Ron Sade and Keren Maimon, board members at Solmate, bought approximately 2.298 million SLMT shares at $4.97 per share without going through a standard competitive process, according to The Block. The purchase totaled roughly $11.4 million and diluted existing shareholders by about 20 percent.
The largest Solmate shareholder filed suit, alleging the transaction amounted to self-dealing and breached fiduciary duty. The lawsuit centers on whether board members exploited their position to acquire shares at terms unavailable to other investors.
Solmate manages treasury operations for Solana, which trades around $81.6 and ranks seventh by market capitalization. The firm's governance failures, if proven, raise questions about how closely aligned infrastructure operators are with token-holder interests. Treasury management positions typically carry implicit trust that operators will prioritize protocol health over personal gain.
The core complaint is straightforward: two insiders negotiated a bulk share purchase without transparency or competitive bidding. No disclosure appears to have preceded the transaction. The shareholder's legal theory rests on the idea that fiduciaries owe a duty to avoid transactions where their interests conflict with the company's or other shareholders' interests.
The suit underscores a recurring pattern in crypto infrastructure: governance structures that lack robust checks on insider transactions. Solmate isn't regulated like a traditional financial services firm, so there's no SEC fiduciary rulebook or independent board audit requirement pushing back on conflicts. That burden falls to shareholders and, now, the courts.
Neither Solmate nor the board members named have issued a public response as of publication. The outcome of the lawsuit remains open, but the filing itself signals that at least one major shareholder views the transaction as indefensible under basic corporate principles.