Tether Designates Independent Board Member to Restore Twenty One Capital’s Audit Committee

TLDR:

• Tether International designated an independent director to Twenty One Capital’s board after SoftBank’s exit created a vacancy.
• The new appointee meets SEC Rule 10A-3 and NYSE Section 303A.02 independence standards for audit committees.
• Twenty One Capital holds over 43,500 Bitcoin and is building a vertically integrated Bitcoin business model.
• Paolo Ardoino stated that oversight strength must match the strength of Twenty One Capital’s balance sheet.

Twenty One Capital has appointed an independent director to its board, filling a vacancy on its audit committee. The move comes after Tether International acquired SoftBank Group’s stake in the Bitcoin treasury company on May 20, 2026.

The new appointee meets the independence standards set by both the SEC and NYSE. This restores the audit committee to full composition following the governance changes that came with the ownership transition.

Board Change Follows SoftBank Exit

The vacancy on the audit committee opened after Tether completed its acquisition of SoftBank’s stake in Twenty One Capital.

When that transaction closed, SoftBank’s board representatives stepped down, including one who served on the audit committee. Twenty One Capital promptly notified the NYSE of the change in committee composition at that time.

The newly designated director qualifies as independent under Rule 10A-3 of the Securities Exchange Act. The appointee also meets the requirements outlined in Section 303A.02 of the NYSE Listed Company Manual.

These two standards are central to maintaining a compliant audit committee for a publicly listed company.

Tether CEO Paolo Ardoino spoke directly on the appointment, stating, “XXI is building one of the most important Bitcoin companies in the world, and so, we have been putting a great deal of rigor into finding the best candidate.”

He added that the goal was to find a director who could deliver shareholders thorough, independent oversight of the company’s operations.

Bitcoin Treasury Strategy Stays Central

Ardoino further noted, “The strength of the oversight needs to match the strength of the balance sheet,” pointing to XXI’s priority of appointing a director who meets all applicable SEC and NYSE requirements. That standard reflects the scale of responsibility tied to managing a Bitcoin treasury of this size.

Twenty One Capital was founded as a Bitcoin treasury company and currently holds more than 43,500 Bitcoin. The company is building a vertically integrated Bitcoin business that covers mining, treasury, capital markets, and financial services. The governance update runs alongside that broader strategic direction.

Tether has remained the controlling shareholder in Twenty One Capital through these recent changes. The acquisition of SoftBank’s stake in May deepened Tether’s commitment to the company rather than reducing it.

For a company managing assets at this scale, maintaining a fully composed and independent audit committee is a regulatory priority, and the latest appointment addresses that requirement directly.

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