S17 E24: Zach Herbert on Passport Prime & KeyOS

Some interviews you plan for weeks. This one I planned around a box. Two weeks after Zach Herbert handed me a Passport Prime at the Bitcoin Conference in Las Vegas, I realized I had the opportunity to do something no Foundation customer has ever done: unbox their brand new flagship device live on stream, in front of the CEO’s face, while he watches nervously and wonders if this is the 1% of units where something goes wrong. Zach’s words, not mine: “If I was paying you for this, Vlad, I would not have had you do a live unboxing.”

Full disclosure, as always: I did not pay for the device, nobody paid me for this interview, and Zach is now on his fourth appearance on this podcast, going all the way back to S8 E5 in 2021, when Foundation was still called Foundation Devices and the original Passport had not even shipped yet. I have watched this company go from a Medium hit piece to what I consider the most interesting hardware company in Bitcoin. More on that arc below, because it matters.

Also, because we did this live, there was a giveaway: Zach wrote a number from 1 to 100 on a piece of paper, the chat guessed for an hour, and Jack Reacher 1982 took home 1 ZEC courtesy of Cake Wallet. And somewhere in the middle, I sent Zach himself 1 ZEC, which he valued at “$120, maybe?” It was $532. There is a nonzero chance he already swapped it for Bitcoin. His estimate: 99.99%.

From Asimov to the Ark

I got to ask Zach a question five years in the making: why name the company after Asimov’s Foundation? His answer was better than the Wikipedia summary I secretly read instead of the book. In the novels, a foundation is established at the edge of the galaxy to shorten the coming dark ages. Zach saw the parallel in 2019: Bitcoin and a Bitcoin-powered decentralized internet as the ark, the lifeboat that gets everyone out of the current system during a tumultuous fourth-turning kind of century. He also beat Apple to the name before their (terrible, he insists) TV show made it mainstream.

A Hardware Wallet You Can Actually Resell

Buried in the setup flow is a small revolution: Passport Prime has a factory reset. The terms of service even contemplate transferring or selling your device. Previous Passport generations could never clear the PIN and would brick themselves after too many wrong attempts. Prime wipes the master seed from the secure element, everything on the device is encrypted by that seed, and once it is gone, it is gone. Hardware wallets are no longer toothbrushes.

Quantum Link: Making Bluetooth Acceptable

The old Passport was proudly air-gapped. Prime goes the opposite direction and Zach defends it all episode: Quantum Link, a post-quantum end-to-end encrypted protocol riding on top of Bluetooth. The Bluetooth chip itself only forwards encrypted blobs; the keys are negotiated between Envoy on your phone and the device using ML-KEM (the artist formerly known as CRYSTALS-Kyber), bootstrapped through an animated QR code that you should not show on camera (I asked).

Firmware updates travel through the same encrypted tunnel in chunks. Quantum Link 2, coming in the next couple of months, moves to AES-256 streaming, a single static QR with ephemeral keys, and much faster performance. Yes, Ledger did Bluetooth first (Nano X, and the Ledger Blue flop that everyone forgot). No, they did not do it like this.

Magic Backup Deserves the Name

Here is the trick that made Foundation’s own team say “holy shit, it actually worked”: your master key is Shamir-split into three shares. Two live on NFC key cards (three included in the box, in Faraday sleeves, quoted for 25-year data retention), one lives in Envoy, encrypted in your iCloud keychain. Settings, seeds, security keys, app data, all backed up automatically and encrypted. Foundation’s server only stores an encrypted blob, indexed by a hash of your seed as the user ID. No email, no account, no KYC. Law enforcement could knock on their door and Foundation genuinely could not say which blob is yours. The App Store privacy label says it plainly: data not collected. Compare with Ledger Recover (driver’s license, please) or Bitkey (email, please).

And we tested it the hard way: I created seeds, a password and a Nostr key in the vault, erased the entire device live on stream, then restored everything by tapping a card. Not without drama: a connection bug froze the restore loop, I force-quit Envoy, deleted the ghost device, and on the second attempt everything came back exactly as I left it. Zach already has a fix in mind, and Quantum Link 2 should make that class of bug extinct. Live demos: never boring.

KeyOS: The Real Product

Ask Zach what he is proudest of and it is not the hardware. It is KeyOS, the operating system they spent three years building from scratch. Not Android, not MicroPython, not FreeRTOS: a message-passing microkernel of roughly 9,000 lines of code (Linux’s kernel is around 30 million), written in Rust, with every app running in a sandbox with its own MMU-isolated memory and a hardened child seed derived per app. Your Cake app cannot touch your Bitcoin master key, cannot touch other apps, and every single action (camera, storage, crypto) is a message that the kernel evaluates against a policy table.

They have even been running GPT’s cyber model against the kernel to hunt for bugs. This is also why the app store can exist at all: every app must be open source and reproducible, built from source with hashes verified via the Foundation CLI, with a simulator for developers and sideloading plus F-Droid-style third-party repositories for the allergic-to-gatekeepers crowd. Cake Wallet is the first third-party team building on it. One thousand unlocked developer devices are going out for free. SDK beta is live at foundation.xyz/dev, app store targeted for end of June.

Also: Zach vibe coded Doom controls and GPT spontaneously built him an entropy visualizer called Entropy Forge. We are all going to be fine.

A Tank Disguised as a Phone

The hardware story is just as opinionated. The device is glued shut like a modern smartphone, and for a reason: an always-on active tamper circuit runs through pins pressed against the chassis and screen. Try to open it and the seed is wiped in microseconds, even if you cut power. Try the liquid nitrogen trick and the temperature sensor wipes it too. On the front, you get haptic feedback (a deliberate shot at Ledger’s e-ink devices and their sad little speaker click), a dark theme that ships by default on the black unit, 2FA TOTP codes with synced date and time, FIDO security keys that, unlike YubiKeys, can be backed up, a vault for seeds, passwords and Nostr keys, and encrypted flash storage with an Airlock: only files you explicitly place in the airlock folder are visible to any computer you plug into.

Made in USA, Unlike the Competition

Zach confirmed on the record: assembled in the USA, and as far as he found out at the conference, Foundation is now the only company in the space exclusively manufacturing there. Ledger, which built its brand on French factories, now makes the Stax, Flex and Nano Gen 5 at Foxconn in Vietnam, a move Zach reads as the Tony Fadell influence: devices designed for hundreds of millions of units that never arrived. His numbers are worth repeating: Ledger has sold maybe 8 million devices total, owns perhaps 90% of a market that is 10 to 15 million units deep, and has not bragged about selling a million units a year since the last cycle. His verdict on the whole category: hardware wallets will go the way of the iPod, absorbed into general-purpose personal security devices. Which is exactly the game Prime is playing.

Why Passport Beats Coldcard

You asked for it directly, so here it is, and I will be fair: NVK has been on this show, Coldcard helped define Bitcoin self-custody, and Zach admitted back in S8 E5 that the first Passport built on Coldcard’s open source code. I even joked mid-stream that if the unboxing went wrong, NVK would personally clip it. This is not tribalism. It is an honest comparison, and on the four points that matter, it is not close:

1. Better entropy and true randomness. Your seed is only as good as the randomness that generated it. Coldcard derives its secrets inside proprietary secure elements whose random number generators are closed silicon: you are trusting a datasheet. Foundation’s bet is the opposite: open schematics and open firmware mean the entropy path can actually be audited end to end, and you can mix in your own dice rolls if you trust no one. In 2026, “trust our black box” is a philosophy statement, not an engineering one.

2. Uncompromisingly open source. Coldcard’s firmware is source-available under a restrictive license, the secure element microcode is closed, and Coinkite does not publish its board designs. Foundation publishes the firmware, the OS, the schematics, reproducible builds, and now demands that every third-party app in its store be open source and reproducible from source. The first Passport was security-reviewed by the wallet.fail hackers. KeyOS is out there for anyone to attack. That is what open source means when you remove the asterisks.

3. Better user experience. Coldcard is still cosplaying as a calculator, and as Zach puts it, doing a lousy job even at that. Passport Prime gives you a touchscreen with haptics, a 60-second Magic Backup instead of a paper ritual, 2FA, security keys, an encrypted drive, dark mode, and an app platform. And a small telling detail from the episode: Coinkite sells you SD cards for $30; Foundation used to include industrial-grade SanDisk cards in the box, and now ships three NFC key cards with every Prime.

4. It was not hacked in the August Coldcard incident. When the August incident hit Coldcard and owners scrambled to check their devices, Passport users slept fine. Track records are the only marketing that matters in this industry.

The AI Play Nobody Else Can Copy

We closed the loop on the theme of this whole season: AI. Zach’s vision is Passport as the human approval layer for agents. Today, when you connect Claude or GPT to your bank or exchange, the API keys, OAuth tokens and MCP credentials sit on someone else’s server.

Foundation wants those keys on your device, so any consequential action (a payment, a login, a credential release) must come to secure offline hardware for review. Yubico’s AI push is enterprise-only, and Ledger’s CEO recently discovered the concept, going as far as calling Ledger a “human passport” until Zach replied that the term is trademarked in crypto. The difference is architectural: Ledger’s hardware and OS are too limited for real apps, while Foundation ships a Rust SDK, a CLI the AIs love, a simulator, and a developer mode where Passport itself exposes an MCP server so your AI can see the screen and test its own apps. The target market is not normies; it is the prosumer 10 to 20 percent who already run OpenClaw on a Mac Mini.

The Business Model Question

I asked the rude question: open app store, no listing fees, no cut, $349 hardware, so how do you survive? The answer is Foundation Shield, an optional$ 5/month membership: extended backup history instead of single-slot overwrites, gigabytes of encrypted backup space including your files, doubled warranty, express replacement and priority support. Hardware margin plus a subscription that is actually useful. Bold, simple, honest.

Obligatory Fork Question

On the Ecash hard fork, Zach gave the most honest answer possible: “I don’t really think about it at all.” He is pessimistic it succeeds, fully supports Paul’s right to try, and thinks bitcoiners getting triggered by it misunderstand the system they signed up for. If it scares people out of ossification, good.

The Redemption Arc

I ended with the thing that needed saying. In 2020, a Medium hit piece painted Zach as a serial scammer funded by Erik Voorhees (false), and the church of Bitcoin’s high priests did the rest. Foundation could have punched back; the Samourai guys literally told them to. Instead they took the moral high ground, raised a $7 million seed round in 2022, disappeared into three years of operating system R&D, and came out with the one device at the conference that hardcore technical people wanted developer units of. They survived a market where, as I told him, I genuinely did not expect them to last. I am happy to be wrong.

The BTCTKVR Deal: Free Bumper Case

Zach set this up live on air, so take advantage of it: buy a Passport Prime at foundation.xyz and use promo code BTCTKVR at checkout to get a free bumper case, the silicone rubber case that normally costs $19. If my ambassador link gets wired up retroactively, you also support the show; if not, you still get the case. Either way, use the code.

Find Foundation at foundation.xyz, developers at foundation.xyz/dev, and Zach at @zachherbert on X. The device is $349, in stock, shipping next business day, and for the first time in my hardware wallet reviewing career, the review unit is not going into the drawer of forgotten toys. I am actually moving my 2FA onto this thing.

This episode is sponsored by Cake Wallet (the gateway drug to Monero, now with excellent Zcash, and the generous sponsor of our 1 ZEC giveaway), Orange Rock (no-KYC trading from the Bitcoin.com team, with up to 40x leverage for the degenerates, which I do not recommend), Sideshift.ai (swap those freezeable stablecoins for real bitcoin; not available in the US, thank your politicians), and LayerTwo Labs (test the drivechains today; the Ecash fork arrives at block 964000 in August, details at ecash.com). Special thanks to all the sponsors for making this freely available to everyone!

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Time stamps:

00:00:00 – Intro music & stream warm-up
00:01:07 – Welcome: Zach Herbert, CEO of Foundation
00:01:22 – Sponsors: Orange Rock, Sideshift, LayerTwo Labs, Cake
00:02:09 – The giveaway & the live unboxing surprise
00:04:43 – The Asimov inspiration behind Foundation
00:08:41 – Factory reset: finally safe to resell
00:09:49 – Static vs animated QR codes
00:10:32 – Quantum Link: post-quantum Bluetooth
00:12:16 – Ledger’s Bluetooth history: Nano X & the Blue
00:12:51 – Price: $349, pre-orders & the bumper case
00:15:24 – The one forced firmware update
00:16:06 – ML-KEM encrypted firmware chunks
00:17:44 – Haptics vs Ledger’s click speaker
00:20:04 – Magic Backup: what’s magic about it?
00:20:51 – Shamir: two key cards, one share in iCloud
00:23:35 – How to actually tap the key card
00:26:52 – Today’s tiles & the app-grid launcher
00:27:37 – Vibe coding Doom & the Entropy Forge app
00:29:02 – KeyOS: three years building their own OS
00:32:36 – The active tamper circuit explained
00:35:32 – Why 2FA needs date & time
00:37:13 – The Vault: seeds, passwords, Nostr keys
00:37:52 – SIM swaps, Authy, Ente & YubiKey history
00:39:12 – Security keys you can actually back up
00:41:19 – Typing the wrong PIN on purpose
00:43:39 – Erasing the device live on stream
00:47:21 – Restoring from the key cards
00:48:57 – Connection failed: live demo gremlins
00:50:19 – Ledger’s dominance & the iPod-market future
00:52:29 – One share from the card, one from the device
00:52:51 – The encrypted blob on Foundation’s server
00:53:36 – A hash as your user ID: no email, no KYC
00:55:31 – Bitkey & Ledger Recover comparisons
00:56:44 – The open-source app store vision
00:57:14 – Cake: the first third-party KeyOS app
00:59:04 – Reproducible builds & the Foundation CLI
01:00:14 – Sandboxed apps & hardened child seeds
01:00:50 – Ledger’s shared master seed problem
01:01:36 – Audience Q: what does Passport solve better?
01:03:05 – Stuck in a loop: force-quitting the restore
01:05:41 – Giveaway housekeeping: one number per person
01:07:01 – Sponsor reads & the Tether freeze reminder
01:09:17 – LayerTwo Labs & the Ecash hard fork
01:10:02 – Zach’s honest take on Ecash
01:12:08 – The restore finally succeeds
01:13:05 – Everything came back: seeds, passwords, Nostr
01:13:51 – NFC longevity vs snapped SD cards
01:18:07 – The secret number: 61
01:18:25 – Winner: Jack Reacher 1982
01:20:15 – Zach guesses the ZEC price
01:21:23 – Sending Zach 1 ZEC live via Cake
01:23:18 – v1.3: import seeds & Google Authenticator
01:27:15 – Zach: 99.99% chance I swap it to Bitcoin
01:31:01 – Made in USA: the badge of honor
01:32:31 – Ledger’s move from France to Foxconn Vietnam
01:33:35 – The Tony Fadell theory
01:37:20 – Respect: Trezor Safe 7 & BitKey’s fixes
01:39:09 – A drawer full of hardware wallet toys
01:41:02 – The encrypted flash drive & the Airlock
01:42:50 – Microkernel: 9,000 lines vs Linux’s 30 million
01:45:07 – GPT’s cyber model vs the KeyOS kernel
01:46:19 – Why duress PINs fail real wrench attacks
01:48:04 – Passphrases over duress modes
01:50:53 – Coldcard’s calculator look
01:53:47 – No perfect setup; keep it simple
01:56:26 – What to vibe code for KeyOS
01:58:36 – Passport as the AI approval layer
02:02:41 – Ledger’s “human passport” trademark spat
02:05:44 – Developer mode & the on-device MCP server
02:07:20 – How does Foundation make money?
02:08:15 – Foundation Shield: the $5/month membership
02:12:12 – The Airlock: spaceship-grade file transfer
02:14:40 – App store ETA & the SDK beta
02:15:51 – 1,000 free unlocked developer devices
02:18:04 – The 2020 Medium hit piece
02:20:48 – Taking the moral high ground
02:21:14 – The $7M seed round & three years of R&D
02:23:06 – The most expensive wallet on the market?
02:23:42 – NGRAVE, Tangem & Keystone roasts
02:30:39 – Why Zach is done with air-gapped
02:33:18 – Passport Core discontinued but still supported
02:37:43 – The ambassador program
02:38:49 – Promo code BTCTKVR: free bumper case
02:39:29 – Where to find Foundation
02:40:09 – Outro