BNB Standard Corporation filed a Form 8-K on November 3, 2026, disclosing the appointment of Anthony Scaramucci as a director and an expansion of its Board of Directors from six to seven members, effective immediately.

Key Highlights

  • Board expanded: The Board of Directors approved an increase in size from six to seven directors on November 3, 2026.
  • New director appointed: Anthony Scaramucci was appointed to fill the vacancy created by the expansion, effective immediately.
  • Term length: Mr. Scaramucci will serve until the company's next annual meeting of stockholders and until his successor is duly elected and qualified.
  • Cooperation Agreement basis: The appointment was made pursuant to Section 1(c) of a Cooperation Agreement dated June 23, 2026, between the company and YZiLabs Management Ltd.
  • Independence confirmed: The Board concluded that Mr. Scaramucci qualifies as an independent director under applicable Nasdaq listing standards.
  • No committee assignments: The Board has not named Mr. Scaramucci to any committee of the Board.
  • Compensation: Mr. Scaramucci will receive the company's standard compensation for non-employee directors.

Scaramucci Appointment Details and Cooperation Agreement Context

According to the filing, BNB Standard Corporation (NASDAQ:BNC) disclosed that its Board of Directors, acting pursuant to the company's Restated Articles of Incorporation and Amended and Restated Bylaws, approved expanding the Board from six to seven directors and simultaneously appointed Anthony Scaramucci to fill the newly created seat. The appointment was effective November 3, 2026.

The company disclosed that the appointment followed the terms of a Cooperation Agreement dated June 23, 2026, between the company and YZiLabs Management Ltd. Specifically, Section 1(c) of that agreement provides for the appointment of a new independent director mutually agreeable to both the company and YZiLabs. The filing states that "other than the Cooperation Agreement, there is no arrangement or understanding between Mr. Scaramucci and any other person pursuant to which he was selected as a director." The filing also states that Mr. Scaramucci "has no interest in any transaction requiring disclosure under Item 404(a) of Regulation S-K."

The Board reviewed Mr. Scaramucci's independence under The Nasdaq Stock Market LLC listing standards and concluded he qualifies as an independent director. No committee assignments were announced. As compensation, he will receive what the filing describes as "the Company's standard compensation for non-employee directors," with no specific amounts disclosed in the filing. A press release announcing the appointment, furnished as Exhibit 99.1, was noted as not being deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934.

What Was Disclosed

BNB Standard Corporation reported the expansion of its Board from six to seven directors and the appointment of Anthony Scaramucci as an independent director, effective November 3, 2026, under a pre-existing Cooperation Agreement with YZiLabs Management Ltd.