SEC Form 4 · accession 0001213900-26-079806
Twenty One Capital, Inc. · XXI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jack Mallers
Officer — See Remarks · Director
Period of report
Jul 20, 2026
Accepted (ET)
Jul 21, 2026 · 7:11 am EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0002070457
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A common stockF1,F2,F3 | Jul 20, 2026 | D | 80,393 | $5.23 | D | 226,860 | D | |
| Class A common stockF4 | Jul 20, 2026 | D | 226,860 | $5.23 | D | 0 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Pursuant to the Separation Agreement and Release entered into by the Issuer and the reporting person on July 20, 2026 (the "Separation Agreement"), the Issuer agreed to make a cash payment of $5.23 per restricted stock unit ("RSU") for the 80,393 RSUs that vested as of July 1, 2026 in full satisfaction of such RSUs.
- F2Due to an administrative error, the reporting person's Form 4 filed on April 13, 2026 inadvertently overstated the amount of securities beneficially owned following reported transactions by 360 shares. The amount reported in Column 5 reports the correct amount of securities beneficially owned.
- F3Reflects the forfeiture of unvested RSUs, for no consideration, pursuant to the Separation Agreement, in an exempt transaction under Rule 16a-4(d).
- F4Pursuant to the Separation Agreement, the Issuer agreed to repurchase 226,860 shares of Class A common stock held by the reporting person for $5.23 per share in cash.
Remarks
Former Chief Executive Officer and Director