Germany-based neobank N26 has finalized a shareholders’ agreement with its founders and investors, concluding months of negotiations related to governance roles and financial terms set during the company’s 2021 Series E fundraising.

Under this agreement, co-founders Valentin Stalf and Maximilian Tayenthal, who stepped down from N26’s management board in 2025, will also let go of their special founder privileges. Specifically, they are reducing their rights to nominate members for the supervisory board from four to two seats. The supervisory board is being expanded from six to eight members as part of this restructuring. Stefan Ermisch joined the supervisory board in March 2026, taking over Peter Kleinschmidt’s position, and the current membership is at six before the planned expansion.

Financial compromises and exit conditions

In exchange for these governance concessions, Series E investors are likely to abandon their contractual obligation of a guaranteed 25% annual return on their investments. According to sources cited by Handelsblatt, investors might also agree to receive only EUR 1 billion if N26 were to exit the market, instead of seeking full returns as originally agreed upon during the company’s valuation at USD 9 billion in October 2021.

N26 confirmed this agreement with Handelsblatt but declined to provide additional details. A representative stated that the board viewed the settlement as beneficial, aligning all shareholders’ interests towards long-term strategic development of the company.

Regarding Stalf’s potential involvement in the supervisory board post-cooling off period, an answer is pending. Despite his public declaration of intention to join, regulatory requirements mean he cannot resume his role until April 2026 at the earliest, following his resignation as CEO in September 2025. The new CEO, Mike Dargan from UBS, is expected to take over in April 2026, subject to approval by BaFin.