Twenty One Capital (XXI) CFO awarded RSUs; shares withheld for tax

Q: What insider transaction did XXI CFO Steven Meehan report?

Steven Meehan reported receiving a grant of 204,223 restricted stock units (RSUs) tied to Twenty One Capital, Inc. (XXI) Class A common stock. These RSUs serve as equity-based compensation and convert into shares as they vest over time.

Q: How do the granted XXI RSUs to the CFO vest over time?

The RSUs vest in stages: 25% vested as of April 1, 2026 , and the remaining 75% will vest quarterly in equal tranches over the next three years. Each vested RSU delivers one share of Class A common stock.

Q: Why were 18,232 XXI shares withheld in Steven Meehan’s Form 4?

The 18,232 shares of Class A common stock were withheld by the issuer to cover tax withholding obligations triggered by RSU vesting. This is a non-market, mechanical disposition rather than an open-market sale of shares.

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Twenty One Capital, Inc. Chief Financial Officer Steven Meehan received a grant of 204,223 restricted stock units (RSUs), each representing one share of Class A common stock. According to the vesting schedule, 25% vested as of April 1, 2026, with the remaining 75% vesting quarterly in equal tranches over the following three years. On the same date, 18,232 shares of Class A common stock were withheld at $6.64 per share to satisfy tax obligations upon RSU vesting, leaving Meehan with 185,991 shares of Class A common stock held directly after these transactions.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Meehan Steven

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Class A common stock	204,223	$0.00	--
Tax Withholding	Class A common stock	18,232	$6.64	$121K

Holdings After Transaction: Class A common stock — 204,223 shares (Direct)

Footnotes (1)

Represents a grant of restricted stock units ("RSUs"), which vest as follows: (a) 25% of the restricted stock units vested as of April 1, 2026, and (b) the remaining 75% of the RSUs will vest quarterly in equal tranches over the subsequent three years. Each RSU represents a contingent right to receive one share of Class A common stock. Represents shares of Class A common stock withheld by the Issuer to satisfy tax withholding upon the vesting of RSUs.

Key Figures

RSU grant size: 204,223 RSUs Initial vesting portion: 25% of RSUs Remaining vesting schedule: 75% of RSUs +3 more

6 metrics

RSU grant size 204,223 RSUs Each RSU equals one share of Class A common stock

Initial vesting portion 25% of RSUs Vested as of April 1, 2026

Remaining vesting schedule 75% of RSUs Vests quarterly in equal tranches over three years

Shares withheld for taxes 18,232 shares Withheld to satisfy tax withholding on RSU vesting

Tax withholding price $6.64 per share Price applied to 18,232 withheld shares

Shares held after transactions 185,991 shares Class A common stock held directly by CFO post-transaction

Key Terms

restricted stock units ("RSUs"), tax withholding, Class A common stock, grant, award, or other acquisition, +1 more

5 terms

restricted stock units ("RSUs") financial

"Represents a grant of restricted stock units ("RSUs"), which vest as follows"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

tax withholding financial

"withheld by the Issuer to satisfy tax withholding upon the vesting of RSUs"

Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.

Class A common stock financial

"Each RSU represents a contingent right to receive one share of Class A common stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 Insider Transactions: What Each Field Means →

04/13/2026 - 04:15 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Meehan Steven

(Last)

(First)

(Middle)

TWENTY ONE CAPITAL, INC.

111 CONGRESS AVENUE, SUITE 500

(Street)

AUSTIN

TEXAS

78701

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Twenty One Capital, Inc. [ XXI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/09/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A common stock	04/09/2026		A		204,223⁽¹⁾	A	$0	204,223	D
Class A common stock	04/09/2026		F		18,232⁽²⁾	D	$6.64	185,991	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents a grant of restricted stock units ("RSUs"), which vest as follows: (a) 25% of the restricted stock units vested as of April 1, 2026, and (b) the remaining 75% of the RSUs will vest quarterly in equal tranches over the subsequent three years. Each RSU represents a contingent right to receive one share of Class A common stock.

2. Represents shares of Class A common stock withheld by the Issuer to satisfy tax withholding upon the vesting of RSUs.

	/s/ James Cong Hoan Nguyen, as Attorney-in-Fact	04/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did XXI CFO Steven Meehan report?

Steven Meehan reported receiving a grant of 204,223 restricted stock units (RSUs) tied to Twenty One Capital, Inc. (XXI) Class A common stock. These RSUs serve as equity-based compensation and convert into shares as they vest over time.

How do the granted XXI RSUs to the CFO vest over time?

The RSUs vest in stages: 25% vested as of April 1, 2026, and the remaining 75% will vest quarterly in equal tranches over the next three years. Each vested RSU delivers one share of Class A common stock.

Why were 18,232 XXI shares withheld in Steven Meehan’s Form 4?

The 18,232 shares of Class A common stock were withheld by the issuer to cover tax withholding obligations triggered by RSU vesting. This is a non-market, mechanical disposition rather than an open-market sale of shares.

How many XXI shares does the CFO hold after these transactions?

Following the RSU grant and the tax-withholding share disposition, Steven Meehan holds 185,991 shares of Twenty One Capital, Inc. Class A common stock directly. This figure reflects his position immediately after the reported transactions.

Did the XXI CFO buy or sell shares on the open market?

No open-market purchases or sales are reported. The filing shows a grant/award acquisition of RSUs and a tax-withholding disposition of 18,232 shares, which the issuer used to satisfy tax obligations tied to RSU vesting.