Shares of Solmate, a Solana digital asset treasury firm formerly known as Brera Holdings, fell as much as 8% on Monday after RBCH, one of its largest outside shareholders, sued the company's board and officers over alleged self-dealing, shareholder oppression and breach of fiduciary duty.
Brera pivoted into that strategy in September 2025 through a $300 million PIPE backed by investors including ARK Invest, RockawayX, Pulsar Group and the Solana Foundation.
Since the pivot, Solmate has had to carry out a 1-for-10 reverse share split to regain Nasdaq's $1 minimum bid compliance.
- Nasdaq later confirmed the issue was resolved, but the stock still trades far below the post-pivot excitement.
The latest fight comes from RBCH, which said it owns more than 10% of Solmate and committed $50 million to the September PIPE. In a June 22 statement, RBCH said it filed a derivative lawsuit in New York against Solmate's current officers and directors.
- A derivative lawsuit means a shareholder is suing on behalf of the company, not only for itself.
RBCH alleges the board approved a "systematic pattern of self-dealing" that caused tens of millions of dollars in harm to Solmate and its shareholders.
The claim centers on a May 21 registered direct offering.
RBCH said the board approved the sale of 2.3 million Class B shares to CEO Ron Sade and board member Keren Maimon at $4.97 each, equal to about 21.4% of post-issuance capitalization.
RBCH alleged that price was about 34% of net asset value, meaning the two insiders got shares with an attributed net asset value of roughly $29 million for only $11.4 million.
RBCH also said PIPE investors have seen a 90% drop in investment value, making Solmate "one of the worst-performing Solana DATs in the market." It added that "Brera is doing nothing to support or strengthen the Solana ecosystem."
- The claims haven't been tested in court.
- Solmate has previously pushed back against RBCH and RockawayX, saying RBCH was trying to replace the board after Solmate declined to buy RockawayX.
Solmate recently said it bought 1,557 SOL at about $64.20 each and plans to keep deploying cash into SOL purchases.
But RBCH's lawsuit argues the bigger issue is governance, not just the size of the SOL treasury.