BNB Slides to $885 as CZ-Backed YZi Labs Declares War on CEA Board

BERLIN. The governance battle for control of the largest publicly traded BNB treasury turned hostile Thursday as YZi Labs, the family office of Binance founder Changpeng "CZ" Zhao, filed to overhaul the board of CEA Industries (NASDAQ: BNC). The dispute, centered on CEA’s adoption of a "poison pill" defense and a potential strategic pivot to Solana, sent BNB tumbling below $885 as institutional confidence in the ecosystem’s alignment fractured.

The "Poison Pill" Escalation

YZi Labs formally challenged CEA’s management after the board implemented a shareholder rights plan, commonly known as a "poison pill," to dilute any entity acquiring more than 15% of the company without approval. In a public statement, YZi Labs condemned the move as an "entrenchment tactic," designed to block shareholder accountability while the board considers abandoning its core mandate.

The conflict stems from CEA’s rapid deterioration following a $500 million capital raise in mid-2025, which was pitched explicitly to transform the former vape manufacturer into a dedicated BNB treasury vehicle. While BNB has appreciated ~38% in the last six months, CEA’s stock (ticker: BNC) has cratered over 90% to trade near $6.50, a disconnect YZi attributes to "mismanagement and delayed disclosures."

“When leadership uses poison pills to block accountability and intends to pivot strategy without shareholder consent, the trust is broken.” YZi Labs Filing

Treasury Mandate at Risk

The institutional friction intensified after reports surfaced that CEA CEO David Namdar discussed diversifying the company’s treasury into Solana (SOL) at a November conference. YZi Labs argues this violates the investment thesis sold to backers during the $500 million private placement. The prospect of a major BNB treasury dumping assets for a competitor chain rattled markets, contributing to BNB’s 4% slide to $885.

Governance Breakdown

This dispute represents a rare public schism within the Binance orbit. Unlike decentralized protocol governance, this is a traditional wall-street proxy fight for control of on-chain assets. If YZi Labs fails to seat its directors via the consent solicitation, CEA could theoretically liquidate its BNB position to pivot, unleashing significant sell pressure. Investors are now pricing in the risk of a protracted legal deadlock, with BNC shares remaining flat despite the aggressive activist push.