Catenaa, Thursday, January 15, 2026- YZi Labs, an investment firm backed by Changpeng Zhao, criticized CEA Industries for adopting a “stockholder-unfriendly” poison pill and bylaw changes as the two parties clash over board control.
The conflict escalated after YZi Labs sought to expand CEA’s board, reverse recent bylaw changes, and install its own slate of directors via a written-consent process. The firm also filed to form a coordinated stockholder group to increase its stake in the Nasdaq-listed company.
CEA responded by implementing a limited-duration stockholder rights plan, or poison pill, which would trigger if any entity acquires 15% or more of shares without board approval. The mechanism allows existing shareholders to buy additional shares at a 50% discount, creating immediate dilution and raising the cost of a takeover. The board also amended bylaws to restrict written-consent actions.
YZi Labs called the measures “disappointing,” accusing CEA of frustrating shareholder action and delaying the 2025 Annual Meeting beyond its Dec. 17 anniversary.
The firm noted concern after CEA CEO David Namdar discussed potentially pivoting from BNB to other crypto assets, unsettling investors who supported the company’s BNB treasury strategy.
The standoff follows CEA’s earlier surge, driven by a $500 million private placement and a pivot away from vape manufacturing. Despite the BNB token rising about 38% over six months, CEA’s stock fell 36.7% in the same period, closing Tuesday at $6.51.
YZi Labs pledged to continue “constructive dialogs” to safeguard shareholder interests and support the BNB ecosystem. The Block has reached out to CEA Industries for comment.
