CEA Industries (Nasdaq: BNC) Responds to YZi Labs, Re-Affirms Commitment to BNB DAT Strategy, and Welcomes Shareholder Engagement
Rhea-AI Summary
CEA Industries (Nasdaq: BNC) reaffirmed its commitment to the BNB digital asset treasury (DAT) strategy and welcomed shareholder engagement from YZi. The company reported holding 515,554 BNB, valued at approximately $464.6 million based on a BNB price of $901.27 as of 4:00 PM EST on December 4, 2025. BNC said it has not considered alternative tokens since the July PIPE investment and has not launched competing DAT ventures.
The Board says it is majority independent and Nasdaq‑compliant and recently added independent directors Annemarie Tierney and Carly E. Howard. The Board has reached out to YZi to discuss concerns; shareholders were told no action is required at this time.
Positive
- BNB holdings of 515,554 tokens valued at $464.6M
- Board is a majority of independent directors and Nasdaq‑compliant
- Appointed two experienced independent directors: Tierney and Howard
- Company reconfirmed single‑token DAT strategy since July PIPE
Negative
- Shareholder engagement from YZi includes a Preliminary Consent Statement
- Potential governance contest: YZi proposed to expand and reconstitute the Board
Key Figures
Market Reality Check
Peers on Argus 1 Up
Peers show mixed moves: HY down 8.47%, TWI and WNC modestly positive, AEBI up 4.6%, ASTE up 1.05%. Momentum scanner only flags HY moving up earlier, suggesting BNC’s governance and DAT-focused news is stock-specific rather than sector-driven.
Historical Context
| Date | Event | Sentiment | Move | Catalyst |
|---|---|---|---|---|
| Nov 28 | Board appointment | Positive | +20.6% | Added experienced director with digital asset and governance expertise. |
| Nov 19 | Treasury update | Positive | +4.0% | Launched public BNB Treasury Dashboard and disclosed capital activity. |
| Nov 10 | Conference participation | Neutral | -3.7% | Announced CEO participation at crypto and AI infrastructure conference. |
| Oct 21 | BNB milestone | Positive | -1.3% | Announced surpassing <b>500,000 BNB</b> and outlining BNB ownership goals. |
| Oct 21 | BNB milestone | Positive | -1.3% | Detailed same half‑million BNB milestone and ecosystem momentum. |
Recent news tied to governance and treasury transparency has often led to strong positive reactions, while broader strategic or milestone updates have sometimes seen muted or negative price moves.
Over the last few months, BNC has highlighted rapid growth of its BNB treasury and governance build-out. On Oct 21, 2025, it twice announced crossing 500,000 BNB, but shares fell about 1.32%. A Nov 8-K and press release on the new Treasury Dashboard and capital activity saw a 4.02% gain. The Nov 28, 2025 appointment of Annemarie Tierney to the Board drove a strong 20.6% rise, underscoring investor focus on regulatory and governance expertise. Today’s statement continues that governance and DAT narrative.
Market Pulse Summary
This announcement reiterates BNC’s focus on its BNB digital asset treasury strategy and highlights sizable holdings of 515,554 BNB, valued near $464.6 million. It also underscores recent board refresh moves that earlier coincided with a 20.6% price gain, signaling investor attention to governance. Investors may watch for further updates on board composition, responses to YZi’s proposals, and ongoing transparency via the BNB Treasury Dashboard.
Key Terms
digital asset treasury financial
AI-generated analysis. Not financial advice.
Shareholders do not need to take any action at this time
Louisville, CO, Dec. 04, 2025 (GLOBE NEWSWIRE) -- CEA Industries Inc. (Nasdaq: BNC) (“BNC” or the “Company”), which manages the world’s largest corporate treasury of BNB, today issued the following statement regarding its commitment to the BNB token, and its ongoing work to strengthen its Board of Directors and sharpen its operations.
The Company acknowledges recent shareholder communications by YZILabs Management Ltd. (“YZi”), including most recently a press release issued on December 3, 2025. Contrary to the statements in that press release, the Company remains committed to becoming the world’s largest BNB treasury company.
Since the July PIPE investment, BNC has never considered an alternative token for the Company’s digital asset treasury (“DAT”) strategy, nor launched competitive DAT ventures. As of December 4, 2025, the Company holds 515,554 BNB tokens, equaling a market value of approximately
YZi’s press release comes two days after YZi filed a Preliminary Consent Statement, which proposes to expand and reconstitute the Board. The Company’s current Board is made up of a majority of independent directors, in compliance with Nasdaq rules, and is composed of directors with the knowledge and experience to effectively oversee the Company to deliver shareholder value. Following an extensive months-long search process, the Company has recently strengthened the Board by appointing as independent directors Annemarie Tierney and Carly E. Howard, both of whom are experienced board members who bring with them a litany of relevant digital asset legal and regulatory experience, as well as significant public company corporate governance knowledge.
The Company appreciates shareholder input, and always welcomes feedback and constructive ideas for improvement. In particular, the Company values its relationship with YZi as a significant shareholder and strategic partner, and appreciates its increased engagement. The Company is committed to engaging in constructive discussions on the topics raised with YZi, as well as with other shareholders and partners, all with the aim of building long-term shareholder value. To that end, the Company’s Board has reached out to YZi directly to create an open line of dialogue regarding YZi’s concerns and potential solutions, to review the concerns raised by YZi, and to take action where necessary to protect shareholder interests.
Shareholders do not need to take any action at this time.
About CEA Industries Inc.
CEA Industries Inc. (Nasdaq: BNC) is a growth-oriented company that has focused on building category-leading businesses in consumer markets, including building and managing the world’s largest corporate treasury of BNB.
Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements.” The statements in this press release that are not purely historical are forward-looking statements which involve risks and uncertainties. This press release specifically contains forward-looking statements regarding BNC’s expectations or beliefs regarding (i) the Company’s position as the largest BNB treasury in the world; (ii) the long-term growth and adoption of the BNB ecosystem; (iii) BNC’s role in advancing BNB’s global adoption; (iv) the growth of interest from institutional partners and investors worldwide; (v) BNC being the most trusted and strategically positioned digital asset treasury; (vi) BNC’s ability to scale its holdings and introduce innovative structures, which result in lasting value to stockholders and (vii) updates and expansion of the dashboard. BNC wishes to caution readers that these forward-looking statements may be affected by the risks and uncertainties in BNC’s business as well as other important factors may have affected and could in the future affect BNC’s actual results and could cause BNC’s actual results for subsequent periods to differ materially from those expressed in any forward-looking statement made by or on behalf of BNC. In evaluating these forward-looking statements, readers should consider various risk factors, which include, but are not limited to, BNC’s ability to keep pace with new technology and changing market needs; BNC’s ability to finance its current business and proposed future business, including the ability to finance the continued acquisition of BNB; the competitive environment of BNC’s business; and the future value and adoption of BNB. Actual future performance outcomes and results may differ materially from those expressed in forward-looking statements. Forward-looking statements are subject to numerous conditions and risks, many of which are beyond BNC’s control. In addition, these forward-looking statements and the information in this press release is qualified in its entirety by cautionary statements and risk factor disclosures contained in BNC’s filings with the SEC, including BNC’s Form 10-K filed with the SEC on March 27, 2025, and Form 10-KT filed with the SEC on July 25, 2025, each as may be amended or supplemented from time to time. Copies of BNC’s filings with the SEC are available on the SEC’s website at www.sec.gov . BNC undertakes no obligation to update these statements for revisions or changes after the date of this press release, except as required by law.
Important Additional Information and Where to Find It
The Company intends to file a consent revocation statement on Schedule 14A, an accompanying YELLOW consent revocation card and other relevant documents with the SEC in connection with YZi’s consent solicitation. THE COMPANY’S STOCKHOLDERS ARE STRONGLY ENCOURAGED TO READ THE COMPANY’S DEFINITIVE CONSENT REVOCATION STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO), THE ACCOMPANYING YELLOW CONSENT REVOCATION CARD AND ALL OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Stockholders may obtain free copies of the definitive consent revocation statement, an accompanying YELLOW consent revocation card, any amendments or supplements to the consent revocation statement and other documents that the Company files with the SEC at no charge from the SEC’s website at www.sec.gov. Copies will also be available at no charge by scrolling to the “SEC Filings” section of the Company’s website at https://ceaindustries.com/investors.html.
Certain Information Regarding Participants in the Solicitation
The Company, its directors (Nicholas J. Etten, Carly E. Howard, Russell Read, Hans Thomas and Annemarie Tierney) and certain of its executive officers (David Namdar, Chief Executive Officer, and Anthony K. McDonald, President and Director) are deemed to be “participants” (as defined in Schedule 14A under the Securities Exchange Act of 1934, as amended) in the solicitation of consent revocations from the Company’s stockholders in connection with YZi’s consent solicitation. Information about the names of the Company’s directors and officers, their respective interests in the Company, by security holdings or otherwise, and their respective compensation is set forth in the “Information about our Directors” and “Executive Officers” sections in Part III, Item 10 – Directors, Executive Officers and Corporate Governance of the Company’s Transition Report on Form 10-KT for the transition period from January 1, 2025 to April 30, 2025 (the “Form 10-KT”), in Part III, Item 11 – Executive Compensation of the Form 10-KT, in Part III, Item 12 – Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters of the Form 10-KT and in Current Reports on Form 8-K filed with the SEC on August 8, 2025, October 7, 2025 and November 28, 2025. Supplemental information regarding the participants’ holdings of the Company’s securities can be found in SEC filings on Statements of Change in Ownership on Form 3 and Form 4. Any subsequent updates following the date hereof to the information regarding the identity of potential participants and their direct or indirect interests, by security holdings or otherwise, will be set forth in the Company’s consent revocation statement on Schedule 14A and other materials to be filed with the SEC in connection with YZi’s consent solicitation, if and when they become available. These documents will be available at no charge as described above.
CEA Industries Media Inquiries:
Edelman Smithfield
CEA@edelmansmithfield.com
CEA Industries Investor Relations:
james@haydenir.com
FAQ
How many BNB tokens does CEA Industries (BNC) hold as of December 4, 2025?
What is the market value of BNC's BNB treasury on December 4, 2025?
Did CEA Industries (BNC) change its DAT token strategy after the July PIPE investment?
Who are the new independent directors appointed to BNC's Board in December 2025?
What action does CEA Industries (BNC) ask shareholders to take now regarding YZi's proposal?
What governance change did YZi propose concerning CEA Industries (BNC)?
Has CEA Industries (BNC) opened dialogue with YZi about its concerns?
