--- title: "23andMe Holding Co.: control, breach, bankruptcy and the sale of genetic data" language: en canonical: https://dossiertwist.com/dossiers/case-23andme-holding-co/ as_of: 2026-10-17 keywords: ["23andMe Holding Co.","Chrome Holding Co.","VG Acquisition Corp.","23andMe, Inc.","ChromeCo","Anne Wojcicki","TTAM Research Institute","23andMe Research Institute","Regeneron","Lemonaid Health","Lemonaid SPV","Chapter 11","data breach","credential stuffing","genetic data","Special Committee","Plan Administration Trust","Information Commissioner","California Attorney General","Virgin Group"] --- # 23andMe Holding Co.: control, breach, bankruptcy and the sale of genetic data **Question.** Who controlled 23andMe, what did the 2023 breach cost it, and who ended up with the business and its customers' genetic data? **Answer.** 23andMe Holding Co., the former Virgin-sponsored SPAC that acquired the genetic-testing company in 2021, was controlled through ten-vote shares by co-founder Anne Wojcicki, who held about half the vote by 2024. A 2023 credential-stuffing attack exposed data on about seven million customers; regulators found weak safeguards, and settlements followed. After the independent directors resigned in 2024 and Wojcicki's buyout proposals were rejected, the company filed for Chapter 11 in March 2025. At auction her non-profit TTAM Research Institute outbid Regeneron and bought the business and data for $302.5 million in cash, a sale the court approved over states' objections; the liquidating plan cancelled the shares, does not release Wojcicki and left California's 2026 suit to be fought in the bankruptcy court. ## What this research adds - Analysis: Separates the SEC registrant, the former VG Acquisition Corp., from the operating company 23andMe, Inc. and from the buyer, and documents how Wojcicki's ten-vote shares gave her about half the vote until a June 2025 conversion. It sets the company's own account of the 2023 breach beside the Canadian and UK findings, the UK penalty and California's 2026 allegations, including the unanswered ransom allegation, and follows each breach claim to its settlement or open status. It reconstructs the Chapter 11 sale in which Wojcicki's non-profit outbid Regeneron, the states' objections and the court's reasons, and the plan's treatment of Wojcicki as a non-released party whose indemnification rights survive. [src-007] [src-075] [src-012] [src-008] [src-004] [src-031] [src-006] [src-050] [src-079] [src-010] [src-073] [src-074] [src-076] [src-002] [src-003] [src-018] [src-035] [src-005] [src-049] [src-040] [src-017] [src-056] [src-015] [src-016] [src-019] [src-045] [src-084] [src-107] [src-065] ## What the company is - Analysis: The company that filed for bankruptcy as 23andMe Holding Co. is the former VG Acquisition Corp., a blank check company sponsored by the Virgin Group: its filings define it as "23andMe Holding Co. (formerly known as VG Acquisition Corp.)", while the genetic-testing business founded in 2006 by Anne Wojcicki, Linda Avey and Paul Cusenza is its subsidiary 23andMe, Inc. After selling the business the holding company renamed itself Chrome Holding Co. on August 14, 2025. [src-007] [src-075] [src-012] [src-008] ## Wojcicki's control and the board - Analysis: Through ten-vote Class B shares held by her company ABeeC 2.0, LLC, whose sole member is her revocable trust, and her own Class A shares, Wojcicki held 49.75% of the total vote on July 1, 2024 (share counts before the October 2024 reverse split). In March 2024 the board set up a Special Committee because her interests could differ from other stockholders'. It rejected her July 2024 proposal to take the company private at $0.40 a share ($8.00 after the reverse split), and on September 17, 2024 all seven independent directors resigned, saying they differed with her on strategy and, given her voting power, resigning was in stockholders' interest; she told employees she was surprised and disappointed, according to a case summary. Three new independent directors joined on October 28, 2024 and became the new Special Committee on November 2, which rejected her last offer, of $0.41 a share plus contingent value rights, in March 2025. [src-004] [src-012] [src-031] [src-006] [src-050] [src-079] [src-010] ## The 2023 breach - Analysis: According to the company, an attacker logged into about 0.1% of accounts with passwords reused from other websites and reached information on about seven million customers through the DNA Relatives and Connections features. The Canadian and UK privacy commissioners found that 23andMe lacked safeguards suited to the sensitivity of the data; 23andMe told them of its later improvements, and the Canadian Commissioner treated the issue as resolved. The UK Information Commissioner fined 23andMe, Inc. £2,310,000 on June 5, 2025, after the company argued that a penalty would deplete funds for claimants; that was less than the £4,593,750 first proposed, and the record does not show whether the right of appeal was used. [src-012] [src-073] [src-074] - Analysis: California's Attorney General alleges in a 2026 complaint that in October 2023 the company negotiated with the attacker and paid $400,000 in cryptocurrency for, among other things, deletion of posts about the breach and a cover story mitigating its severity. These are allegations no court has found proven, and no response to them by the company, the trust or Wojcicki was found in the record; the trust's motion in the bankruptcy court concerned whether California's claims were barred. [src-076] [src-075] ## The bankruptcy and the sale - Analysis: On March 23, 2025 the holding company and eleven subsidiaries filed for Chapter 11 in the Eastern District of Missouri. The chief restructuring officer said the business had never made a net profit despite more than $200 million of revenue a year, and the disclosure statement blames limited access to capital, the economy, the breach and the litigation. The court found that Wojcicki created TTAM Research Institute soon after the filing to buy the assets, a non-profit fully funded by her and her affiliates. Regeneron won the May auction with $256 million, but TTAM raised its offer to $305 million and was chosen on June 13, 2025; the business was moved into a new subsidiary whose shares were sold, so that no genetic data passed to TTAM directly. [src-002] [src-003] [src-012] [src-031] [src-018] [src-035] [src-005] [src-049] - Analysis: The court approved the sale on June 27, 2025, finding the price fair and that Wojcicki, investing more than $300 million of her own funds in a non-profit, would not benefit unfairly, and it closed on July 14, 2025 for $302.5 million in cash plus assumed liabilities. Some objecting states argued that the sale needed each customer's consent; the debtors said it complied with their policies and the law and restructured it as a share sale, which resolved most objections, and the court overruled the rest; an appeal by California and others was dismissed on September 29, 2026 as statutorily moot and for lack of standing. Lemonaid, bought for $400 million in 2021, was sold to Lemonaid SPV, Inc. for $10 million plus cure payments. [src-018] [src-040] [src-017] [src-012] [src-056] [src-049] [src-031] [src-035] [src-004] ## The plan and what remains - Analysis: The liquidating plan, confirmed on December 1 and effective on December 5, 2025, cancelled the shares and moved the remaining assets into a Plan Administration Trust run by Thomas Walper. It names Wojcicki as an Excluded Party, not released and open to suit by the trust, which preserves possible claims and is not a finding of liability; her indemnification rights are preserved. The U.S. breach class settlement was finally approved at $46.75 million, and 41 states and the District of Columbia agreed in July 2026 to an $18 million payment and conduct limits, without admission of liability and subject to court approval at a hearing set for August 10, 2026, whose ruling the record does not include. The bankruptcy court held that the plan injunction bars the monetary claims of California's 2026 suit, which it found essentially similar to California's proof of claim, and ordered them dropped; California appealed. [src-015] [src-016] [src-019] [src-045] [src-084] [src-107] [src-076] [src-065] - Documented: On July 10, 2026 the bankruptcy court (Doc. 2333) granted in part the Plan Administration Trust's motion to enforce the plan and confirmation order and denied California's request for abstention: within 14 days California had to dismiss its state-court suit or drop its claims for monetary relief against Chrome Holding Co. and ChromeCo, Inc., which the plan injunction bars; the order does not bar the claims against the Doe defendants or non-monetary relief, and the trust's objection to California's proof of claim remained pending. [src-076] [src-065] - Qualification: The court described the monetary claims in the suit as essentially similar to those in the proof of claim California filed in the bankruptcy on September 4, 2025. - Response: The trust relied on the plan's exclusive-jurisdiction provision and injunction and argued that abstention was not available under the plan; the court held that the exclusive-jurisdiction provision did not support the motion but that the plan injunction bars the monetary claims. - Outcome: California filed a notice of appeal (Doc. 2364), docketed in the Court of Appeals as No. 26-3083 on October 14, 2026. ## Sources - [src-007] 23andMe Holding Co. Form 8-K on the closing of the business combination (event of June 16, 2021), U.S. Securities and Exchange Commission (EDGAR), 2021-06 - [src-075] Complaint of the People of the State of California against Chrome Holding Co. and others, California Department of Justice (copy of a court filing) - [src-012] Disclosure statement for the joint plan of Chrome Holding Co. and its debtor affiliates, Exhibit 99.2 to Form 8-K, U.S. Securities and Exchange Commission (EDGAR), 2025-08 - [src-008] 23andMe Holding Co. Form 8-K on the name change to Chrome Holding Co. (event of August 14, 2025), U.S. Securities and Exchange Commission (EDGAR), 2025-08 - [src-004] 23andMe Holding Co. definitive proxy statement for the 2024 annual meeting, U.S. Securities and Exchange Commission (EDGAR), 2024-07 - [src-031] Court record source · src-031 - [src-006] 23andMe Holding Co. Form 8-K on the resignation of the independent directors (event of September 17, 2024), U.S. Securities and Exchange Commission (EDGAR), 2024-09 - [src-050] Research source · src-050 - [src-079] Second amended disclosure statement, Exhibit 99.4 to Form 8-K, U.S. Securities and Exchange Commission (EDGAR), 2025-09 - [src-010] Schedule 13D Amendment No. 12 filed by Anne Wojcicki and affiliates regarding 23andMe Holding Co., U.S. Securities and Exchange Commission (EDGAR), 2025-03 - [src-073] Summary of the joint investigation of 23andMe by the privacy commissioners of Canada and the UK, Office of the Privacy Commissioner of Canada, 2025-06-17 - [src-074] Penalty notice to 23andMe, Inc., Information Commissioner's Office (UK), 2025-06-05 - [src-076] Court record source · src-076 - [src-002] 23andMe Holding Co. Form 8-K reporting the Chapter 11 filing (event of March 21, 2025), U.S. Securities and Exchange Commission (EDGAR), 2025-03-24 - [src-003] Exhibit 99.1 to the Form 8-K of March 24, 2025: list of filing subsidiaries, U.S. Securities and Exchange Commission (EDGAR), 2025-03-24 - [src-018] Memorandum opinion on the sale of the debtors' assets to TTAM Research Institute, U.S. Bankruptcy Court, E.D. Mo. - [src-035] Chrome Holding Co. annual report on Form 10-K for the fiscal year ended March 31, 2025, U.S. Securities and Exchange Commission (EDGAR), 2025 - [src-005] Schedule 13D Amendment No. 13 filed by Anne Wojcicki and affiliates regarding 23andMe Holding Co., U.S. Securities and Exchange Commission (EDGAR), 2025-06 - [src-049] Court record source · src-049 - [src-040] Court record source · src-040 - [src-017] Chrome Holding Co. Form 8-K on the Lemonaid stock purchase agreement (event of September 10, 2025), U.S. Securities and Exchange Commission (EDGAR), 2025-09 - [src-056] Adversary complaint of the State of Arizona and other states against 23andMe, Inc. (Adv. No. 25-04035), Office of the New York State Attorney General (copy of a court filing), 2025-06-09 - [src-015] Chrome Holding Co. Form 8-K on confirmation of the plan (December 2025), U.S. Securities and Exchange Commission (EDGAR), 2025-12 - [src-016] Order confirming the modified fifth amended joint plan, Exhibit 2.1 to Form 8-K, U.S. Securities and Exchange Commission (EDGAR), 2025-12-01 - [src-019] Plan Administration Trust's motion to approve the stipulation with the signatory governmental claimants, with the stipulation, Office of the New York State Attorney General (copy of a court filing), 2026-07-14 - [src-045] Company statement source · src-045 - [src-084] Other source · src-084 - [src-107] Minnesota Attorney General press release on the multistate settlement, Office of the Minnesota Attorney General, 2026-07-14 - [src-065] Court record source · src-065