Twenty One Capital, Inc.
For the period ended Jun 30, 2026. Filed Aug 11, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 11, 2026
XXI$5.48+2.6%Stored close · as of Nov 6, 2026
Contents
Item 1. Condensed Consolidated Balance Sheets as of June 30, 2026 (Unaudited) and December 31, 2025
CONDENSED CONSOLIDATED BALANCE SHEETS
| June 30, 2026 | December 31, 2025 | |
|---|---|---|
| (Unaudited) | ||
| Assets | ||
| Current Assets: | ||
| Cash | $106,132,084 | $117,702,933 |
| Prepaid expenses and other current assets | 6,018,111 | 378,485 |
| Digital assets - current, at fair value | - | 87,316 |
| Total Current Assets | 112,150,195 | 118,168,734 |
| Other non-current assets | 2,040,068 | 9,250,000 |
| Digital assets - non-current, at fair value | 2,550,162,413 | 3,799,457,809 |
| Total Assets | $2,664,352,676 | $3,926,876,543 |
| Liabilities and Stockholders’ Equity | ||
| Current liabilities: | ||
| Accounts payable and accrued expenses | $1,578,501 | $2,481,681 |
| Total Current Liabilities | 1,578,501 | 2,481,681 |
| Convertible notes payable | 484,543,716 | 484,326,591 |
| Total Liabilities | 486,122,217 | 486,808,272 |
| Commitments and Contingencies (Note 10) | ||
| Stockholders’ Equity | ||
| Preferred Stock; $0.01 par value, 1,000,000 shares authorized; none issued and outstanding as of June 30, 2026 and December 31, 2025 | - | - |
| Class A Common Stock; $0.01 par value, 5,000,000,000 shares authorized; 346,807,836 shares and 346,548,153 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively | 3,468,079 | 3,465,482 |
| Class B Common Stock; $0.01 par value, 500,000,000 shares authorized; 215,736,011 shares and 304,842,759 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively | 2,157,361 | 3,048,428 |
| Additional paid-in capital | 3,709,286,980 | 3,697,005,091 |
| Accumulated deficit | (1,536,681,961) | (263,450,730) |
| Total Stockholders’ Equity | 2,178,230,459 | 3,440,068,271 |
| Total Liabilities and Stockholders’ Equity | $2,664,352,677 | $3,926,876,543 |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
| For the Three Months Ended June 30, · For the Six Months Ended June 30, · For the Period from March 7, 2025 (inception) to June 30, | ||||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| Operating expenses: | ||||
| General and administrative | $10,613,461 | $399,082 | $21,077,349 | $399,082 |
| Marketing and advertising | 116,600 | 8,300 | 221,600 | 8,300 |
| Total operating expenses | 10,730,061 | 407,382 | 21,298,949 | 407,382 |
| Loss from operations | (10,730,061) | (407,382) | (21,298,949) | (407,382) |
| Other (expense) income: | ||||
| Interest expense | (1,333,003) | - | (2,640,555) | - |
| Interest income | 224 | - | 489 | - |
| Gain on disposal of digital asset | - | - | 3,180 | - |
| Change in fair value of digital assets | (401,476,433) | - | (1,249,295,396) | - |
| Total other (expense) income, net | (402,809,212) | - | (1,251,932,282) | - |
| Net loss | $(413,539,273) | $(407,382) | $(1,273,231,231) | $(407,382) |
| Weighted average shares of Class A Common Stock | 346,779,299 | 570,886 | 346,664,365 | 570,886 |
| Basic and diluted net loss per Class A Common Stock | $(0.74) | $(0.36) | $(2.26) | $(0.36) |
| Weighted average shares of Class B Common Stock | 215,736,011 | 570,886 | 215,736,011 | 570,886 |
| Basic and diluted net loss per Class B Common Stock | $(0.74) | $(0.36) | $(2.26) | $(0.36) |
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(Unaudited)
Three and six months ended June 30, 2026
| Class A · Class B · Additional · Total | |||||||
|---|---|---|---|---|---|---|---|
| Common Stock · Common Stock · Paid-in · Accumulated · Stockholders’ | |||||||
| Shares | Amount | Shares | Amount | Capital | Deficit | Equity | |
| Balance as of December 31, 2025 | 346,548,153 | $3,465,482 | 304,842,759 | $3,048,428 | $3,697,005,091 | $(263,450,730) | $3,440,068,271 |
| Stock-based compensation | - | - | - | - | 5,103,369 | - | 5,103,369 |
| Net Loss | - | - | - | - | - | (859,691,958) | (859,691,958) |
| Balance as of March 31, 2026 | 346,548,153 | $3,465,482 | 304,842,759 | $3,048,428 | $3,702,108,460 | $(1,123,142,688) | $2,585,479,682 |
| Stock-based compensation, net | 259,683 | 2,597 | - | - | 6,287,453 | - | 6,290,050 |
| Cancellation of Class B Common Stock | - | - | (89,106,748) | (891,067) | 891,067 | - | - |
| Net Loss | - | - | - | - | - | (413,539,273) | (413,539,273) |
| Balance as of June 30, 2026 | 346,807,836 | $3,468,079 | 215,736,011 | $2,157,361 | $3,709,286,980 | $(1,536,681,961) | $2,178,230,459 |
Period from March 7, 2025 (inception) to June 30, 2025
| Member’s · Class A · Class B · Additional · Total | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Unit · Common Stock · Common Stock · Subscription · Paid-in · Accumulated · Stockholders’ | |||||||||||||
| Units · Amount · Shares · Amount · Shares · Amount · Receivable · Capital · Deficit · Deficit | |||||||||||||
| Balance as of March 7, 2025 (inception) · - · $- · - · $- · - · $- · $- · $- · $- · $- | |||||||||||||
| Issuance of Class A Common Stock | 534 | - | - | - | - | - | (200,000) | 200,000 | - | - | |||
| Retroactive application of Business Combination (Note 4) | (534) | - | 570,886 | 5,709 | 570,886 | 5,709 | - | (200,000) | 188,582 | - | |||
| Subscription proceeds received | - | - | - | - | - | - | 200,000 | - | - | 200,000 | |||
| Net Loss | - | - | - | - | - | - | - | - | (407,382) | (407,382) | |||
| Balance as of June 30, 2025 | - | $ | - | 570,886 | $5,709 | 570,886 | $5,709 | $ | - | $ | - | $(218,800) | $(207,382) |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| For the six months ended June 30, 2026 · For the period from March 7, 2025 (inception) to June 30, 2025 | ||||
|---|---|---|---|---|
| Cash flows from Operating Activities: | ||||
| Net loss | $(1,273,231,231) | $(407,382) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||
| Gain on disposal of digital assets | (3,180) | - | ||
| Change in fair value of digital assets | 1,249,295,396 | - | ||
| Amortization of debt issuance cost | 217,125 | - | ||
| Non-cash interest expense | 2,423,429 | - | ||
| Amortization of Cantor Prepaid | 2,584,932 | - | ||
| Stock-based compensation | 12,143,367 | - | ||
| Changes in current assets and current liabilities: | ||||
| Prepaid expenses and other current assets | (1,011,445) | - | ||
| Digital assets | 87,315 | - | ||
| Accounts payable and accrued expenses | (4,076,557) | 407,382 | ||
| Net cash used in operating activities | (11,570,849) | - | ||
| Cash flows from Financing Activities: | ||||
| Proceeds received from contributed capital | - | 200,000 | ||
| Net cash provided by financing activities | - | 200,000 | ||
| Net change in cash | (11,570,849) | 200,000 | ||
| Cash, beginning of the period | 117,702,933 | - | ||
| Cash, end of the period | $106,132,084 | $200,000 | ||
| Supplemental cashflow information: | ||||
| Interest paid | $2,527,097 | $ | - | |
| Taxes paid | $ | - | $ | - |
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