Gemini has been hit with a class-action lawsuit in New York, which accuses the company of misleading investors about its business strategy before and after its 2025 initial public offering, as the firm's stock tumbled amid a post-IPO pivot.
The complaint, filed Wednesday in the U.S. District Court for the Southern District of New York, alleges that Gemini and executives, including Tyler and Cameron Winklevoss, made false or incomplete statements in offering documents tied to its September 2025 IPO and subsequent disclosures.
The suit seeks damages on behalf of investors who purchased shares during the IPO and through mid-February 2026.
Gemini's stock debuted on the Nasdaq in September and closed at $32 on its first trading day. It has since fallen more than 80%, ending Thursday at $6.01.
According to the complaint, Gemini's offering documents portrayed the exchange as a growing crypto platform focused on expanding its monthly transacting user base and international footprint. Plaintiffs allege the company failed to disclose that it was preparing for a significant strategic overhaul that would alter its business model.
The Block has reached out to Gemini for comment.
In early February, Gemini unveiled a shift under its "Gemini 2.0" strategy, stating it would prioritize a prediction market product.
The company also said it would cut about 25% of its workforce and exit markets including the UK, EU, and Australia — a reversal from its earlier international expansion narrative, per the lawsuit.
The complaint argues that this pivot was not properly disclosed to investors and that earlier statements overstated the durability of Gemini's exchange-driven revenue model. It also points to the departures of several top executives — including chief financial officer, chief operating officer, and chief legal officer — as further evidence of internal disruption.
The legal challenge comes as Gemini reported mixed financial results on Thursday. The company disclosed that its fourth-quarter revenue rose 39% year-over-year to $60.3 million. However, its net loss widened to $140.8 million from $27 million a year earlier. For the full year 2025, Gemini posted a net loss of $582.8 million, compared to $158.5 million in 2024.
Still, broader cost pressures remain a concern. Co-founders Tyler and Cameron Winklevoss said in an accompanying shareholder letter that Gemini's workforce reduction has now reached roughly 30% since the start of the year.
Gemini recorded about $2.14 billion in monthly exchange volume in February, far below Binance's $334.86 billion and Coinbase's $68.99 billion, according to The Block's data dashboard.
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