Role-normalized comparison · strategic advisers

DAT strategic advisers should not be benchmarked as discretionary asset managers.

Public digital asset treasury programs use the word “adviser” for very different jobs: strategy, capital markets, governance, provider selection, transaction support and Board coordination. The economics can be AUM-based, market-cap-based, equity-linked, warrant-heavy or transaction-success-based. This comparison keeps those adviser roles separate from discretionary manager mandates.

Comparison rule: this is not a “market-rate” table. Compensation is only comparable after the adviser’s actual scope, denominator, decision authority, duration, equity economics and exit mechanics are normalized.

Seven public strategic-adviser controls

Company / adviserRoleCompensation architectureTerm / exitCurrentness
ZOOZ Strategy / Forest Hill 18
Case note →
Strategic bitcoin-treasury sponsor/adviser, including advice on selecting third-party asset-management and digital-asset-service vendors and establishing / changing treasury operations. Not presented as a discretionary asset manager.0.125% of cryptocurrency-asset value each quarter, or 0.50% annualized headline, plus a large equity / warrant stack and future financing-linked equity rights. 2025 annual report disclosed a $115k year-end provision to the Sponsor.10-year initial term; five-year renewals unless timely non-renewal. Reviewed Section 2 provides cause-based or mutual early termination rather than a general company convenience exit.Affirmed in the 2025 annual record. June 2026 strategic-alternatives review is a company-strategy event and does not itself establish amendment or termination of the Sponsor Support Agreement. Compensation Committee / Board used public-company benchmark data when approving the sponsor/adviser consideration.
Upexi / Hivemind Capital Partners
Case note →
Business, operations and capital-markets adviser. Filed agreement expressly says Hivemind cannot bind Upexi or execute transactions on its behalf.0.3125% of issuer market capitalization each quarter, 1.25% annualized, paid quarterly in advance in Upexi shares; 9.99% beneficial-ownership cap with cash substitution.Three-year initial term; no general company no-cause exit in Section 2. Cash takeout converts future share fees into a remainder-of-term cash payment under the agreement's formula.Active — first measurement passed / first advisory-fee issuance not isolated in reviewed public record. First measurement was June 30, 2026; broader Hivemind ownership/financing positions should not be treated as proof of the exact fee-share issuance.
Solmate / Strategic Advisors
Case note →
Strategic SOL-treasury adviser; separate from the related-party Pulsar services agreement.Annual compensation based on SOL AUM: 1.00% up to $1B and 0.50% above $1B, plus multiple warrant families. The filed contract defines Effective Date as the PIPE Closing Date; the issuer disclosed a Sep. 23, 2025 closing while some later summaries refer to Sep. 18.10-year strategic-adviser agreement.Active — anniversary-date disclosure conflict / realized fee not yet observed. Contract text plus closing disclosure point to Sep. 23, 2026 as the stronger anniversary candidate; do not present Sep. 18 as certain or dollarize the fee before later primary evidence of the actual measurement/accrual.
Hyperliquid Strategies / Rorschach
Case note →
Strategic adviser with a separate rights agreement touching Board nomination and information rights.Future-financing formula of 5% shares plus 15% warrants. By the August 2026 filing, the future grant right was waived unless later revoked for future financings on two weeks’ notice.Five-year adviser agreement.Contractual compensation right exists, but the future-financing grant is under a revocable waiver in the reviewed filing. Governance rights are a separate layer.
Reliance Global / Convergence Strategy Partners
Case note →
DAT strategic adviser and Crypto Advisory Board chair; filed agreement expressly limits trade execution and handling of company assets.450,000 common shares in aggregate: 315,000 initial shares and 135,000 scheduled for the final day, with specified forfeiture and fallback-cash mechanics.Six months from Nov. 18, 2025; automatic expiry at term end unless earlier terminated; either party had a 30-day no-cause path.Expired by filed term / no extension located through the reviewed Sep. 16, 2026 SEC record. The later zero digital-asset balance is a separate treasury-status fact.
TON Strategy / Kingsway Capital Partners
Case note →
Related-party strategic adviser; the fee denominator was issuer fully diluted market capitalization, not managed AUM.$3M setup fee plus a 2% annual fee on fully diluted market capitalization.20-year agreement before the 2026 termination sequence.Monthly payments stopped in March 2026; the agreement was terminated in August without a settlement, with rights reserved in the reviewed public record.
VisionWave / Crypto Treasury Management Group
Case note →
Crypto-treasury consulting / transaction-support adviser rather than a clean discretionary manager control.Cash retainer, 17 BTC transaction-success fee and 250,000 shares.Two-year advisory term with a 60-day convenience-termination path.The filed agreement remains useful as a success-fee architecture control; later exhibit continuity alone does not establish that the contemplated treasury transaction closed.

Why headline percentages fail here

  • Different denominators: managed AUM, crypto-asset value, issuer market capitalization and fully diluted market capitalization are not interchangeable fee bases.
  • Same number can still mean different economics: Hivemind's Upexi adviser and AVAX One manager both disclose a 1.25% headline rate, but the role, denominator, payment medium, term and exit stack differ materially.
  • Asset-based does not automatically mean manager: ZOOZ / Forest Hill 18 uses a crypto-asset-value denominator while the disclosed role includes strategic advice and selection of third-party asset-management vendors.
  • Equity can be the main fee: ZOOZ, Upexi, Reliance and Hyperliquid show why shares, warrants, vesting, ownership caps, financing rights, forfeiture and waiver mechanics belong in the benchmark.
  • Governance can sit outside the fee contract: a separate rights agreement may add Board or information rights without changing the headline compensation formula.
  • Transaction fees are not recurring management fees: a BTC-denominated success fee belongs in a transaction-support comparison, not an AUM-rate average.
  • Currentness matters: a live formula, an observed measurement without isolated payment evidence, a date-definition conflict, a revocable waiver, an expired agreement and a terminated agreement are different states.

Benchmark timing also differs

ZOOZ adds a useful procurement control: its Compensation Committee and Board disclosed using benchmark data from other Nasdaq-listed companies undergoing similar business transitions when evaluating sponsor/adviser consideration. That comparison occurred while the adviser itself had a role in selecting the third-party vendors that would later support treasury operations. Benchmark timing therefore belongs in the record: a pre-launch sponsor/adviser comparison and a later same-role manager comparison answer different questions.

Role boundary versus asset managers

A discretionary asset manager can have authority to allocate, trade, stake or otherwise manage assets within a mandate. A strategic adviser may influence policy, capital markets, governance or provider selection without executing transactions. Mixing those roles can produce a false fee benchmark even when the numeric percentages look similar.

For the manager side, use the separate DAT management-agreement comparison, which focuses on manager or manager-like controls and does not force strategic advisers into the same rate table.

What a decision record should preserve

  • Exact adviser role and prohibited activities
  • Fee or compensation denominator
  • Shares, warrants, vesting, ownership caps, financing rights and forfeiture mechanics
  • Related-party and Board-rights facts
  • Initial term, renewal and ordinary termination
  • Effective date versus observed measurement, accrual, issuance or payment
  • Conflicting effective-date summaries versus the filed operative definition
  • Waiver, suspension, non-payment, expiry and termination as distinct states
  • Whether benchmark evidence was used pre-launch, at signing, during amendment or during dispute
  • Later filing that supersedes the original agreement state
Public-source boundary: the comparison reports disclosed commercial terms and contract states. It does not conclude that any arrangement is fair, unfair, lawful, unlawful, arm’s-length or appropriate for another company.

Related research

Related-party DAT agreements →
Currentness and role-normalization methodology →
Evidence that DAT agreement benchmarking is a real decision process →
Observed provider outcomes →

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