A major shareholder in Empery Digital has urged the company to abandon its Bitcoin-focused strategy, sell its digital asset holdings, and return the proceeds to investors, while calling for the resignation of the CEO and the entire board. In a letter dated February 23, 2026, Tice P. Brown, who owns about 9.8% of Empery Digital’s outstanding shares, argued that management has insulated itself at holders’ expense and pushed for a governance reset to unlock shareholder value. Brown’s appeal arrives as the company faces questions about whether its Bitcoin-centric approach remains viable amid a tighter funding environment and shifting volatility in crypto markets.

Brown’s leverage escalated just days after he disclosed that Empery Digital privately approached him on February 18 with an offer to repurchase all of his shares at a price equal to 100% of their market net asset value (mNAV), a premium he described as sizable relative to prevailing valuations. He rejected the proposal, saying it appeared designed to preserve management’s positions rather than to return capital to shareholders. The disclosure underscores a broader tension between insiders who favor propping up the company’s strategy and dissident investors seeking a more liquid, investor-friendly outcome.

Brown has been vocally critical of Empery Digital’s capital allocation decisions, governance posture, and its buyback strategy, arguing for a pivot away from a Bitcoin-centric model. In his view, the company should reposition toward liquidity, diversification, and a clearer path to capital returns for holders. Empery Digital has publicly pushed back, asserting that Brown’s characterization of events is distorted and that management remains open to arrangements that align with the long-term interests of the company and its shareholders.

The tensions come as Empery Digital, formerly known as Volcon, restructures its identity around a Bitcoin-focused corporate treasury. The company began its pivot in mid-2025 with the aim of becoming a Bitcoin aggregator, amassing a sizable position in the cryptocurrency. As of the latest disclosures, Empery Digital holds 4,081 BTC, placing it among the top 25 publicly traded Bitcoin holders globally. That concentration has become a focal point for critics who question whether a treasury strategy anchored to a volatile asset class can sustain long-term shareholder value, especially when market conditions compress valuations across the sector.

Analysts and observers have noted that digital asset treasuries have faced renewed pressure as crypto prices retrace and equity valuations across the sector compress. Standard Chartered recently warned that the sustainability of many crypto-treasury models depends on maintaining a premium valuation relative to the underlying Bitcoin holdings, a premium that has proved increasingly difficult to defend in current markets. The dynamic raises questions about whether Empery Digital’s current structure can weather declines in Bitcoin’s price, while still delivering meaningful upside to investors if market sentiment improves.

Meanwhile, the market context for crypto treasuries remains nuanced. On one hand, Bitcoin remains a focal point for investors seeking on-chain exposure within corporate balance sheets. On the other, the performance and governance of firms with large digital-asset holdings are scrutinized more closely, given concerns about liquidity, transparency, and the ability to liquidate assets without triggering adverse price moves. The public discourse around Empery Digital’s strategy reflects a broader debate about the role of crypto-treasury functions within traditional corporate structures and the potential need for governance safeguards to protect minority holders during periods of volatility.

Empery Digital’s Bitcoin gambit could be upended

The dispute highlights growing tensions around Empery Digital’s business model, which now centers on holding Bitcoin as its principal asset rather than pursuing a diversified corporate portfolio. The company’s strategic direction—pursuing a Bitcoin-centered treasury that aspires to function as a Bitcoin aggregator—has drawn both curiosity and criticism. If Brown’s push gains traction and the board yields to investor demands, a liquidation or partial divestment of the BTC holding could dramatically reframe the company’s value proposition and alter investor expectations about future returns.

Empery Digital’s origin story adds another layer to the narrative. It began life as Volcon, a maker of electric off-road vehicles and related equipment, before pivoting to a crypto-centric treasury strategy in 2025. The shift represents a broader trend in which corporate treasuries allocate to digital assets as a hedge or growth engine, a move that has attracted both interest and regulatory scrutiny. The transformation also places Empery Digital at the center of conversations about governance, capital allocation, and the sustainability of asset-backed valuations in the crypto era.

Brown’s stance, backed by his 9.8% stake, has already prompted public statements from Empery Digital. The company contends that Brown “continues to misrepresent and distort the facts,” arguing that any repurchase discussions were solely driven by a desire to act in the best interests of all shareholders. The public exchange signals a potential turning point for Empery Digital, as management seeks to defend a strategy that has become highly scrutinized in a market where liquidity and asset valuations can swing rapidly. This back-and-forth underscores the challenges faced by crypto-treasury businesses when governance decisions intersect with market cycles and investor sentiment.

Beyond Empery Digital’s shores, the broader crypto market has watched closely. Bitcoin’s price dynamics have influenced how investors evaluate crypto treasuries, with some market participants arguing that pure BTC accumulation strategies may need to be complemented by liquidity options, hedging mechanisms, or revenue-generating activities to weather downturns. As the sector collectively reassesses the economics of digital-asset holdings in corporate portfolios, Empery Digital’s situation could serve as a barometer for how governance disputes, minority shareholder rights, and strategic pivots are resolved in real time.

The discord also touches on the question of whether a company can sustain a premium to its net asset value (NAV) when its core asset—the cryptocurrency—suffers price fluctuations. If the market reassesses the premium to NAV or doubts the ability to liquidate Bitcoin holdings efficiently without impacting prices, investors may demand more transparent pathways to value realization. In that context, Empery Digital’s leadership transition discussions and potential strategic recalibration become critical signals for the market around risk, governance, and the alignment of incentives between management and shareholders.

As the story unfolds, market observers will be watching for three key developments: the board’s response to Brown’s letter and any concrete governance changes, the outcome of any discussions about liquidating or reallocating the BTC holdings, and how Empery Digital communicates its strategic considerations to investors going forward. The stakes extend beyond a single shareholder dispute; they touch on how crypto-treasury strategies are evaluated, priced, and regulated within traditional capital markets. The unfolding narrative will likely influence how other publicly traded entities with cryptocurrency holdings approach governance, disclosures, and capital-allocation decisions in an environment characterized by ongoing scrutiny and evolving market dynamics.

What to watch next

• Public response from Empery Digital’s board and any formal governance votes or resolutions related to Brown’s requests.
• Updates on the company’s BTC holdings, including any implications for liquidity, NAV, and potential sale or diversification plans.
• forthcoming statements or filings detailing the timeline of any share repurchase discussions or revised capital-allocation strategies.
• Market reaction to governance developments and any subsequent price or volatility shifts in the company’s shares or BTC exposure.

Sources & verification

• Shareholder letter from Tice P. Brown to Empery Digital’s board (Feb 23, 2026) as published in GlobeNewswire.
• Empery Digital’s statement addressing Brown’s characterization (as referenced in FT Markets reporting on Feb 24, 2026).
• StreetInsider coverage of the shareholder push for CEO and board resignations.
• BitcoinTreasuries.NET page documenting Empery Digital’s BTC holdings (Volcon Inc) and its ranking among public holders.

Empery Digital’s Bitcoin strategy under pressure as investor calls for governance shakeup

Empery Digital has built a Bitcoin (CRYPTO: BTC)-centric treasury, accumulating 4,081 BTC to date and positioning itself among the world’s more prominent public holders. The approach, intended to create value through crypto asset appreciation, has become a focal point for governance scrutiny after a major shareholder demanded a major strategic pivot. The confrontation began with a February 23 letter from Tice P. Brown, who holds roughly 9.8% of the company’s outstanding shares, urging the removal of CEO Ryan Lane and the entire board, and calling for a sale of the company’s Bitcoin stash with proceeds redistributed to shareholders. Brown contends that the current management team has entrenched itself in a way that undermines shareholder interests and capital efficiency.

The letter revealed a concrete counterproposal: a prior private offer to repurchase Brown’s shares at 100% of market net asset value (mNAV), framed as a premium to current market valuations. Brown rejected the deal, arguing that such a transaction would simply preserve existing control structures rather than deliver meaningful capital returns to investors. The exchange underscores a broader debate about whether a Bitcoin-centered strategy can deliver durable value in a market characterized by price swings, regulatory shifts, and evolving liquidity dynamics. While Brown framed the buyback as an opportunity to unlock value, Empery Digital characterizes the proposal as misaligned with the company’s long-term interests and governance standards.

Empery Digital’s response emphasizes that its leadership sought to engage Brown in a manner consistent with shareholder value creation, while maintaining a careful stance on the timing and method of any liquidity actions. The company’s board contends that Brown’s public portrayal of events does not accurately reflect the negotiation process, and insists that discussions were conducted with the aim of safeguarding the equity base. This exchange highlights the delicate balance between a treasury strategy anchored in a volatile asset and the expectations of public investors who seek predictable returns and governance accountability.

Looking ahead, the market will assess whether Empery Digital’s Bitcoin holdings—built over the course of 2025 and sustained into 2026—can withstand a shifting macro backdrop. Standard Chartered’s warnings about the sustainability of a premium to NAV in crypto-treasuries add a layer of caution to the conversation. If the market shifts away from valuing Bitcoin-heavy treasuries at a premium, companies like Empery Digital may need to demonstrate enhanced liquidity options, transparent capital-allocation policies, and credible pathways to returning capital to shareholders. The ongoing debate is not merely about whether to hold or sell; it is about how a crypto-native strategy integrates with corporate governance norms, investor expectations, and the regulatory environment that shapes disclosures and financial performance.

In the near term, investors will look for clarity on governance and strategy. Brown’s letter has already sparked a public debate about whether a Bitcoin-focused corporate treasury can deliver consistent shareholder value without sacrificing governance and liquidity. Empery Digital’s next moves—whether they entail partial divestitures, strategic diversification, or a recalibration of its capital-allocation framework—will be closely watched by a spectrum of investors, from crypto-focused funds to traditional equity holders seeking risk-adjusted exposure to digital assets. The outcome could influence how other companies with crypto holdings articulate their governance structures and communicate with shareholders in a market that remains sensitive to both asset volatility and governance signals.

Pi Network’s co-founder Nicolas Kokkalis asserted that KYC and migration remain a top priority.

Earlier this month, Pi Network celebrated the first anniversary of its Open Network launch.

To mark the milestone, the co-founders of the controversial crypto project answered a series of questions to offer users more insight into Pi’s future strategy, approach, and current work.

KYC And More

The co-founders, Chengdiao Fan and Nicolas Kokkalis, started by praising the “incredible advances” in Pi Network’s activity, app development initiatives, and platform-level utility releases over the past year. Fan asserted that in the next 12 months, the team will focus on expanding its ecosystem by creating additional opportunities for users.

Then they moved to the first question: what makes Pi Network different from other blockchains, and why does utility matter? Fan described Pi as “nonconformist,” emphasizing that it sets itself apart in several fundamental ways. She highlighted that the project has never conducted an ICO, is built on a mobile-first approach, is free to mine, and has already amassed tens of millions of verified users worldwide.

From there, the discussion shifted toward Pi Network’s emphasis on real-world utility. Fan explained that Pi’s vision has always centered on enabling tokens to participate in genuine economic activity rather than relying solely on abstract financial mechanisms. In her view, this approach is reinforced by Pi’s fully KYC-verified user base, which the team considers essential for supporting real-world assets and meaningful value creation across the ecosystem.

The next question, “What is the network working on now?” was answered by Kokkalis. He asserted that KYC and migration remain a top priority, adding that the team has started increasing KYC throughput, unblocking more users, boosting speed, and allowing second migrations.

“We are also on track to roll out KYC validator rewards this quarter in a secure and scalable way. In terms of Developer tools and support, we’re supporting developers, lowering the barrier to building on Pi through improved tooling and simpler integrations, including new tools like much faster Pi payment setups, along with ongoing support to help developers launch and scale real utilities,” he added.

Moreover, Kokkalis said the team will continue working on Nodes, protocol upgrades, and components like DEX functionality and liqduity pools.

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Perhaps the most important question intriguing a large part of the community is the significance of the Know-Your-Customer process and what comes next. Kokkalis said the team has spent years building its KYC solution, explaining that because Pioneers are spread across the globe, the system needed to achieve broad geographic coverage and scalability.

The co-founder added that the heavy investment in the function was intentional, as identity verification is important to the integrity and authenticity of the entire network. Looking ahead, he noted that the team intends to offer its KYC technology as a service to external projects, thus turning it into a capability that could support Web3 and traditional businesses.

PI Tokens and AI

Another question for the founders focused on clarifying what Pi ecosystem tokens actually are. Fan explained that those are coins created by the community and issued on Pi.

“As many of you know, ecosystem tokens have already been released on Testnet, and we are finalizing their implementation on Mainnet. While technology and product are obviously important, we believe the most critical factor on Mainnet will be their design,” she added.

Fan believes that the ability to issue tokens is an “important superpower” of Web3, yet she thinks many coins in the crypto space are designed with no real-world use.

The last question focused on the fast-evolving Artificial Intelligence sector and how Pi Network plans to integrate that technology. Fan explained that AI is reshaping how value is created, making it essential for blockchain networks to support real-world production rather than rely on speculation. She stated that Pi’s strategy is to build AI-powered apps using tools such as Pi App Studio.

Are Pioneers Satisfied?

Judging by the comments under Pi Network’s anniversary announcement, plenty of users continue to struggle with major issues and urged the team to act more urgently.

Some Pioneers claimed they’ve been waiting for five-six years to complete the necessary verification steps and migrate to the mainnet, yet still haven’t been able to do so. Others went even further, calling Pi Network “a dirty scam project.”

The Ethereum Foundation is doubling down on decentralized finance this year, forming a dedicated internal unit to support builders and to scale what it calls “cypherpunk values alongside market growth.”

In a blog post published on Monday, Feb. 23, the organization framed DeFi as the “inevitable evolution of finance,” adding that “it’s been a critical driver of Ethereum’s growth and adoption.”

The foundation is explicit about the kind of DeFi it supports: “permissionless, censorship-resistant, privacy-first, self-custodial, and open source.”

The focus of the new DeFi unit, which sits within the organization’s App Relations team, is to guide DeFi development on Ethereum, support teams building in the space, and make sure projects stick to those principles. According to the blog post, the unit is led by Charles St. Louis and IvanGBI, both veterans from projects like DELV, MakerDAO, and Gearbox Protocol.

“The Ethereum Foundation believes in Defipunk: not finance that’s marginally better than TradFi, but finance that couldn’t exist without Ethereum,” the blog post reads.

First announced last year, “Defipunk” is the EF’s new framework that supports privacy- focused DeFi projects, as The Defiant reported earlier.

Ethereum remains the largest blockchain network by total value locked in DeFi, with $53.8 billion.

Priorities for 2026

To support the outlined plan, the foundation plans to set up “clear channels for DeFi teams to connect with the EF and each other,” though it didn’t provide specifics.

For 2026, the foundation is zeroing in on a set of priorities such as building stronger relationships with teams, improving security, supporting decentralization, advancing privacy, and conducting research.

Looking ahead, the Ethereum Foundation is also watching emerging intersections with AI, institutional adoption, stablecoins and new financial primitives, promising content and support in these areas.

To keep up with the trends, the organization has already set up a new unit dubbed the “dAI Team,” which aims to make Ethereum the “preferred settlement and coordination layer” for AI agents and the machine economy, The Defiant reported back in September.

The pledge to double down on DeFi comes just weeks after Tomasz Stańczak — who led the EF’s platform and EcoDev teams and founded execution-client project Nethermind — announced in mid-February that he would step down as co-executive director of the Ethereum Foundation.

Stańczak, who has served in the role for just under a year, said in a post on X that Bastian Aue will take over as interim co-ED alongside current co-ED Hsiao-Wei.

A major shareholder in Empery Digital has called on the company to abandon its Bitcoin-centric strategy, sell its digital asset holdings and return the proceeds to investors, along with demanding the resignation of the CEO and the entire board of directors.

In a letter to the company’s board on Monday, Tice P. Brown, who is the beneficial owner of roughly 9.8% of Empery Digital’s outstanding shares, accused management of entrenching themselves at shareholders’ expense. 

Brown said that Empery Digital’s leadership privately approached him on Feb. 18 with an offer to repurchase all of his shares at a price equal to 100% of their market net asset value (mNAV), which he called “a large premium to prevailing market valuations.” He declined the proposal, saying it was designed to preserve management’s positions rather than return capital to shareholders.

Brown previously criticized the company’s capital allocation decisions, particularly its governance and buyback strategy, and urged a complete pivot away from its Bitcoin (BTC) strategy. 

In response to Brown’s recent letter demanding both the Bitcoin sale and the immediate resignation of CEO Ryan Lane and the entire board, Empery Digital said the dissident investor “continues to misrepresent and distort the facts to further his self-serving campaign.” 

In its statement, the company pushed back on Brown’s characterization of events, saying: “Mr. Brown intimated his interest in having his shares repurchased by the company but initially demanded a significant premium to NAV. Management attempted to reach an agreement with Mr. Brown as it believed such an agreement would be in the best interests of the Company and all its shareholders.”

Related: Bitcoin ETFs still sit on $53B in net inflows despite recent outflows: Bloomberg

Empery Digital’s Bitcoin gambit could be upended

The revolt by a major shareholder highlights mounting tensions around Empery Digital’s business model, which is built on accumulating and holding Bitcoin as its principal asset. A push to liquidate that stash could upend the strategy and reshape investor expectations of the company’s value.

Empery Digital, formerly known as Volcon, began as an electric power sporting goods company producing electric off-road vehicles and related products. It pivoted to a Bitcoin-centric corporate treasury strategy in mid-2025, adopting the new focus with the stated goal of becoming a Bitcoin aggregator.

Since then, Empery has accumulated 4,081 BTC, making it one of the top 25 publicly traded Bitcoin holders globally.

Digital asset treasuries have come under pressure as crypto prices have retraced and equity valuations across the sector have compressed.

Analysts at Standard Chartered recently warned that the sustainability of many crypto treasury companies hinges on their ability to maintain a premium valuation relative to their underlying Bitcoin holdings, commonly measured by market net asset value. That premium has become increasingly difficult to sustain amid current market conditions.

Related: Crypto’s 2026 investment playbook: Bitcoin, stablecoin infrastructure, tokenized assets