Twenty One Capital Faces NYSE Compliance Crisis, Stock Plummets 83% Year-to-Date

According to Protos, Twenty One Capital (ticker: XXI), a Bitcoin reserve company controlled by Tether, received an official non-compliance notice from the New York Stock Exchange (NYSE) on May 29 due to insufficient independent directors on its Audit Committee. The company must rectify the issue by Friday, June 6; otherwise, its stock will be assigned the “BC” (Below Compliance) designation starting June 9. The incident stems from May 19, when Tether acquired all 89.1 million Class A shares held by SoftBank and canceled the corresponding Class B shares. Concurrently, Tether terminated the governance agreement granting SoftBank veto rights over the Board of Directors. As a result, the two directors appointed by SoftBank—including Jared Roscoe, a member of the Audit Committee—resigned the same day, reducing the number of independent Audit Committee members from two to one, thereby triggering the NYSE’s compliance threshold. Twenty One Capital has stated it will appoint a new independent Audit Committee member as soon as possible but has not disclosed the specific candidate or who holds the authority to make the appointment. The company currently holds 43,514 BTC, valued at approximately $3.1 billion, yet its total market capitalization remains below $2.5 billion. Amid leadership instability and multiple unfulfilled business commitments, its stock price has plunged over 83% in the past year.