Business Context and Reporting Period
This Form 8-K Current Report was filed by Twenty One Capital, Inc. on September 9, 2026, regarding events occurring on September 8, 2026. The Company is incorporated in Texas and its Class A common stock trades on the New York Stock Exchange under the symbol "XXI".
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The report focuses exclusively on corporate governance and director compensation.
Material Changes
The primary material change reported is the appointment of David J. Goldschmidt to the Board of Directors and the Audit Committee, effective September 8, 2026. His term is set to expire at the 2027 annual general meeting of shareholders.
Guidance, Outlook, and Management Commentary
There is no forward-looking guidance, outlook, or management commentary regarding business operations in this filing. The document details the compensatory arrangements for the new director:
- Annual Cash Retainer: $150,000.
- Annual Stock Award: Class A Stock valued at $150,000 per annum.
- Audit Committee Fee: $20,000 per annum, paid in cash in equal monthly installments and prorated for partial years of service.
- Expenses: Reimbursement for reasonable travel and out-of-pocket expenses.
Investor Verification Checklist
- Verify the full text of the Independent Director Agreement filed as Exhibit 10.1.
- Confirm the total number of Class A shares to be issued for the $150,000 annual stock award based on the market price on the grant date.
- Review the Company's compensation policy for Board committees referenced in the July 21, 2026, Form 8-K.
- Check for any potential conflicts of interest regarding Mr. Goldschmidt's other affiliations, as detailed in the full exhibit.