BNB News Today: YZi Labs Challenges BNC's Board Over BNB Treasury Governance Failures

YZi Labs, the investment firm linked to Binance co-founder Changpeng "CZ" Zhao, has launched a governance campaign to overhaul the board of CEA Industries Inc. (NASDAQ: BNC), a publicly traded company holding one of the world's largest institutional BNB treasuries. The move follows a sharp decline in BNC's stock price, which has fallen over 92% from its July peak despite the firm's substantial BNB holdings. YZi Labs' [preliminary Schedule 14A filing](https://cryptonews.com/news/yzi-labs-boardroom-coup-bnb-treasury-bnc/) with the U.S. Securities and Exchange Commission seeks to expand the board, repeal recent bylaw changes, and install new directors, bypassing a traditional shareholder meeting if a majority of outstanding shares consent.

The conflict intensifies months after BNC's $500 million private investment in public equity (PIPE) in August 2025, which funded its rebranding from a nicotine-vape manufacturer to a BNB-focused digital asset treasury. Shares surged over 600% in July 2025 following the announcement but have since [plummeted to $6.47](https://www.crypto-news-flash.com/czs-yzilabs-staging-treasury-bnc-bnb/) as of November 2025, trading at a 0.8× multiple of its reported net asset value of $8.09 per share. YZi Labs, which holds 5% of BNC's shares, [alleges the current board](https://decrypt.co/350495/changpeng-zhao-yzi-labs-seek-shakeup-bnb-treasury-firm-stock-craters) has failed to execute corporate actions, maintain investor communication, and address operational lapses, including delayed filings and an incomplete investor relations website.

The filing highlights governance concerns, including conflicts of interest among leadership. CEO David Namdar, director Hans Thomas, and former 10X Capital executive Russell Read-all tied to 10X Capital, which manages BNC's treasury-are accused of promoting other crypto treasury ventures while leading BNC. YZi Labs also [criticized inconsistent branding](https://cryptonews.com/news/yzi-labs-boardroom-coup-bnb-treasury-bnc/) shifts between "CEA Industries" and "BNB Network Company" and a lack of regular reporting on BNB yields or accumulation rates.

The firm's open letter to shareholders [warned of "continued destruction of stockholder value"](https://www.cryptotimes.io/2025/12/02/yzilabs-seeks-control-of-bnb-network-parent-bnc/).

BNC's treasury holds approximately 515,000 BNB, valued at $412 million at recent prices, with an average cost of $851 per token. The company aims to accumulate 1% of BNB's total supply by year-end. However, BNB's price has retreated to $820 from an October high of $1,369, [exacerbating BNC's discount](https://blockchainmagazine.net/cz-and-yzi-labs-push-for-leadership-shakeup/). YZi Labs [argues the board lacks expertise](https://www.coinglass.com/news/761306) to execute its treasury strategy, particularly as institutional demand for BNB grows.

The outcome of the consent solicitation could reshape BNC's governance and influence its BNB management strategy. If successful, YZi Labs would gain control to restructure the board without a shareholder meeting, potentially altering the firm's approach to BNB accumulation and corporate communications. CEA Industries has not publicly responded to the filing, while YZi Labs' proposed director nominees remain [redacted](https://www.coinglass.com/news/761863).

The battle underscores broader tensions in institutional crypto treasury management, as stakeholders weigh governance efficacy against market volatility. With BNB's institutional exposure expanding, the resolution of this dispute may signal broader implications for corporate governance in digital asset holdings.