So the tension between token and equity ownership has always been one of the most debated issues in crypto.
Through @Blockworks’ TTF disclosure framework, we can get a clearer view of how projects usually handle the relationship between company equity and protocol tokens.
The core issue is pretty simple:
If a project gives its token more explicit economic value through buybacks, dividends, revenue sharing, or governance rights, it may strengthen the token’s securities-like characteristics and create regulatory risk.
But if a project deliberately weakens the token’s value just to avoid regulatory pressure, the token can easily become an empty points system, a narrative tool, or simply an exit liquidity vehicle.
Looking across 32 B-2 filings, projects generally fall into three models:
Model 1: No independent equity entity
Examples: Morpho, dYdX, Aerodrome, Gearbox.
These projects usually do not have a separate equity entity that independently captures value. Instead, the value generated by the protocol mainly accrues to the DAO and token holders.
Because there is no separate shareholder interest, the structure reduces the potential conflict between equity holders and token holders.
Morpho is a good example. While Morpho Labs exists as a development entity, it has publicly committed to holding only MORPHO tokens as its sole asset, making the structure much closer to a pure DAO model.
Model 2: Protocol revenue goes to the token, not equity
Examples: Raydium, Jito, Rocket Pool, Marinade.
These projects may still have a development company or foundation, but protocol fees are directed to token holders through buybacks, staking rewards, fee sharing, or similar mechanisms, rather than flowing to equity holders.
In simple terms, the equity entity handles development and operations, while the token captures the economic value of the protocol layer.
Model 3: Dual-entity structure with separated rights
Examples: Jupiter, ZKsync, WalletConnect, Maple Finance, https://t.co/nLInD0h6gC.
This is the most common model, and also the most controversial one.
The development company represents the equity layer, while the DAO represents the token layer. Shareholders have voting and economic rights at the company level, while token holders have protocol governance rights and network-related rights.
The real question is:
If the protocol’s traffic, brand, and user trust are created by the broader token network, which revenue should belong to the company, and which value should flow back to the DAO and token holders?
This is exactly why token transparency disclosure is becoming more important.