claiming no involvement in its trading decisions.
Origins of the Controversy
The Series 10 plan was established in December 2022, setting the incentive pool at 20% of Metaplanet's fully diluted shares. After Metaplanet shifted to a Bitcoin treasury strategy in April 2024, every subsequent share issuance diluted existing shareholders—while simultaneously growing Gerovich's option stake. On August 18, the board removed the floating adjustment mechanism, capping the Series 10 pool at 319 million shares with a five-year lockup period. However, critics noted the board did not revert the pool to pre-Bitcoin strategy levels, leaving dilution concerns unresolved.
Gerovich's Recent Exercise and Holding Structure
On August 28, Gerovich exercised 92,000 Series 10 rights, acquiring 64 million new shares. He now personally holds approximately 6.2% of the company; together with MMXX, the combined stake exceeds 27% of fully diluted shares. This concentrated ownership has fueled dissatisfaction among minority shareholders.
Shareholder Demands
A shareholder using the pseudonym The Bitcoin Pharaoh said on X that the August adjustment was "a step in the right direction," but called on Gerovich to answer outstanding questions, disclose MMXX's owners, and restore the incentive pool to its original level prior to the Bitcoin strategy pivot. Metaplanet has not issued further comments as of now.