**Empery Digital Inc. Shareholder Urges CEO Resignation, Board Replacement, Bitcoin Sale** On February 24, Tice P. Brown — Empery Digital Inc.’s 9% shareholder — sent a letter to the company’s board urging CEO Ryan Lane to resign immediately, the entire board to be replaced, and all Bitcoin holdings to be sold without delay. Brown stated that Empery Digital management privately approached him with an offer to repurchase all his shares at 100% of net asset value (NAV) — a significant premium to the current market valuation — on the condition he sign a standstill agreement. The offer was presented via a call with a buyback broker on February 18 and confirmed in writing on February 23; Brown rejected it. “This proposal is especially offensive at a time when a small number of shareholders clearly need to redeem their funds urgently,” Brown said. “For months, shareholders have been selling their shares back to the company’s buyback program at a steep discount to immediate liquidation value. Management has repeatedly made clear it will take all steps to stand between shareholders and our capital, while continuing to extract compensation and expenses from us.” He added: “I again urge CEO Ryan Lane to resign immediately, the entire Empery Digital board to be replaced immediately, and all Bitcoin to be sold promptly — with proceeds returned to shareholders right away.” Per reports, as of the latest data (February 2026), Empery Digital holds 4,081 BTC — holdings that typically rank among the top 25 publicly listed Bitcoin treasuries.
