Mallers Jack 4

What Happened

• Jack Mallers, former Chief Executive Officer and Director of Twenty One Capital (XXI), disposed of 307,253 shares to the company as part of a Separation Agreement dated July 20, 2026.
• The transactions consisted of a cash payment for 80,393 vested RSUs at $5.23 each ($420,455) and a repurchase of 226,860 Class A shares at $5.23 each ($1,186,478). Unvested RSUs were forfeited for no consideration.

Key Details

• Transaction date: July 20, 2026; filing date: July 21, 2026 (appears timely).
• Price per share: $5.23. Total proceeds to Mallers: $1,606,933.
• The Form 4 footnotes state: (F1) cash-out of 80,393 vested RSUs at $5.23; (F4) repurchase of 226,860 shares at $5.23; (F3) forfeiture of unvested RSUs for no consideration; (F2) a prior Form 4 overstated beneficial ownership by 360 shares and the current filing shows the corrected amount.
• This was a disposition to the issuer (company repurchase/separation), not an open-market sale.

Context

• These actions were executed under a Separation Agreement between Mallers and the company — effectively a negotiated cash settlement and share repurchase tied to his departure. Such issuer repurchases and RSU cash-outs are common in executive separations and do not necessarily indicate trading sentiment about the company.