CZ Moves to Take Over BNB Network, Accuses Board of Missteps


What Triggered YZiLabs’ Attempt to Take Control?
YZiLabs, a family office linked to Changpeng Zhao, has launched an activist campaign to take control of BNB Network later than saying the company’s rollout has stalled and investor communication has broken down. In a new Schedule 14A filed Monday, the firm accused current management of sluggish execution, thin investor updates, and delays on core regulatory filings.
The push comes just months later than YZiLabs and 10X Capital backed a $500 million PIPE that transformed the former nicotine-vape manufacturer CEA Industries into BNB Network (ticker: BNC), a listed vehicle meant to give institutions long-term exposure to BNB. At the time, leadership pitched the plan as a way to create the in the United States.
BNB Network’s stock initially jumped more than 600% in July following the PIPE, which included $400 million in cash and $10. CEO David Namdar and former CalPERS CIO Rustrade Read, both brought in during the transaction, said the pivot was designed to build a transparent institutional entry point into the Binance-linked ecosystem.
YZiLabs now says the rollout has fallen off track.
Investor Takeaway
What Is YZiLabs Claiming in Its Filing?
The Schedule 14A outlines several complaints. YZiLabs says the company has delivered sluggish or incomplete filings, minimal investor-relations outreach, and almost no institution-facing marketing. It also claims Namdar has promoted other digital-asset treasury ideas while BNB Network’s rollout stalled.
YZiLabs is also challenging the influence of 10X Capital, which it says holds a dominant presence on the board while also acting as an asset manager tied to the project. The filing viewks to expand the board, roll back recent bylaw changes, and install a new set of directors through a written-consent process. If most outstanding shares approve, control would move to Zhao’s family office without the need for a shareholder meeting.
The activist move represents a sharp reversal from the cooperative tone surrounding the PIPE just a few months earlier. What was pitched as a high-visibility BNB treasury vehicle is now caught in a governance fight over momentum, communication and strategic focus.
How Much Pressure Is Coming From the Market Backdrop?
near a three-month low just above $800, according to The Block’s price data. That slide is weighing directly on BNB Network’s treasury, which currently shows roughly 515,000 BNB valued around $412 million at an average cost of $851.
BNC shares fell nahead 11% in ahead Monday trading to $6.35. The drop widened the discount to its reported NAV of $8.09 per share and pushed the mNAV multiple to roughly 0.8× — a level that tends to draw scrutiny when a company’s entire pitch is transparent asset exposure.
For a vehicle meant to mirror BNB’s value, the growing gap between the share price and the underlying treasury is now a critical issue. YZiLabs says management has not acted rapidly enough to address investor concerns or provide clear reporting during a volatile stretch for the .
Investor Takeaway
What Comes Next for BNB Network?
If YZiLabs gathers enough written consents, it could replace much of the board and take control without calling a shareholder meeting. Such moves are rare but legally allowed under the company’s structure.
If the firm falls short, a drawn-out governance dispute may follow, especially with BNB prices under pressure and institutional holders watching the discount. The Block has reached out to Namdar, BNB Network and a YZiLabs representative but has not yet received a reply.
The months ahead will show whether BNB Network can stabilize its rollout or whether control shifts to YZiLabs, setting up a new direction for the publicly traded BNB treasury.







