Young Cho

About Young Cho

Young Cho, age 49, is Chief Executive Officer and an Executive Director of TLGY Acquisition Corporation (TLGYF). He joined the Board as an independent director on June 20, 2024 and was appointed CEO and designated a director on December 27, 2024 . Cho’s background spans crypto finance and special situations: Founder & CEO of Blockhouse Digital Holdings LP; CFO of Swirlds Labs (Aug 2022–Jan 2024) and Hedera Hashgraph (Apr 2021–Aug 2022); CIO at Abra; CFO at Celsius and Alt Lending; prior roles at UBS Private Finance, Newtonian Capital, Citigroup GSSG, and Salomon Brothers. He holds a BS and MFE from Cornell and an MPA from Columbia . As a SPAC, TLGY reports no operating revenues and is focused on completing a business combination; TSR/EBITDA metrics are not applicable at this stage, and the company was delisted from Nasdaq in Dec 2024 and now trades OTC Pink .

Past Roles

External Roles

Fixed Compensation

• TLGY does not pay compensation to sponsors, officers or directors prior to completing a business combination, other than reimbursing out-of-pocket expenses; no cash compensation is disclosed for the CEO .
• A prior CFO received $3,000/month until resignation on March 28, 2024; sponsor administrative services at $15,000/month were terminated June 19, 2024 under a termination letter .

Performance Compensation

• No stock awards, options, bonuses, or performance metrics tied to CEO pay are disclosed prior to the business combination .

Equity Ownership & Alignment

• As of March/April 2025, Young Cho holds no beneficial ownership of TLGY ordinary shares; no pledging or hedging of company stock is disclosed .
• Founder shares (Class B) convert one-for-one to Class A upon closing of a business combination; sponsor holdings are significant, but they are separate from CEO ownership .

Employment Terms

• Appointment: Cho was appointed CEO and director on Dec 27, 2024; prior committee roles were resigned concurrent with the CEO appointment .
• Contracts: Other than indemnity agreements, new officers/directors are not party to any material plan, contract or arrangement (no employment agreement, severance or change-of-control economics disclosed) .
• Indemnity agreement terms (standard for directors/officers):
  • Advancement of expenses within 10 days; unsecured and interest-free; repayment only if finally determined not entitled to indemnification .
  • Broad indemnification for third-party and derivative proceedings, subject to good-faith standards; contribution rights if indemnification unavailable .
  • “Indemnitor of first resort”: Company’s obligations are primary ahead of sponsor/affiliates; waiver of contribution against sponsor .
  • Waiver of claims to the SPAC trust account; officers agree not to seek recourse to trust funds; coverage payable only from funds outside trust or upon consummation of a business combination .
  • Maintenance of D&O insurance; officer treated as insured to the fullest extent .
  • Change in Control defined to include acquisition of 15%+ voting power, board changes, business combinations, liquidation, or events reportable in proxy rules .

Board Governance

• Role: Young Cho is CEO and an Executive Director; the Chairman of the Board is Jin-Goon Kim (remains chairman following 2024 changes) .
• Committee service history: Prior to becoming CEO, Cho chaired Nominating & Corporate Governance and was a member of Audit and Compensation; he resigned those roles on Dec 27, 2024 when appointed CEO .
• Current committee composition (as of Dec 27, 2024):
  • Audit: Niraj Javeri (Chair & financial expert), Enrique Klix, Christina Favilla .
  • Compensation: Enrique Klix (Chair), Niraj Javeri, Christina Favilla .
  • Nominating & Governance: Christina Favilla (Chair), Enrique Klix, Niraj Javeri .
• Independence: Cho is not independent (executive director); committees are chaired by independent directors, which helps mitigate dual-role concerns (CEO + director) .

Performance & Track Record

• SEC Certifications: Cho signed Sarbanes-Oxley 302 and 906 certifications for Q3 2025 10-Q, affirming disclosure controls and fair presentation .
• Transaction execution: Under Cho’s leadership, TLGY announced a business combination framework with StablecoinX entities and collaboration with Ethena Foundation; Cho signed multiple agreements as CEO of TLGY and as CEO of StablecoinX entities (indicative of operational involvement across entities) .
• Listing status: Nasdaq trading was suspended Dec 9, 2024; securities trade OTC Pink (TLGYF etc.), which reduces liquidity and increases execution risk for capital markets-driven strategies .

Related Party & Sponsor Arrangements

• CPC Funds Indemnification Agreement protects current sponsors and affiliates from claims relating to investment opportunities; indemnity cannot access trust account funds (alignment/compliance consideration) .
• Mizuho deferred underwriting fee waiver: $8.65M deferred fees waived; 300,300 founder shares to be forfeited (process underway), improving economics for de-SPAC .

Risk Indicators & Red Flags

• Leadership turnover: CEO and CFO changes in Dec 2024/Jan 2025; resignations were stated as not due to disputes with management or Board .
• No disclosed CEO share ownership: Potential alignment gap until post-combination equity grants .
• OTC Pink quotation: Lower liquidity, potential penny stock designation, reduced analyst coverage, and financing constraints .
• Legal proceedings: None disclosed against the company or management in their capacity .

Equity Ownership & Alignment

Employment Terms (Summary)

• Employment agreement: None disclosed; no severance or change-of-control cash terms disclosed .
• Indemnity: Robust advancement and indemnification; trust account waiver; D&O insurance maintenance .
• Non-compete/Non-solicit: Not disclosed .

Investment Implications

• Alignment: Absence of disclosed cash pay and zero share ownership for the CEO pre-combination reduces traditional pay-for-performance signals; expect alignment to be set at de-SPAC via post-close equity grants. Monitor any equity award structures and performance conditions post-merger .
• Governance: Independent committee leadership and Cho’s resignation from committees upon becoming CEO mitigate dual-role concerns, though Chairman remains separate (Kim), balancing power distribution .
• Execution: Cho’s SPAC and crypto-finance track record supports complex de-SPAC execution; however, OTC Pink trading and SPAC timing constraints elevate financing and closing risk. Monitor PIPE commitments, Sponsor Support, and regulatory disclosures linked to the StablecoinX/Ethena collaboration .
• Trading signals: Watch for future Form 3/4 filings for insider ownership changes, de-SPAC registration statements, and earnings/press releases tied to transaction progress; SOX certifications in Q3 2025 indicate operational oversight .