Appointment restores audit committee compliance with applicable SEC and NYSE independence requirements (Form 8-K)

Appointment restores audit committee compliance with applicable SEC and NYSE independence requirements

AUSTIN, Texas - June 8, 2026 - Twenty One Capital, Inc. ("Twenty One" or "XXI") today announced the appointment of Paul S. Lalljie as an independent director to its Board of Directors. Lalljie will also serve as a member of the Board's audit committee.

Lalljie is an accomplished executive and board leader with deep experience across finance, technology, cybersecurity, and education technology. He currently serves as a Member of the Supervisory Board and Audit Committee Chair at Bitdefender. He previously served as Chief Executive Officer and Chief Financial Officer of 2U and as Chief Financial Officer of Neustar. His background spans public company leadership, financial oversight, corporate governance, audit committee leadership, and scaling technology-driven businesses.

The Board has determined that Lalljie qualifies as independent under Rule 10A-3 of the Securities Exchange Act of 1934 and Section 303A.02 of the NYSE Listed Company Manual.

The appointment follows recent changes to Twenty One's Board composition in connection with Tether International, S.A. de C.V. 's acquisition of SoftBank Group's stake in Twenty One on May 19, 2026. At the closing of the transaction, SoftBank's representatives on the Twenty One Board stepped down and the related governance agreement was terminated. One of the departing SoftBank representatives had served on the audit committee. Twenty One notified the NYSE of the resulting committee vacancy at the time.

"Strong governance and independent oversight are critical as we build Twenty One into one of the world's leading Bitcoin companies," said Jack Mallers, Chief Executive Officer of Twenty One. "This appointment restores our compliance with NYSE audit committee requirements and reflects our commitment to operating with the discipline, transparency, and rigor expected of a public company."

Twenty One holds more than 43,500 bitcoin and is focused on building a Bitcoin-native public company around a clear operating strategy: bringing together Bitcoin treasury, financial services, mining, and capital markets into a single platform designed for recurring revenue and long-term bitcoin accumulation.

About Twenty One

Twenty One is a Bitcoin-focused operating company. It builds businesses across financial services and capital markets, providing shareholders with direct exposure to Bitcoin. The company's strategy is centered on capital-efficient Bitcoin accumulation.