Ondo Finance estate sues CEO in 3 filings after founder's death

Three Delaware Chancery Court filings accuse Ondo Finance CEO Ian De Bode of improperly seizing control of the tokenized real-world asset issuer after founder Nathan Allman's death in May, with his estate seeking an expedited ruling to determine who lawfully controls the company.

"Kathy Allman's decision to file a lawsuit is regretful. This course of action is clearly not in the interests of the company, its stockholders, the team, or the Ondo ecosystem," De Bode said in emailed comments. "Ms. Allman's claims are meritless, and that will come through clearly in court."

The estate, led by Kathleen Allman — Nathan's mother and court-appointed personal representative through Hawaii probate proceedings concluded June 26 — alleges De Bode claimed he automatically became CEO under Ondo's bylaws without board action, elected himself sole director through a voting agreement, and began taking corporate actions including hiring advisors and approving performance grants. The complaint argues the bylaws required board action to fill the CEO vacancy, making those actions invalid.

The dispute creates uncertainty for Ondo, which counts Founders Fund, Coinbase Ventures, Tiger Global and Wintermute among its backers. ONDO, the governance token, traded at $0.36, down 4.43 percent, with a market value near $2 billion. The estate is seeking an expedited ruling because unresolved control could affect contracts, expenditures and equity issuances.

At the time of Nathan Allman's death, the Ondo board had two directorships — Nathan held one seat, the other was vacant — leaving no lawfully constituted board to approve De Bode's appointment, according to the complaint. After gaining authority to vote the estate's shares, Kathleen Allman initially sought a cooperative transition, reaffirming De Bode as president and requesting basic corporate information including a shareholder list. The estate said those efforts failed after De Bode and the company's outside counsel refused to recognize her actions.

Kathleen Allman subsequently expanded the board to four seats, appointing Nathan's sister Tahnee Towill as a director. At a July 24 board meeting, Allman and Towill voted to remove De Bode from all officer, employee and consultant positions, appointing Kathleen Allman as chair, CEO, secretary and treasurer. The filings characterize her leadership as transitional while the board searches for Nathan Allman's long-term successor.

Ondo, founded in 2021 by the former Goldman Sachs banker, specializes in bringing traditional financial products onchain, with main offerings including tokenized U.S. Treasurys, stocks and ETFs through the USDY and OUSG tokens. The company announced earlier this week it appointed former Blockchain.com executive Adam Schlisman as chief financial officer.

The court has not ruled on the allegations, and the filings reflect only the estate's version of events. The Ondo Board of Directors said it "remains committed to our founder Nate Allman's belief that onchain markets are the future of finance" and is focused on serving the community without interruption while searching for his successor.

The governance battle at one of the leading RWA tokenization platforms could weigh on investor confidence in the sector, which has grown rapidly as traditional finance explores onchain markets. A prolonged legal fight may also complicate Ondo's ability to execute corporate decisions, raise capital or pursue partnerships while control remains contested.

This article is for informational purposes only and does not constitute investment advice.