A Delaware lawsuit has opened a fight for control of Ondo Finance, with Kathleen Allman, the mother and estate representative of deceased founder Nathan Allman, seeking to remove Ian De Bode as chief executive and install herself at the head of the tokenization company.
In a verified complaint filed in the Delaware Court of Chancery on July 24, Allman alleges that De Bode declared himself CEO shortly after Nathan Allman’s death without valid board approval. She is asking the court to recognize her authority to act for the estate, validate her appointment as Ondo’s sole director, and prevent De Bode from exercising control over the company.
De Bode has called the allegations “meritless” in an email, saying he has the backing of key stakeholders, including lead backers and the Ondo Foundation.
The dispute places a company known for bringing U.S. Treasury products and other traditional assets onchain into a potentially disruptive governance conflict. Ondo’s products include USDY and OUSG, tokens designed to provide blockchain-based exposure to yield-bearing U.S. government debt instruments. The company was founded in 2021 by Nathan Allman, who previously worked at Goldman Sachs.
A board vacancy at the center of the case
The complaint argues that Ondo’s board consisted of two directorships when Nathan Allman died: one held by the founder and one vacant. According to Kathleen Allman, his death left the company without any serving directors.
That claim is central to the lawsuit because a company without directors may lack the authority to appoint officers, approve management changes, or take other corporate actions requiring board approval. Allman alleges De Bode nevertheless asserted that he automatically became CEO when the founder died.
De Bode had been Ondo’s president before the death. In a public statement in late May, Ondo announced that Nathan Allman had died and said De Bode would assume the CEO role.
Kathleen Allman’s complaint disputes the validity of that succession. It alleges no board action occurred to appoint De Bode as chief executive and says he also attempted to name himself Ondo’s sole director.
The public complaint redacts both the size of the voting interest that Allman says she controls through her son’s estate and the reported cause of Nathan Allman’s death. Those redactions leave the court case focused largely on the legal mechanics of corporate control: who was authorized to act after the founder’s death, and whether later actions by either side were valid.
Estate representative claims authority to rebuild board
A Hawaii court appointed Kathleen Allman as personal representative of Nathan Allman’s estate in late June, the complaint says. Roughly two weeks later, she used a written stockholder consent to appoint herself as Ondo’s sole director.
The filing says Allman then increased the board to four seats and appointed Gordon Liao and Tahnee Towill. Liao later declined the appointment for reasons unrelated to the dispute, according to the complaint. Towill, an executive recruiter based in Hawaii and Allman’s sister, remained on the board.
On July 24, Allman and Towill voted to remove De Bode from all positions as an officer, employee and consultant, the filing states. The board also appointed Kathleen Allman as chair, CEO, secretary and treasurer.
The company’s competing leadership claims could complicate ordinary decisions while the case is unresolved. Businesses working with Ondo may need clarity over who can sign agreements, approve financing or direct staff, while internal teams could face conflicting instructions from executives and directors claiming authority.
Ondo’s commercial relevance adds weight to the corporate dispute. The company is part of a growing market for tokenized real-world assets, in which issuers use blockchain tokens to represent claims on conventional instruments such as Treasury bills, funds and stocks. Its ONDO token has also become one of the larger governance assets associated with the sector, giving the company’s management battle a direct connection to a widely traded cryptocurrency.
Allegations of pressure and withheld records
Allman also alleges that De Bode used company resources to pressure her into signing corporate documents connected to his attempt to establish control. The complaint says she was known within Ondo as “Mama Ondo,” describing a close relationship with the company before the dispute emerged.
The filing further alleges that Ondo refused her request for a stockholder list and corresponding contact information. Access to those records can be crucial in a Delaware corporate dispute, particularly where a claimant seeks to establish voting rights, identify other holders, or obtain consent for board actions.
De Bode’s response indicates he will challenge the estate’s account and the validity of its actions. His statement that Ondo retains support from lead backers and the Ondo Foundation suggests the case could develop into a contest not only over formal corporate documents but also over who has practical backing from the company’s major stakeholders.
Ondo previously raised $20 million in a 2022 Series A round. Backers named in the supplied account include Founders Fund, Coinbase Ventures, Tiger Global and Wintermute. Those relationships do not determine who holds legal authority under Delaware corporate law, but their position could influence the company’s ability to maintain operations and pursue commercial partnerships during litigation.
The Court of Chancery now faces an unusually consequential succession question for a tokenization company: whether De Bode’s post-death leadership was properly authorized, or whether Nathan Allman’s estate had the right to reconstruct Ondo’s board and replace him. A ruling or interim order could determine who controls the company’s officers, records and strategic decisions while the underlying claims proceed.
Explore how real-world assets are reshaping crypto beyond lawsuits—learn why RWAs matter in 2026 in this tokenized RWA megatrend explainer.
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