US Regulator Approves Dell’s Move to Dismiss Shareholder Push for Bitcoin Integration
SEC Lets Dell Dodge Bitcoin Vote, Clearing Path for Microsoft to Enter BTC Treasury Arena.
Key Takeaways:
- US SEC greenlights Dell Technologies to skip shareholders’ Bitcoin proposal.
- Treasury strategy and investment decisions must solely be made by the company.
- Microsoft may enter the Bitcoin treasury door that Dell has exited.
On May 8, the US Securities and Exchange Commission (SEC) approved Dell Technologies' request to exclude a shareholder proposal from its upcoming meeting. The proposal called on Dell to explore using Bitcoin as a treasury reserve asset, similar to how some companies hold cryptocurrency as part of their corporate reserves.
Dell Missed Out on Millions After Dropping Bitcoin in 2017
According to an official US SEC letter, Dell Technologies will face no enforcement action for excluding a shareholder proposal tied to Bitcoin.
It all began earlier this year. On January 23, 2025, the National Center for Public Policy Research (NCPPR) submitted a proposal to Dell Technologies.
Specifically, it asked the board to examine whether holding Bitcoin on the balance sheet would benefit shareholders’ best interests.
This wasn’t unexpected. Dell Technologies was once among the early pioneers of corporate Bitcoin use.
In July 2014, Dell began accepting Bitcoin as a payment method. At the time, the average BTC price was around $622.
Three years later, in October 2017, Dell ended Bitcoin payments due to low customer demand. Bitcoin had grown to $5,709.
That decision came with a cost. As of the SEC’s letter in January 2025, Bitcoin had surged to $105,697. Dell missed out on millions in unrealized profits.
The shareholder proposal introduced a resolution for Dell shareholders to vote on at the 2025 Annual Meeting. However, Dell declined.
In a letter sent to the SEC on February 25 through legal counsel Hogan Lovells, Dell Technologies argued that the proposal should be excluded.
They cited SEC Rule 14a-8(i)(7), which allows companies to omit shareholder proposals that deal with a company’s “ordinary business operations.”
In Dell’s view, the decision to hold Bitcoin belongs to internal management, not shareholders.
The company claimed that decisions about cash management, asset allocation, and treasury strategy fall under routine business judgment.
However, this is a problem under SEC rules, as Rule 14a-8(i)(7) exists to prevent shareholders from interfering in day-to-day decisions, especially those requiring technical expertise or fluid strategy.
Could Tech Giant Microsoft Tip the Scales Toward Bitcoin Treasury Acceptance?
While Dell Technologies is avoiding Bitcoin, another major player might be heading in the opposite direction: Microsoft.
One of Bitcoin’s vocal supporters, Michael Saylor, believes it’s time for the tech giant to take a bold step.
Saylor is the chairman of Strategy, a company that has committed billions to Bitcoin. He recently urged Microsoft to consider Bitcoin as its capital asset.
He noted that Bitcoin delivered an average annual return of 62% over the past five years, surpassing Microsoft’s 18%.
Even the S&P 500, the benchmark for market performance, averaged only 14%.
This isn’t the first time he’s made the case. In December 2024, Saylor released a presentation that showed how a Bitcoin treasury strategy could scale Microsoft’s finance and technology.
According to him, Bitcoin could lift Microsoft’s market value by $4.9 trillion if fully embraced.
But he’s not just talking. He’s buying.
Between April 14 and April 20, Strategy added 6,556 BTC to its holdings. That purchase was worth $555.8 million.
Then, on May 12, Saylor disclosed another purchase of 13,390 BTC. With that, Strategy’s total corporate holdings reached 568,840 BTC, which is by far the largest in the world.
The contrast becomes more striking as Microsoft faces pressure from Bitcoin advocates and watches competitors reconsider their strategies. As one giant exits, another may soon enter.