VanEck Gives Metaplanet the Worst Pay Score
VanEck criticizes the Japanese Bitcoin treasury company for dilution and a large option package for executives, despite recent changes made by the board.
Key Takeaways
- VanEck gave Metaplanet a 'Bad' score for executive pay and called it the only top-10 digital asset treasury company with such a low rating.
- According to VanEck, Metaplanet fails all four review points, despite two recent reductions in the option package.
- VanEck said the option package was still too large, too concentrated among executives, and not approved enough by shareholders.
VanEck gave Metaplanet a 'Bad' score for executive pay. That makes it the only company in the top 10 digital asset treasuries to score that low. According to the asset manager, Metaplanet fails all four tests in its research, even after the company cut the executive option package twice over the past month.
Why VanEck Is Critical
Metaplanet is a publicly listed Japanese company that mainly holds Bitcoin on its balance sheet. It owns about 43,000 BTC and funds those purchases with new shares, debt, and preferred shares. That model causes dilution, but investors usually accept that tradeoff because the Bitcoin position per share should eventually be worth more.
That is exactly where VanEck says the problem starts. The company tied executive pay to an option package that grew along with the issuance of new shares. As a result, not only did existing shareholders get diluted, but management's claim also got bigger.
VanEck's Four Tests
VanEck looked at four points: the size of the option package relative to the fully diluted share count, the portion held by named executives, whether the package can grow without a shareholder vote, and whether the largest grant has a performance hurdle. Metaplanet did not score well on any of those points.
The option package works out to 14.7% of shares, compared with an average of 4.0% among peers. Executives hold 8.2% of that package, while the peer average is 0.8%. According to VanEck, that is about four times as high on package size and ten times as high on exposure for top executives.
The asset manager also pointed out that shareholders did not vote on the package's growth or on two changes in 2026. The grants also require nothing more than staying employed.
What This Means for Investors
The debate around Metaplanet fits into a broader concern in the crypto sector: how far can a treasury company go with pay and dilution before shareholder interests start to fade from view? For European crypto followers, that matters because these kinds of companies are increasingly being tracked as publicly traded Bitcoin vehicles. In Metaplanet's case, the story shows that it's not just the BTC position that matters, but also how that position is financed and distributed.
The board has taken steps under shareholder pressure. On August 18, it scrapped the evergreen dilution clause, and on September 11, it rolled the terms back to the level before a share sale in September 2025. That cut the package by 41% to 188.2 million shares, but VanEck still thinks that is far too generous.
According to the asset manager, four changes are needed to improve the score: cancel the roughly 273 million shares created by the clause, introduce a smaller shareholder-approved plan, tie pay to Bitcoin per share, and create a written policy for when grants are made.
The recent reduction in dilution after shareholder protest also shows that pressure on the company has been building for some time. VanEck says that move still is not enough to bring the pay structure fully in line with shareholder interests.
