In a significant regulatory development, YZi Labs, the venture capital firm formerly known as Binance Labs, has formally alleged that investment firm 10X Capital violated U.S. securities law by failing to disclose a major stake in Nasdaq-listed CEA Industries (ticker: BNC). The allegation centers on a potential failure to report a holding exceeding 5%, a critical threshold that triggers mandatory disclosure to the U.S. Securities and Exchange Commission (SEC).
The core allegation is that 10X Capital holds an estimated stake of over 5% in CEA Industries but did not file the required Schedule 13D or 13G with the SEC within the mandated 10-day window, as per Section 13(d) of the Securities Exchange Act of 1934. Furthermore, YZi Labs claims that Hans Thomas, a co-founder of 10X Capital who also serves as a director at CEA Industries, similarly failed to file an initial shareholding report.
YZi Labs strengthened its position by contrasting 10X Capital's alleged inaction with its own compliance, noting it filed its required report on time in November 2024 when its stake crossed the 5% threshold due to a share buyback program. The firm has issued a formal letter calling on 10X Capital to "disclose its current shareholding status," arguing that "shareholders have the right to know clearly who is influencing the company."
The context adds a crypto dimension: CEA Industries has been making substantial investments in BNB, the native cryptocurrency of the BNB Chain ecosystem, since late 2025. This strategic move directly ties the company's valuation to the volatile cryptocurrency market, making transparency around its major shareholders—and their potential crypto-related agendas—particularly significant.
Potential repercussions for 10X Capital, if the SEC investigates and confirms the allegations, include monetary penalties, injunctive relief, and severe reputational damage. For CEA Industries, the controversy introduces governance uncertainty that could lead to stock volatility. The case serves as a high-profile reminder of the stringent disclosure requirements that apply equally to firms operating at the intersection of traditional finance and cryptocurrency.
