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8-K ·Filed May 20, 2026

XXI

Twenty One Capital, Inc.
BEARISH
Impact 7/10
Horizonweeks Processed5mo ago SEC0001213900-26-059270
8-K material event: Items 1.02
Actionable Insight ▼ Bearish

The delisting risk from audit committee non-compliance is the primary near-term catalyst. Monitor for the appointment of an independent audit committee member — failure to cure within NYSE grace periods could lead to suspension. The shareholder base is now concentrated under Tether, reducing free float and potentially increasing volatility.

DirectionBearish
Confidencehigh
Horizonweeks
Final — all horizons settled through T+60d
XXI ▼ -38.64% at T+60d
SHORT call ✓ call won +38.64% · α vs SPY +43.64% · entry $7.79 → $4.78
Entry = T+0 close
May 20, 2026
via day close
T+1d
-1.93%
call +1.93% · α +2.12%
$7.64
settled 5mo ago
T+5d
-5.91%
call +5.91% · α +7.71%
$7.33
settled 5mo ago
T+20d
-29.14%
call +29.14% · α +29.88%
$5.52
settled 4mo ago
T+60d
-38.64%
call +38.64% · α +43.64%
$4.78
settled 2mo ago

Price Chart

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Executive Summary

Tether International acquired SoftBank's entire 89,106,748-share Class A stake in XXI, becoming the controlling shareholder. The Governance Agreement among Tether, SoftBank, and Bitfinex was terminated, and SoftBank's board representatives resigned, causing the audit committee to fall below NYSE's two-independent-member minimum, triggering a delisting notice. The company expects to appoint a new independent audit committee member promptly.

Key Facts

  • Tether International acquired all 89,106,748 Class A shares held by SoftBank on May 19, 2026.
  • All 89,106,748 Class B shares held by SoftBank were cancelled in connection with the transaction.
  • The Governance Agreement among Twenty One Capital, Tether Investments, SoftBank, and Bitfinex was terminated.
  • Board members Jared Roscoe and Vikas J. Parekh resigned at SoftBank's request, effective May 19, 2026.
  • The audit committee now has only one independent member, violating NYSE Section 303A.07(a) rules.
  • The company notified NYSE of non-compliance on May 20, 2026, and expects to appoint a new independent member 'as soon as practicable'.

Financial Impact

No financial figures disclosed. The transaction involved a transfer of 89,106,748 Class A shares and cancellation of an equal number of Class B shares, but no dollar amounts were provided.

governancelisting_statusshareholder_structure

Risk Factors

  • NYSE delisting if audit committee non-compliance is not cured within the exchange's timeline.
  • Loss of institutional investor participation due to governance uncertainty and concentrated control.
  • Reduced liquidity from the cancellation of Class B shares and concentration of Class A shares under Tether.

Market Snapshot

Exchange
NYSE
Sector
Finance Services

Investment Themes

Traditional Finance

Documents Analyzed

This report is based on 5 SEC documents filed with EDGAR.

DocumentAccession Number
8-K Filing (Primary)0001213900-26-059270
Document: ea029107101ex99-1.htm0001213900-26-059270
Document: 0001213900-26-059270-index-headers.html0001213900-26-059270
Document: 0001213900-26-059270-index.html0001213900-26-059270
Document: 0001213900-26-059270.txt0001213900-26-059270
10 reports for XXI
Performance horizon

Track record builds as more directional reports settle.

Filters
Rows
Reports for XXI — sortable, filterable
TypeNow
Sep 9, 2026
6w ago
8-K
NEUTRAL ★ 2/10
$5.63awaiting T+60—$5.60 (−0.53%)
Aug 31, 2026
8w ago
8-K
NEUTRAL ★ 3/10
$6.12awaiting T+60—$5.60 (−8.50%)
Aug 11, 2026
10w ago
8-K
NEUTRAL ★ 4/10
$4.58awaiting T+60—$5.60 (+22.27%)
Jul 21, 2026
13w ago
8-K
MIXED ★ 6/10
$4.92 $6.36▲ +29.27%▲ +25.30%$5.60 (+13.82%)
Jul 7, 2026
15w ago
3
NEUTRAL ★ 2/10
$5.24 $6.75▲ +28.82%▲ +26.32%$5.60 (+6.87%)
Jun 30, 2026
16w ago
8-K
NEUTRAL ★ 2/10
$5.38 $6.63▲ +23.23%▲ +20.36%$5.60 (+4.09%)
Jun 12, 2026
19w ago
3
NEUTRAL ★ 2/10
$6.08awaiting T+60—$5.60 (−7.89%)
Jun 8, 2026
20w ago
8-K
NEUTRAL ★ 3/10
$5.84awaiting T+60—$5.60 (−4.11%)
May 20, 2026
22w ago
8-K
BEARISH ★ 7/10
$7.79 $4.78▲ +38.64%▲ +43.64%$5.60 (+28.11%)
Apr 7, 2026
28w ago
EFFECT
BEARISH ★ 7/10
$6.19 $5.42▲ +12.44%▲ +25.71%$5.60 (+9.53%)
Showing 10 of 10

US Market Status

Market Open — Closes in 50m

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Report published May 20, 2026