6 unchanged sentences
Actual results and the timing of events could differ materially from those anticipated in these forward-looking statements
−Removed: as a result of a number of factors, including those discussed in the Risk Factors contained in our Annual Report on Form 10-K for the
−Removed: year ended December 31, 2024.
−Removed: When we refer to the “2025 Quarter” and the “2024 Quarter” we are referring to
−Removed: the three months ended June 30, 2025 and June 30, 2024, respectively.
−Removed: When we refer to the “2025 Period” and the “2024
−Removed: Period” we are referring to the six months ended June 30, 2025 and June 30, 2024, respectively.
+Added: as a result of a number of factors, including those discussed in the Risk Factors section contained in our Annual Report on Form 10-K
+Added: for the year ended December 31, 2024.
+Added: When we refer to the “2025 Quarter” and the “2024 Quarter” we are referring
+Added: to the three months ended September 30, 2025 and September 30, 2024, respectively.
+Added: When we refer to the “2025 Period” and
+Added: the “2024 Period” we are referring to the nine months ended September 30, 2025 and September 30, 2024, respectively.
+Added: Company Overview
(“BTCS” or the “Company”), short for Blockchain Technology Consensus Solutions , is a publicly traded,
−Removed: Ethereum-first blockchain infrastructure and digital asset treasury company committed to driving scalable revenue and ETH
−Removed: accumulation through its unique capital formation and blockchain infrastructure strategies, collectively referred to as the
+Added: Ethereum-first blockchain technology and digital asset company focused on scalable revenue generation and ETH accumulation through its
+Added: integrated blockchain infrastructure and decentralized finance (DeFi) operations.
+Added: The Company’s operations are built around its
+Added: DeFi/TradFi Flywheel strategy, a capital-formation and reinvestment framework that seeks to connect decentralized on-chain finance (DeFi)
+Added: and traditional capital markets (“TradFi”) to create a self-reinforcing cycle of growth, ETH accumulation, and shareholder
+Added: value creation.
+Added: this model, BTCS combines revenue generation from its blockchain operations, NodeOps (staking), Builder+ (block building), and Imperium
+Added: (DeFi), with complementary capital-formation activities, including At-The-Market (“ATM”) equity offerings, structured convertible
+Added: debt, and on-chain borrowings through DeFi protocols.
+Added: This integrated approach is designed to allow BTCS to reinvest capital efficiently
+Added: across its operating infrastructure with a goal of accelerating ETH-based revenue growth, enhancing ETH-per-share metrics, and minimizing
+Added: shareholder dilution.
+Added: Through this strategy, BTCS provides leveraged exposure to Ethereum (ETH) by combining scalable revenue generation
+Added: with a structured ETH accumulation model.
DeFi/TradFi Flywheel
−Removed: By combining decentralized finance (“DeFi”) and traditional finance (“TradFi”)
−Removed: mechanisms with its blockchain infrastructure operations, comprising NodeOps (staking) and Builder+ (block building), BTCS provides
−Removed: leveraged exposure to Ethereum (ETH) by integrating scalable revenue generation with a structured, yield-focused ETH accumulation
−Removed: Flywheel Funding Strategy
+Added: Funding Strategy
DeFi/TradFi Flywheel represents a transformative extension of BTCS’s Ethereum-first strategy, combining innovative financing mechanisms
2 unchanged sentences
capital formation approach includes At-The-Market (“ATM”) equity offerings, above market convertible debt issuance, and on-chain
−Removed: borrowing through DeFi protocols, such as Aave.
−Removed: These capital sources are strategically aligned with BTCS’s operating infrastructure,
−Removed: staking rewards from NodeOps, and ETH transaction fees captured through Builder+, creating a self-reinforcing flywheel designed to increase
−Removed: ETH per share while minimizing shareholder dilution.
+Added: borrowing through DeFi protocols.
+Added: These capital sources are strategically aligned with BTCS’s operating infrastructure, staking
+Added: rewards from NodeOps, and ETH transaction fees captured through Builder+, creating a self-reinforcing flywheel designed to increase ETH
+Added: per share while minimizing shareholder dilution.
This approach reflects BTCS’s commitment to revenue scalability, ETH accumulation,
and capital stewardship.
−Removed: Infrastructure:
−Removed: NodeOps (staking) and Builder+ (block building)
−Removed: BTCS operates Ethereum validator nodes through its NodeOps initiative, earning ETH-denominated staking rewards for securing the network.
−Removed: BTCS’s proprietary block builder, Builder+, constructs and submits optimized blocks to Ethereum’s blockchain.
−Removed: By leveraging
−Removed: algorithmic strategies, Builder+ competes in the decentralized block space marketplace to capture ETH-denominated transaction fees.
−Removed: is designed for scalable revenue generation, and its architecture allows for efficient deployment across select EVM-compatible ecosystems,
−Removed: such as Binance Smart Chain (“BSC”).
−Removed: This enables BTCS to expand its infrastructure footprint and generate additional revenue
−Removed: while maintaining a core focus on ETH accumulation.
−Removed: Builder+ is a central driver of BTCS’s growth strategy, reflecting the Company’s
−Removed: emphasis on scalable and efficient revenue generation.
−Removed: has paused further development of its consumer-facing platform ChainQ.
−Removed: Additionally, during the six months ended June 30, 2025, BTCS
−Removed: completed the wind-down of staking-as-a-service and validator operations on Avalanche (AVAX), Cosmos (ATOM), Akash (AKT), and Kava (KAVA),
−Removed: and liquidated the majority of its alt-coin holdings, which also included Axie Infinity (AXS) and NEAR protocol (NEAR).
−Removed: These moves were
−Removed: part of a strategic focus to concentrate on Ethereum-based revenue and ETH accumulation.
+Added: Blockchain Operations:
+Added: NodeOps (staking), Builder+ (block building), and Imperium (DeFi)
+Added: operates Ethereum validator nodes through its NodeOps initiative, earning ETH-denominated staking rewards for performing validation and
+Added: consensus activities that secure the network.
+Added: These activities form a core component of BTCS’s blockchain infrastructure operations,
+Added: providing a recurring stream of on-chain ETH rewards that scale with the amount of staked assets, network transaction volume, and validator
+Added: performance uptime.
+Added: proprietary block builder, Builder+, constructs and submits optimized blocks to blockchain networks that have implemented a Proposer-Builder
+Added: Separation (“PBS”) framework, including Ethereum and Binance Smart Chain (“BSC”).
+Added: On these networks, Builder+
+Added: leverages algorithmic transaction-bundling, pricing, and block-optimization strategies to compete in decentralized block-space marketplaces
+Added: and capture native-token-denominated execution-layer fees and maximal extractable value (“MEV”) rewards.
+Added: Ethereum, Builder+ engages in the competitive block-building process by constructing bundles of transactions drawn from both the public
+Added: mempool and private order flow.
+Added: Revenues are generated primarily from transaction fees, priority tips, and MEV opportunities embedded
+Added: within successfully proposed and finalized blocks.
+Added: BSC, Builder+ participates in a similar block-construction process, earning BNB-denominated transaction and searcher-tip rewards when
+Added: its proposed blocks are selected and finalized by validators.
+Added: The BSC deployment leverages the same underlying Builder+ technology stack,
+Added: enabling efficient cross-network scalability and diversification of transaction-fee revenue beyond the Ethereum ecosystem.
+Added: represents a core driver of BTCS’s growth strategy and demonstrates the scalability of its infrastructure technology across multiple
+Added: EVM-compatible blockchains.
+Added: Its ability to operate across both Ethereum’s and BSC’s block markets underscores BTCS’s
+Added: focus on expanding its on-chain presence while maintaining an ETH-centric treasury strategy.
+Added: in 2025, Imperium extends BTCS’s on-chain operations into DeFi.
+Added: Through Imperium, the Company participates as a liquidity provider
+Added: in decentralized lending markets, primarily Aave, where it supplies ETH and other digital assets to earn token-denominated protocol rewards
+Added: directly from smart contracts.
+Added: This DeFi participation model is designed to allow BTCS to deploy its ETH treasury productively, compounding
+Added: revenue generation through decentralized lending while maintaining full on-chain transparency and control over assets.
+Added: Imperium complements
+Added: NodeOps and Builder+ by integrating DeFi reward generation into BTCS’s broader Ethereum-focused operating ecosystem.
+Added: Streamlined Focus
+Added: has paused further development of its consumer-facing platform ChainQ to allocate resources toward core on-chain operations and the execution
+Added: of its DeFi/TradFi Flywheel strategy.
+Added: Additionally, during the nine months ended September 30, 2025, BTCS completed the wind-down of
+Added: staking-as-a-service and validator operations on non-Ethereum networks including Avalanche (AVAX), Cosmos (ATOM), Akash (AKT), and Kava
+Added: (KAVA), and liquidated the majority of its non-Ethereum crypto asset holdings.
+Added: These actions reflect the Company’s strategic commitment
+Added: to focus its resources on scalable Ethereum-based operations that directly contribute to ETH accumulation and overall shareholder value.
+Added: Crypto Assets
tables below detail BTCS’s quarterly crypto asset holdings for each quarter from Q1 2024 through Q1 2025.
−Removed: Assets Held as of the End of the Following Calendar Quarters:
+Added: Crypto Assets Held
+Added: as of the End of the Following Calendar Quarters:
Ethereum (ETH)
−Removed: Cosmos (ATOM)
−Removed: Avalanche (AVAX)
BNB Chain (BNB)
Rocket Pool (RPL)
+Added: Cosmos (ATOM)
+Added: Avalanche (AVAX)
Axie Infinity (AXS)
5 unchanged sentences
Band Protocol (BAND)
−Removed: Market Value of Crypto Assets as of the End of the Following Calendar Quarters:
+Added: Fair Market Value of Crypto Assets as
+Added: of the End of the Following Calendar Quarters:
Ethereum (ETH)
−Removed: Cosmos (ATOM)
−Removed: Avalanche (AVAX)
BNB Chain (BNB)
Rocket Pool (RPL)
+Added: Cosmos (ATOM)
+Added: Avalanche (AVAX)
Axie Infinity (AXS)
5 unchanged sentences
Band Protocol (BAND)
−Removed: of Crypto Assets as of the End of the Following Calendar Quarters:*
+Added: Prices of Crypto
+Added: Assets as of the End of the Following Calendar Quarters:*
Ethereum (ETH)
−Removed: Cosmos (ATOM)
−Removed: Avalanche (AVAX)
BNB Chain (BNB)
Rocket Pool (RPL)
+Added: Cosmos (ATOM)
+Added: Avalanche (AVAX)
Axie Infinity (AXS)
5 unchanged sentences
Band Protocol (BAND)
−Removed: The prices have been rounded to the nearest whole dollar for prices above $100
−Removed: Asset Rewards
+Added: * The prices have been rounded to the nearest
+Added: whole dollar for prices above $100
+Added: Crypto Asset Rewards
tables below detail BTCS’s quarterly crypto assets earned during each of the following quarters:
−Removed: assets earned from blockchain infrastructure staking activities through NodeOps
+Added: Crypto assets earned
+Added: from blockchain infrastructure staking activities through NodeOps
Ethereum (ETH)
−Removed: Cosmos (ATOM)
Solana (SOL) *
+Added: Rocket Pool (RPL) *
+Added: Cosmos (ATOM)
Axie Infinity (AXS) *
2 unchanged sentences
Stader (SD) *
−Removed: Rocket Pool (RPL) *
Polkadot (DOT) *
5 unchanged sentences
Oasis Network (ROSE) *
−Removed: All or a portion of revenue earned from staking to third-party validator nodes
−Removed: assets earned from block building through Builder+
+Added: * All or a portion
+Added: of revenue earned from staking to third-party validator nodes
+Added: Crypto assets earned
+Added: from block building through Builder+
Ethereum (ETH)
BNB Chain (BNB)
−Removed: Market Value of Crypto Asset Rewards Earned Recognized as Revenue
+Added: Crypto assets earned
+Added: from DeFi activities through Imperium
+Added: Ethereum (ETH)
+Added: Fair Market Value
+Added: of Crypto Asset Rewards Earned and Recognized as Revenue
following table summarizes the revenues earned from the Company’s operations by revenue segment during the following calendar quarters:
−Removed: Total revenue from blockchain infrastructure staking activities through NodeOps
−Removed: Total revenue from block-building through Builder+
+Added: Revenue by Segment
+Added: Blockchain infrastructure revenues
+Added: Total revenue from blockchain
+Added: infrastructure staking activities through NodeOps
+Added: Total revenue from block-building
+Added: through Builder+
+Added: Total blockchain infrastructure revenues
+Added: Total revenue from Defi activities through Imperium
Total revenue
1 unchanged sentence
the following calendar quarters:
−Removed: from blockchain infrastructure staking activities through NodeOps
+Added: Revenue from blockchain
+Added: infrastructure staking activities through NodeOps
Ethereum (ETH)
−Removed: Cosmos (ATOM)
Solana (SOL) *
+Added: Rocket Pool (RPL) *
+Added: Cosmos (ATOM)
Axie Infinity (AXS) *
2 unchanged sentences
Stader (SD) *
−Removed: Rocket Pool (RPL) *
Polkadot (DOT) *
5 unchanged sentences
Oasis Network (ROSE)
−Removed: revenue from blockchain infrastructure staking activities through NodeOps
−Removed: All or a portion of revenue earned from staking to third-party validator nodes
−Removed: from block building through Builder+
+Added: Total revenue from blockchain infrastructure staking
+Added: activities through NodeOps
+Added: * All or a portion
+Added: of revenue earned from staking to third-party validator nodes
+Added: Revenue from block building through Builder+
Ethereum (ETH)
1 unchanged sentence
Total revenue from block-building through Builder+
−Removed: of Operations for the Three and Six Months Ended June 30, 2025 and 2024
−Removed: following tables reflect our operating results for the three and six months ended June 30, 2025 and 2024:
+Added: Revenue from DeFi
+Added: activities through Imperium
+Added: Ethereum (ETH)
+Added: Total revenue from DeFi activities through Imperium
+Added: Results of Operations
+Added: for the Three and Nine Months Ended September 30, 2025 and 2024
+Added: following tables reflect our operating results for the three and nine months ended September 30, 2025 and 2024:
the Three Months Ended
1 unchanged sentence
infrastructure costs
+Added: Total cost of revenues
and administrative
2 unchanged sentences
(gains) losses on crypto asset transactions
+Added: on extinguishment of debt
operating expenses
4 unchanged sentences
income (loss)
−Removed: $ (6,727,869 )
−Removed: For the Six Months Ended
−Removed: Validator revenue
−Removed: Total revenues
−Removed: Cost of revenues
−Removed: Validator expense
+Added: the Nine Months Ended
+Added: infrastructure revenues
+Added: infrastructure costs
+Added: Total cost of revenues
+Added: and administrative
+Added: and development
+Added: and related expenses
+Added: (gains) losses on crypto asset transactions
+Added: on extinguishment of debt
operating expenses
−Removed: General and administrative
−Removed: Research and development
−Removed: Compensation and related expenses
−Removed: Realized (gains) losses on crypto asset transactions
−Removed: Total operating expenses
+Added: income (expenses):
+Added: in unrealized appreciation (depreciation) of crypto assets
+Added: in fair value of warrant liabilities
other income (expenses)
−Removed: Interest income
−Removed: Interest expense
−Removed: Change in unrealized appreciation (depreciation) of crypto assets
−Removed: (12,896,989 )
−Removed: Change in fair value of warrant liabilities
−Removed: Total other income (expenses)
−Removed: (13,197,964 )
−Removed: Net income (loss)
−Removed: $ (13,387,165 )
−Removed: (18,915,882 )
−Removed: for the 2025 Quarter increased to approximately $2,772,000 compared to approximately $561,000 in the 2024 Quarter.
−Removed: The increase was primarily
−Removed: attributable to the continued expansion of our Builder+ operations, which focus on block-building activities across Ethereum and Binance
−Removed: Smart Chain (BSC).
−Removed: the 2025 Quarter, Builder+ operations contributed approximately $2,509,000 of total revenue, while our NodeOps business contributed approximately
−Removed: The significant year-over-year increase in revenue reflects the continued scaling of our Builder+ operations and the commencement
−Removed: of Binance Smart Chain (BSC) block building, which together resulted in a substantial increase in block rewards earned during the period.
−Removed: building on BSC contributed approximately $408,000, representing approximately 16% of Builder+ revenue and 15% of overall revenue for
+Added: income (loss)
+Added: for the 2025 Quarter and 2025 Period increased significantly compared to the corresponding 2024 periods, primarily due to the continued
+Added: expansion of our Builder+ operations, which focus on block-building activities across the Ethereum and Binance Smart Chain (BSC) networks,
+Added: and the addition of Imperium DeFi activities during the period.
+Added: the 2025 Quarter, Builder+ operations accounted for approximately 77% of total revenue, NodeOps contributed approximately 15%, and Imperium
+Added: DeFi revenue represented the remaining 8%.
+Added: The year-over-year increase reflects the scaling of Builder+ operations and the commencement
+Added: of block building on BSC, which together resulted in a substantial increase in block rewards earned during the period.
+Added: Increases in NodeOps
+Added: and Imperium revenues were supported by the deployment of additional crypto assets acquired through capital-raising activities during
the 2025 Quarter.
−Removed: the 2025 Period, revenue increased to approximately $4,461,000 from approximately $1,013,000 in the 2024 Period, driven by the same factors
−Removed: described above.
−Removed: we anticipate continued growth in both the number of block rewards and staking rewards earned due to scaling of staked ETH, the fair
−Removed: value of such rewards may fluctuate due to the inherent volatility of crypto asset markets.
−Removed: As a result, the amount of revenue recognized
−Removed: in future periods may be materially impacted by market price movements of the underlying crypto assets at the time of reward receipt
−Removed: or recognition.
−Removed: of revenues increased during the 2025 Quarter and 2025 Period, primarily due to higher Validator Payments made to external parties to
−Removed: secure block space as part of our block-building activities under Builder+.
−Removed: Validator Payments totaled approximately $2,813,000 during
−Removed: the 2025 Quarter and approximately $4,293,000 during the 2025 Period.
−Removed: costs are partially offset by the efficiencies realized in our blockchain infrastructure validating operating costs, including streamlining
−Removed: of infrastructure hosting fees and reduction of services provided by vendors.
−Removed: we continue to expand block-building operations and increase block production, we expect cost of revenues to rise correspondingly.
−Removed: the 2025 Quarter, we incurred negative gross margins, as the losses from Builder+ activities outweighed the positive gross margins from
−Removed: our high-margin NodeOps operations.
−Removed: Costs may grow at a greater rate than revenue, particularly in periods of aggressive expansion, which
−Removed: could further pressure gross margins.
+Added: we anticipate continued growth across Builder+, NodeOps, and Imperium as we expand block-building, staking, and DeFi activities, the
+Added: fair value of rewards may fluctuate due to the inherent volatility of crypto asset markets.
+Added: Accordingly, revenue recognized in future
+Added: periods may be materially affected by changes in the market prices of the underlying crypto assets at the time of reward receipt or recognition.
+Added: Cost of Revenues
+Added: of revenues increased for both the 2025 Quarter and 2025 Period compared to the corresponding 2024 periods, primarily due to higher Validator
+Added: Payments made to external parties to secure block space as part of our Builder+ block-building activities.
+Added: The increase also reflects
+Added: higher blockchain infrastructure and network operation costs associated with the expansion of block-building and DeFi activities.
+Added: higher costs were partially offset by efficiencies realized within our validating infrastructure, including lower hosting fees and reduced
+Added: reliance on third-party service providers.
+Added: Gross profit improved year-over-year as higher revenue from NodeOps and Imperium activities,
+Added: combined with the scaling of Builder+, outpaced the growth in related costs.
+Added: expect cost of revenues to continue to rise in line with the scaling of Builder+ and DeFi operations.
+Added: Gross margins may fluctuate depending
+Added: on the level of Validator Payments required to secure block inclusion and on broader crypto market conditions that influence block reward
+Added: Operating Expenses
+Added: fees increased for both the 2025 Quarter and 2025 Period compared to the corresponding 2024 periods, primarily due to higher legal and
+Added: accounting costs associated with the Company’s new Form S-3 registration statement and the expansion of its at-the-market (“ATM”)
+Added: program during the 2025 Quarter.
+Added: The increase also reflects higher investor relations expenses, including campaign initiatives and related
+Added: consulting services.
+Added: expect professional fees to decrease in future quarters, as the corporate activities related to the S-3 filing and ATM program are non-recurring.
+Added: Investor relations expenses may continue to fluctuate based on timing, opportunities, and the scope of shareholder engagement initiatives.
and Administrative Expenses
−Removed: and administrative expenses increased during the 2025 Quarter and 2025 Period compared to the corresponding periods in 2024.
−Removed: was primarily attributable to higher payments for order flow associated with supporting block-building activities, expanded investor
−Removed: relations services, and higher accounting fees, including increases in audit fees.
−Removed: growth in general and administrative expenses reflects the Company’s ongoing investment in operational infrastructure to support
−Removed: Builder+ activities and broader public company compliance efforts.
−Removed: We expect general and administrative expenses to fluctuate based on
−Removed: business needs, with potential increases in audit fees as well as order flow costs as operations continue to scale.
+Added: and administrative expenses increased during the 2025 Quarter and 2025 Period compared to the corresponding 2024 periods, primarily due
+Added: to higher payments for order flow incurred in connection with supporting the Company’s expanding Builder+ block-building activities,
+Added: as well as SEC filing fees associated with the filing of the new Form S-3 registration statement.
+Added: These increases were partially offset
+Added: by continued discipline in overall administrative spending.
+Added: expect general and administrative expenses to fluctuate based on operational growth, regulatory filing activity, and the level of block-building
+Added: and order flow support required as operations continue to scale.
and Development Expenses
−Removed: and development expenses increased during the 2025 Quarter and 2025 Period compared to the prior-year periods, primarily due to continued
−Removed: investment in Builder+ strategies and development.
−Removed: The primary focus of research and development activities remained centered on enhancing
−Removed: Builder+ operations, including the commencement of block building on Binance Smart Chain (BSC) during the 2025 Quarter.
−Removed: We expect research
−Removed: and development costs to remain consistent or moderately increase in future periods, with an emphasis on disciplined cost management,
−Removed: particularly for third-party development services.
−Removed: and Related Expenses
−Removed: and related expenses decreased during the 2025 Quarter but increased during the 2025 Period compared to the prior-year periods.
−Removed: in the Quarter was primarily attributable to timing differences in performance-based bonus accruals, while the increase in the Period
−Removed: reflects the addition of employee headcount and accruals for estimated performance-based bonuses tied to operational and financial milestones.
−Removed: The Company continues to rely on non-cash equity-based compensation as a core element of its overall compensation strategy, and we expect
−Removed: total compensation costs to increase in future periods as additional personnel are added and as further accruals for performance-based
−Removed: incentives are recognized.
−Removed: expenses increased during the 2025 Period compared to the 2024 Period, primarily due to expanded advertising campaigns and promotional
−Removed: activities aimed at enhancing brand visibility and supporting business development initiatives.
−Removed: The Company expects that marketing spend
−Removed: will remain at current or higher levels in future periods, in line with strategic growth objectives and broader customer engagement efforts.
+Added: and development expenses decreased for the 2025 Quarter compared to the 2024 Quarter, primarily due to lower third-party development
+Added: costs, but increased slightly on a year-to-date basis as investment continued in Builder+ and Imperium system enhancements.
+Added: remained focused on improving block-building efficiency, expanding multi-chain capabilities, and advancing smart-contract automation
+Added: within Builder+.
+Added: We expect R&D spending to increase as technical improvements to block-building strategies and DeFi integrations
+Added: Compensation and
+Added: Related Expenses
+Added: and related expenses decreased during the 2025 Quarter and 2025 Period compared to the corresponding 2024 periods, primarily due to the
+Added: timing of performance-based bonus accruals and a reduction in stock-based compensation expense resulting from the forfeiture of unvested
+Added: restricted stock following certain executive transitions earlier in the year.
+Added: On a year-to-date basis, compensation expenses remained
+Added: relatively consistent, reflecting continued salary and benefits costs associated with core personnel and estimated accruals for performance-based
+Added: Company continues to utilize equity-based compensation as a key component of its total rewards strategy to align employee incentives
+Added: with long-term shareholder value.
+Added: We expect total compensation costs to fluctuate based on headcount changes, the timing of performance-based
+Added: accruals, and the issuance or forfeiture of equity awards.
+Added: expenses increased during the 2025 Quarter and 2025 Period compared to the corresponding 2024 periods, reflecting expanded advertising
+Added: campaigns and promotional activities aimed at enhancing brand visibility and supporting business development initiatives.
+Added: Marketing spend
+Added: is expected to remain at or above current levels as the Company continues to pursue strategic growth and community engagement efforts.
Losses on Crypto Asset Transactions
−Removed: losses on crypto asset transactions during the 2025 Quarter and 2025 Period were primarily driven by the sale of non-ETH crypto asset
−Removed: holdings, which the Company had held with long-standing unrealized losses that were recognized upon sale.
−Removed: These transactions reflect the
−Removed: Company’s strategic exit from its non-core related operations and holdings.
−Removed: Additional realized gains or losses may be recognized
−Removed: in future periods based on the timing and pricing of crypto asset sales to support operational or liquidity needs.
−Removed: Income (Expenses)
−Removed: Interest Income
−Removed: income (expense) for the 2025 Quarter and 2025 Period was primarily impacted by changes in the fair value of the Company’s crypto
−Removed: assets and warrant liabilities.
−Removed: Interest income earned on ETH
−Removed: deposited as collateral on the Aave DeFi lending protocol was a new source of other income during the 2025 Quarter.
−Removed: While the impact of
−Removed: interest income was not significant for the 2025 Quarter, we anticipate it to increase in future periods as we increase the amount of
−Removed: ETH deposited as collateral in connection with our planned expanded leverage on DeFi protocol lending.
−Removed: Interest Expense
−Removed: Interest expense during the 2025
−Removed: Quarter and 2025 Period reflects interest accrued on borrowings under the Aave DeFi lending protocol, as well as interest incurred in
−Removed: connection with the issuance of the May 2025 convertible note.
−Removed: This includes both cash interest paid and the amortization of debt discount
−Removed: over the term of the convertible note.
−Removed: We expect interest expense to
−Removed: increase significantly in future periods as we continue to utilize decentralized borrowings through platforms such as Aave, and as a result
−Removed: of the issuance of an additional $10,000,000 convertible note in July 2025 with terms similar to the May 2025 note.
−Removed: Change in unrealized appreciation
−Removed: (depreciation) of crypto assets
−Removed: recognition of unrealized depreciation of crypto assets during the 2025 Period, compared to unrealized appreciation during the 2024 Period,
−Removed: contributed significantly to the year-over-year change.
−Removed: These fluctuations reflect movements in the fair market value of the Company’s
−Removed: crypto asset holdings, which are directly influenced by the volatility of crypto markets.
−Removed: Market volatility remains difficult to predict
−Removed: and can materially affect the value of assets reported on our balance sheet and the related effects on our results of operations.
−Removed: Change in fair value of warrant liabilities
−Removed: Additionally,
−Removed: the decrease in the fair value of warrant liabilities during the 2025 Period contributed to a reduction in non-cash expense.
−Removed: The valuation
−Removed: of warrant liabilities is primarily influenced by changes in the Company’s stock price as of each reporting period end, which may
−Removed: fluctuate based on market conditions beyond management’s control.
−Removed: income (loss)
−Removed: income for the 2025 Quarter increased to approximately $3,882,000, compared to a net loss of approximately $6,728,000 in the 2024 Quarter,
−Removed: resulting in a year-over-year improvement of approximately $10,610,000.
−Removed: The improvement was primarily driven by the positive change in
−Removed: the fair value of the Company’s crypto asset holdings, as crypto markets experienced an uptick during the 2025 Quarter.
−Removed: This resulted
−Removed: in significant unrealized gains on crypto assets, contributing substantially to the net income.
−Removed: this quarterly gain, the Company reported a net loss of approximately $13,387,000 for the 2025 Period, compared to net income of approximately
−Removed: $5,529,000 in the 2024 Period.
−Removed: The six-month loss reflects a carryover of unrealized depreciation recorded in the first quarter of 2025,
−Removed: when markets experienced notable weakness.
−Removed: In addition, realized losses on the sale of several non-ETH crypto asset holdings contributed
−Removed: to the year-to-date net loss.
−Removed: Operating expenses also increased
−Removed: meaningfully, led by higher compensation costs, including increased performance bonus accruals tied to revenue growth and asset values,
−Removed: and a rise in marketing spend to support strategic growth initiatives.
−Removed: income (loss) may continue to fluctuate significantly due to the volatility in the crypto asset markets, impacting changes in the fair
−Removed: value of crypto assets during future reporting periods.
−Removed: and Capital Resources
+Added: losses on crypto asset transactions increased substantially compared to the prior-year periods, primarily due to the sale of non-core,
+Added: non-ETH crypto assets that had previously carried unrealized losses.
+Added: These transactions were executed as part of a broader effort to
+Added: simplify the Company’s asset portfolio and reallocate resources toward core staking and block-building operations.
+Added: Future realized
+Added: gains or losses will depend on the timing and market conditions of any additional crypto asset sales.
+Added: on Extinguishment of Debt
+Added: Company recorded a loss on extinguishment of debt during the 2025 Quarter related to on-chain debt swaps executed through decentralized
+Added: finance (DeFi) lending protocols.
+Added: Future gains or losses from such transactions may vary depending on the timing and structure of debt
+Added: refinancings or restructurings undertaken within DeFi platforms.
+Added: Expense Trend
+Added: operating expenses increased year-over-year, reflecting ongoing investment in infrastructure, personnel, and public company operations
+Added: to support the scaling of Builder+, Imperium, and NodeOps.
+Added: The Company remains focused on maintaining disciplined expense management
+Added: while continuing to allocate resources toward strategic growth and technology development initiatives.
+Added: Other Income (Expenses)
+Added: expense increased during the 2025 Quarter and 2025 Period, primarily due to interest accrued on decentralized borrowings through Aave
+Added: and other DeFi lending protocols, as well as interest and amortization expense related to the Company’s May and July 2025 convertible
+Added: This includes both cash interest paid and the amortization of debt discount over the term of the convertible notes.
+Added: expect interest expense to rise in future periods as a result of ongoing utilization of DeFi borrowings and the full-term amortization
+Added: of outstanding convertible notes.
+Added: in unrealized appreciation (depreciation) of crypto assets
+Added: Company recognized significant unrealized appreciation in the fair value of its crypto asset holdings during the 2025 Quarter and 2025
+Added: Period, compared to unrealized depreciation in the corresponding 2024 periods.
+Added: The change was primarily driven by the overall recovery
+Added: in crypto market valuations, particularly for Ethereum and other assets held by the Company at period-end.
+Added: These fluctuations reflect
+Added: the inherent volatility of crypto asset prices, which may continue to materially affect the reported fair value of digital assets in
+Added: future periods.
+Added: in fair value of warrant liabilities
+Added: Company recognized a non-cash loss resulting from the change in the fair value of warrant liabilities during the 2025 Quarter and 2025
+Added: Period, compared to a gain in the corresponding 2024 periods.
+Added: The change was primarily attributable to movements in the Company’s
+Added: stock price and related volatility during the period.
+Added: Because these warrant liabilities are remeasured at fair value each reporting date,
+Added: future gains or losses will depend on changes in the Company’s share price and other valuation inputs.
+Added: other income (net) increased substantially compared to the prior-year periods, driven primarily by unrealized gains on crypto assets,
+Added: which offset higher interest expense and non-cash losses related to warrant remeasurement.
+Added: These items contributed significantly to the
+Added: Company’s profitability for the 2025 Quarter and 2025 Period.
+Added: Net income (loss)
+Added: The Company reported net income of approximately $65,589,000 for the 2025 Quarter,
+Added: compared to a net loss of approximately $9,040,000 in the 2024 Quarter, representing a year-over-year improvement of approximately $74,629,000.
+Added: The increase was primarily driven by unrealized appreciation in the fair value of the Company’s crypto asset holdings, reflecting
+Added: the broader recovery in digital asset markets during the quarter.
+Added: For the 2025 Period, the Company reported net income of approximately $52,202,000,
+Added: compared to a net loss of approximately $3,511,000 in the 2024 Period.
+Added: The year-to-date improvement was similarly driven by unrealized
+Added: gains on crypto assets, partially offset by higher realized losses on crypto asset sales, increased professional and administrative costs,
+Added: and interest expense associated with convertible note issuances and decentralized borrowing activities.
+Added: the Company benefited from market-wide appreciation in digital asset valuations during the 2025 Quarter, net income may continue to fluctuate
+Added: significantly in future periods due to volatility in crypto asset prices and related fair value adjustments.
+Added: Additionally, continued
+Added: investment in operations and financing activities may contribute to further variability in quarterly results.
+Added: Liquidity and
+Added: Capital Resources
+Added: ATM Financing
September 14, 2021, the Company entered into an At-The-Market Offering Agreement (the “ATM Agreement”) with H.C.
& Co., LLC, as agent (“H.C.
−Removed: Wainwright”), pursuant to which the Company may offer and sell (assuming an effective registration
−Removed: statement on Form S-3), from time to time, shares of its Common Stock through H.C.
−Removed: Wainwright, subject to the availability of an effective
−Removed: registration statement on Form S-3.
−Removed: The initial ATM sales were conducted under a $100,000,000 shelf registration statement that became
−Removed: effective in September 2021.
+Added: Wainwright”), pursuant to which the Company may offer and sell, from time to time, shares
+Added: of its common stock through H.C.
+Added: Wainwright, subject to the availability of an effective registration statement on Form S-3.
+Added: ATM sales were conducted under a $100,000,000 shelf registration statement that became effective in September 2021.
October 4, 2024, a new Form S-3 registration statement became effective, increasing the total amount of securities that may be offered
and sold under the Company’s shelf registration to $250,000,000.
−Removed: As of the date of this report, there was approximately $104,341,000 available for sale under this Form S-3 registration
−Removed: 22, 2025, the Company entered into an amendment to its engagement with H.C.
+Added: As of the date of this report, there was approximately $103,380,000
+Added: available for sale under this Form S-3 registration statement.
+Added: July 22, 2025, the Company entered into an amendment to its engagement with H.C.
Wainwright in connection with a new Form S-3 registration
1 unchanged sentence
The New Registration Statement was approved by the SEC and declared effective on August 1, 2025.
−Removed: As of the date of this report, the Company had not sold any securities under the New Registration Statement.
−Removed: September 14, 2021 through August 12, 2025, the Company sold a total of 32,762,523 shares of Common Stock under the ATM Agreement
−Removed: for aggregate total gross proceeds of approximately $163,597,000 at an average selling price of $4.99 per share, resulting in
−Removed: net proceeds of approximately $158,539,000 after deducting commissions and other transaction costs.
−Removed: Borrowing (Aave)
−Removed: April 2025 through August 12, 2025, the Company borrowed a total of approximately $52,947,000 in USDT through Aave, a decentralized
−Removed: finance protocol, using Ethereum (ETH) as collateral, and repaid approximately $1,447,000 during the same period.
−Removed: As of August 12, 2025, the Company had approximately $51,702,000 in outstanding borrowings, inclusive of accrued
−Removed: interest, collateralized by approximately 38,400 ETH with a fair market value of approximately $176,062,000, based on the ETH closing
−Removed: price of $4,584 on that date.
−Removed: Borrowings accrue interest at variable rates determined by Aave’s on-chain smart contracts, which adjust dynamically
−Removed: based on protocol liquidity and market demand.
−Removed: ETH collateral posted also accrues variable interest.
−Removed: These rates are published and updated
−Removed: in real-time at aave.com, and the net cost of capital may fluctuate based on protocol-level market conditions.
−Removed: Notes Payable
+Added: As of the date of this report, the Company
+Added: had not sold any securities under the New Registration Statement.
+Added: September 14, 2021 through November 10, 2025, the Company sold a total of 32,762,523 shares of common stock under the ATM Agreement
+Added: for aggregate total gross proceeds of approximately $163,597,000 at an average selling price of $4.99 per share, resulting in net
+Added: proceeds of approximately $158,539,000 after deducting commissions and other transaction costs.
+Added: Share Repurchase
+Added: September 4, 2025, the Board authorized a share repurchase program permitting the Company to repurchase up to $50 million of its common
+Added: stock over a three-year period.
+Added: Repurchases may be made from time to time in the open market, in privately negotiated transactions, or
+Added: otherwise, in compliance with Rule 10b-18 under the Securities Exchange Act of 1934 and applicable state law.
+Added: We have engaged H.C.
+Added: & Co., LLC as the sole broker to implement the program.
+Added: The program does not obligate the Company to repurchase any specific number
+Added: of shares and may be modified, suspended, or discontinued at any time.
+Added: September 14, 2021 through November 10, 2025, the Company repurchased and retired 888,677 shares of our common stock for an
+Added: aggregate purchase price of approximately $4,000,000.
+Added: The repurchases were funded from available cash on hand and are presented as a
+Added: financing cash outflow in our statement of cash flows.
+Added: All repurchased shares were immediately retired and are no longer considered
+Added: issued or outstanding.
+Added: As of November 10, 2025, approximately $46,000,000 remained available for repurchases under the
+Added: authorization.
+Added: Company expect that any future repurchases will be subject to our liquidity position, prevailing market conditions, and other capital
+Added: allocation priorities, including funding of operations and strategic initiatives.
+Added: DeFi Borrowing
+Added: April 2025 through November 10, 2025, the Company borrowed an aggregate of approximately $61,447,000 in stablecoins through Aave, a
+Added: DeFi lending protocol, using Ethereum (ETH) as collateral, and repaid approximately $1,447,000 during the same period.
+Added: These borrowings
+Added: included transactions executed in connection with on-chain debt refinancing activities.
+Added: As of November 10, 2025, the Company had approximately
+Added: $61,052,000 in outstanding borrowings, inclusive of accrued interest, collateralized by approximately 39,077 ETH with an aggregate
+Added: fair market value of $138,988,000, based on the closing price of $3,557 per ETH on that date.
+Added: through Aave accrue interest at variable rates determined by Aave’s on-chain smart contracts, which adjust dynamically based
+Added: on protocol liquidity and market utilization.
+Added: ETH collateral posted to Aave simultaneously accrues variable interest at rates that
+Added: fluctuate based on the same market factors.
+Added: These rates are publicly available and updated in real time on the Aave protocol’s
+Added: As a result, the Company’s net cost of capital may vary depending on prevailing protocol-level conditions.
+Added: Company has no control over these rate adjustments and is subject to the risk of significant rate increases.
+Added: As of November 10,
+Added: 2025, the USDT borrowing rate was approximately 6.07% per annum.
+Added: Convertible Notes
May 2025, the Company completed a private placement of Senior Secured Convertible Notes in the aggregate principal amount of approximately
−Removed: $7.8 million, for net cash proceeds of approximately $7.3 million.
+Added: $7,811,000, for net cash proceeds of approximately $7,306,000.
In connection with the offering, the Company also issued approximately
2 unchanged sentences
and are convertible into shares of common stock at a conversion price of $5.85 per share.
−Removed: July 2025, the Company entered into an additional private placement of Senior Secured Convertible Notes in the aggregate principal amount
−Removed: of approximately $10.0 million, for net cash proceeds of approximately $9.5 million.
+Added: July 2025, the Company completed an additional private placement of Senior Secured Convertible Notes in the aggregate principal amount
+Added: of approximately $10,050,000, for net cash proceeds of approximately $9,538,000.
In connection with the offering, the Company agreed
2 unchanged sentences
per annum, and are convertible into shares of common stock at a conversion price of $13.00 per share.
−Removed: Company intends to use the proceeds from both offerings primarily to accelerate the accumulation of Ethereum (ETH), expand operational
+Added: Company used or intends to use the proceeds from both offerings primarily to accelerate the accumulation of Ethereum (ETH), expand operational
capacity, and support the continued expansion of its blockchain infrastructure operations.
−Removed: Company’s consolidated financial statements have been prepared assuming that it will continue as a going concern, which contemplates
−Removed: continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business.
−Removed: is the ability of a company to generate sufficient funds to support its current and future operations, satisfy its obligations as they
−Removed: come due, and otherwise operate on an ongoing basis.
−Removed: As of June 30, 2025, the Company had approximately $639,000 of cash and working
−Removed: capital of approximately $35,514,000.
−Removed: As of August 12, 2025, subsequent
−Removed: to the financing described below, the Company had approximately $4,211,000 of cash and cash equivalents, and the fair market value of
−Removed: the Company’s crypto assets was approximately $323,043,000.
−Removed: of August 12, 2025, the Company had total debt obligations of approximately $69,563,000, consisting of approximately $51,702,000 under
−Removed: its lending arrangement with Aave Protocol and approximately $17,861,000 convertible notes payable.
+Added: The notes from the May and July 2025 offerings
+Added: are secured by all of the Company’s assets as collateral, except for Ethereum deposited as collateral for USDT borrowings on Aave
+Added: and certain other exclusions.
+Added: Dividends and Capital Distributions
+Added: August 1, 2025, the Board approved a special dividend of $0.05 per share (the “Bividend”), payable to stockholders of record
+Added: on September 26, 2025.
+Added: Holders of our common stock could elect to receive the dividend in either cash or Ethereum (ETH), while holders
+Added: of our Series V Preferred Stock were entitled to receive the dividend solely in cash.
+Added: As of September 30, 2025, dividends payable totaled
+Added: approximately $3,176,000, which was recorded as dividends payable within stockholders’ equity.
+Added: The Bividend was subsequently settled
+Added: in early October 2025 through aggregate cash payments of approximately $2,680,000 and distributions of approximately 123 ETH to stockholders
+Added: who elected to receive ETH.
+Added: of September 30, 2025, the Company’s outstanding convertible notes entitle the holders, upon any conversion, to participate in
+Added: dividends or other distributions on the Company’s common stock declared while the notes are outstanding, to the same extent as
+Added: if the notes had been converted prior to the record date of such distribution.
+Added: At September 30, 2025, there were 2,107,757 shares of
+Added: common stock underlying the outstanding convertible notes that would be entitled to the dividend payments if converted in accordance
+Added: with the note terms, representing a potential contingent distribution totaling approximately $105,000.
+Added: Because this obligation is contingent
+Added: on future conversions, no liability has been recorded.
+Added: addition to the Bividend, the Board also authorized a one-time loyalty payment of $0.35 per share (the “Loyalty Payment”),
+Added: payable solely in ETH.
+Added: The Loyalty Payment is available only to holders of our common stock who were record holders on September 26,
+Added: 2025, who completed the required ETH Opt-In, and who continue to hold their shares through January 26, 2026.
+Added: Holders of Series V Preferred
+Added: Stock are not eligible for the Loyalty Payment.
+Added: Loyalty Payment is contingent on continued share ownership through January 26, 2026 and therefore did not give rise to a liability as
+Added: of September 30, 2025.
+Added: The number of ETH units per share for both the Bividend and Loyalty Payment was fixed on the record date based
+Added: on the ETH/USD exchange rate of $4,035.89.
+Added: As of September 30, 2025, shareholders owning approximately 3.9 million shares had completed
+Added: the Opt-In process and were held at our transfer agent.
+Added: If all such shares remain eligible through January 26, 2026, the hypothetical
+Added: maximum Loyalty Payment would be approximately $1,350,000, or about 335 ETH.
+Added: The actual payout, if any, will depend on the final number
+Added: of qualifying shares and ETH settlement terms at the time of eligibility.
+Added: Company’s financial statements have been prepared assuming that it will continue as a going concern, which contemplates continuity
+Added: of operations, realization of assets, and liquidation of liabilities in the normal course of business.
+Added: Liquidity is the ability of a company to generate sufficient funds to support its
+Added: current and future operations, satisfy its obligations as they come due, and otherwise operate on an ongoing basis.
+Added: As of September 30,
+Added: 2025, the Company had approximately $4,486,000 of cash and cash equivalents and working capital of approximately $235,993,000.
+Added: of November 10, 2025, the Company had approximately $2,787,000 of cash and stablecoins,
+Added: and the fair market value of the Company’s crypto assets was approximately $252,777,000.
+Added: of November 10, 2025, the Company had total debt obligations of approximately $78,891,000, consisting of approximately $61,030,000
+Added: under its lending arrangement with Aave Protocol and approximately $17,861,000 convertible notes payable.
Company believes that its existing cash and crypto assets, together with the proceeds from the convertible note financing and the ability
4 unchanged sentences
of our staked crypto assets may be locked up for varying durations, depending on the specific blockchain protocol, and we may be unable
−Removed: to unstake them in a timely manner to liquidate to the extent desired, which could materially impact our liquidity position.
−Removed: Additionally,
−Removed: technical issues, network congestion, or regulatory changes could further restrict our ability to access or liquidate these assets.
−Removed: periods for our staked crypto assets range from several hours to 30 days.
−Removed: During times of instability in the cryptocurrency markets,
−Removed: the Company may not be able to sell its crypto assets at prices reflecting their perceived value or at all, which could result in substantial
−Removed: losses given the historical volatility of cryptocurrency prices.
−Removed: As a result, our crypto assets may not be able to serve as a source
−Removed: of liquidity for us to the same extent as cash and cash equivalents.
−Removed: Used in Operating Activities
−Removed: used in operating activities was approximately $3,236,000 during the 2025 Period, compared to approximately $1,693,000 for the 2024 Period.
−Removed: Significant non-cash adjustments impacting operating cash flows included:
−Removed: Approximately
−Removed: $3,845,000 of stock-based compensation, primarily reflecting the issuance of equity-based awards to employees, including performance-based
−Removed: Approximately
−Removed: $4,302,000 of Validator Payments made in native crypto asset tokens as part of our block-building operations.
−Removed: Approximately
−Removed: $5,738,000 of unrealized depreciation of crypto asset holdings due to price volatility.
−Removed: Approximately
−Removed: $4,160,000 of realized losses from crypto asset sales, primarily related to the liquidation of non-core crypto asset holdings.
−Removed: Approximately
−Removed: $4,461,000 in revenue earned in native crypto assets, which does not generate immediate cash inflows.
−Removed: Approximately
−Removed: $3,286,000 reduction in accrued compensation, reflecting the payment of performance-based bonuses during the period.
−Removed: expect non-cash adjustments such as Validator Payments and crypto-denominated revenue to continue growing as Builder+ operations scale
−Removed: across Ethereum and Binance Smart Chain.
−Removed: However, the magnitude of these adjustments will remain sensitive to market conditions and crypto
−Removed: asset price fluctuations.
−Removed: The use of performance-based equity compensation may continue, and given the Company’s recent fundraising
−Removed: efforts and operational scaling, the pace of such accruals could increase in future periods.
−Removed: Used in Investing Activities
−Removed: Net cash used in investing
−Removed: activities was approximately $13,366,000 during the 2025 Period, compared to net cash provided by investing activities of
−Removed: approximately $531,000 in the 2024 Period.
+Added: to unstake them in a timely manner or liquidate them to the extent desired, which could materially and adversely impact our liquidity
+Added: Additionally, technical issues, network congestion, or regulatory changes could further restrict our ability to access or liquidate
+Added: these assets.
+Added: As of November 10, 2025, lock-up periods for our staked crypto assets range from several hours to seven days, though these
+Added: periods may change based on protocol upgrades or network conditions.
+Added: During times of instability in the cryptocurrency markets, the Company
+Added: may not be able to sell its crypto assets at prices reflecting their perceived value or at all, which could result in substantial losses
+Added: given the historical volatility of cryptocurrency prices.
+Added: As a result, our crypto assets may not be able to serve as a source of liquidity
+Added: for us to the same extent as cash and cash equivalents.
+Added: Cash Used in Operating
+Added: Cash used in operating activities was approximately $6,032,000 during the 2025
+Added: Period, compared to approximately $2,388,000 for the 2024 Period.
+Added: The increase primarily reflects the impact of non-cash items and changes
+Added: in working capital arising from the Company’s expanding operations.
+Added: non-cash adjustments impacting operating cash flows included:
+Added: Stock-based compensation expense of approximately $3,851,000, primarily
+Added: reflecting issuance and ongoing amortization of equity-based awards to employees, including performance-based grants.
+Added: Non-cash Validator Payments of approximately $8,116,000 made in native
+Added: crypto tokens to external validators as part of block-building activities.
+Added: Realized losses on crypto asset transactions of approximately $8,568,000,
+Added: primarily from the sale of non-Ethereum crypto asset holdings.
+Added: Amortization of debt discount and issuance costs of approximately $754,000
+Added: related to the outstanding convertible notes.
+Added: A non-cash adjustment of approximately $67,987,000 from the unrealized
+Added: appreciation in the fair value of crypto assets, particularly Ethereum.
+Added: cash flows were further affected by a $2,855,000 reduction in accrued compensation resulting from the payment of previously accrued performance-based
+Added: Builder+ and Imperium operations continue to scale, we expect non-cash adjustments such as crypto-denominated revenues, validator payments,
+Added: and fair value changes in digital assets to continue to have a significant effect on reported operating cash flows.
+Added: The magnitude and
+Added: direction of these effects will depend on market conditions and the timing of crypto asset-related transactions.
+Added: Cash Used in Investing
+Added: cash used in investing activities was approximately $196,833,000 during the 2025 Period, compared to net cash provided by investing activities
+Added: of approximately $531,000 in the 2024 Period.
The 2025 activity primarily reflects the purchase of approximately $199,858,000 of crypto
−Removed: assets, including approximately $14,130,000 of Ethereum to support validator operations and the Company’s long-term
−Removed: accumulation strategy.
−Removed: The Company also invested $250,000 in a private blockchain-based technology company during the 2025 Period.
−Removed: These purchases were partially offset by proceeds of approximately $1,065,000 from sales of non-core productive crypto assets as we
−Removed: continue to streamline operations.
−Removed: expect that purchases of ETH and other productive crypto assets will continue in future periods as the Company executes on its ETH treasury
−Removed: accumulation and validator scaling strategies.
−Removed: Provided by Financing Activities
+Added: assets, primarily Ethereum (ETH), to support validator (NodeOps) and DeFi (Imperium) operations and to advance the Company’s long-term
+Added: ETH accumulation strategy.
+Added: cash outflows also included $400,000 of investments in two private blockchain-based technology companies during the 2025 Period, partially
+Added: offset by proceeds of approximately $3,431,000 from sales of non-core productive crypto assets as we continue to streamline operations.
+Added: expect purchases of ETH and other productive crypto assets to continue in future periods as the Company executes on its ETH treasury
+Added: accumulation and operational scaling strategies.
+Added: Cash Provided by
+Added: Financing Activities
provided by financing activities was approximately $205,373,000 during the 2025 Period, compared to approximately $653,000 in the 2024
Financing inflows during the 2025 Period were primarily driven by:
−Removed: proceeds of approximately $7,306,000 from the May 2025 issuance of senior secured convertible
−Removed: notes and related five-year warrants
−Removed: proceeds of approximately $4,079,000 from Common Stock sales under the Company’s At-the-Market
−Removed: (“ATM”) equity program.
−Removed: borrowings of approximately $4,000,000 in USDT via Aave, a decentralized finance (DeFi) lending
−Removed: The Company also paid debt issuance
−Removed: costs of approximately $123,000 during the 2025 Period.
−Removed: Company anticipates future financing activity may include additional DeFi borrowings and capital raised through the ATM program or convertible
−Removed: instruments, aligned with its strategy to scale blockchain infrastructure operations and accumulate ETH.
−Removed: Balance Sheet Transactions
−Removed: of June 30, 2025, there were no off-balance sheet arrangements and we were not a party to any off-balance sheet transactions.
−Removed: no guarantees or obligations other than those which arise out of normal business operations.
+Added: Net proceeds of approximately $135,161,000 from common stock sales
+Added: under the Company’s At-the-Market (“ATM”) equity program.
+Added: Net proceeds of approximately $16,844,000 from the May and July 2025
+Added: issuances of senior secured convertible notes and related five-year warrants
+Added: Net borrowings of approximately $56,500,000 in stablecoins via Aave,
+Added: a decentralized finance (DeFi) lending protocol.
+Added: Company also paid approximately $3,000,000 for share repurchases of the Company’s common stock and debt issuance costs of approximately
+Added: $131,000 during the 2025 Period.
+Added: anticipate future financing activity may include additional DeFi borrowings and capital raised through the ATM program or through other
+Added: financing instruments, as we continue to scale blockchain infrastructure and DeFi operations, enhance liquidity, and accumulate ETH in
+Added: support of long-term growth.
+Added: Off Balance Sheet
+Added: of September 30, 2025, there were no off-balance sheet arrangements and we were not a party to any off-balance sheet transactions.
+Added: have no guarantees or obligations other than those which arise out of normal business operations.
Accounting Policies and Estimates
4 unchanged sentences
by this report.
−Removed: ACCOUNTING PRONOUNCEMENTS
−Removed: information on recent accounting pronouncements, see Note 3 - Summary of Significant Accounting Policies to the Unaudited Consolidated
−Removed: Condensed Financial Statements.
−Removed: NOTE REGARDING FORWARD-LOOKING STATEMENTS
−Removed: report contains forward-looking statements, including statements regarding our liquidity, our growth strategy, our ability to
−Removed: generate scalable and efficient revenue, anticipated
−Removed: increases in our revenues and gross margins, and our future business plans.
−Removed: Forward-looking statements can be identified by words
−Removed: such as “anticipates,” “intends,” “may,” “potential,” “continues,”
−Removed: “plans,” “seeks,” “believes,” “estimates,” “expects” and similar
−Removed: references to future periods.
+Added: RECENT ACCOUNTING
+Added: PRONOUNCEMENTS
+Added: information on recent accounting pronouncements, see Note 3 - Summary of Significant Accounting Policies to the Unaudited Condensed
+Added: Financial Statements.
+Added: CAUTIONARY NOTE REGARDING
+Added: FORWARD-LOOKING STATEMENTS
+Added: report contains forward-looking statements, including statements regarding our liquidity, our growth strategy, our ability to generate
+Added: scalable and efficient revenue, anticipated increases in our revenues and gross margins, and our future business plans.
Forward-looking
+Added: statements can be identified by words such as “anticipates,” “intends,” “may,” “potential,”
+Added: “continues,” “plans,” “seeks,” “believes,” “estimates,” “expects”
+Added: and similar references to future periods.
+Added: Forward-looking
statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions.
−Removed: Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in
−Removed: circumstances that are difficult to predict.
−Removed: Our actual results may differ materially from those contemplated by the forward-looking
−Removed: We caution you therefore against relying on any of these forward-looking statements.
−Removed: They are neither statements of
−Removed: historical fact nor guarantees or assurances of future performance.
−Removed: The results anticipated by any or all of these forward-looking
−Removed: statements might not occur.
−Removed: Important factors that could cause actual results to differ materially from those in the forward-looking
−Removed: statements include:
−Removed: (i) the rewards and costs associated with staking or validating transactions on blockchains and successfully
−Removed: building blocks on Ethereum’s blockchain;
−Removed: (ii) regulatory issues related to our business model;
−Removed: (iii) fluctuations in the
−Removed: price of our crypto assets;
−Removed: (iv) potential decreases in the value of our crypto assets and rewards;
−Removed: (v) competition, (vi) risks
−Removed: related to the loss or theft of private withdrawal keys resulting in the complete loss of crypto assets and rewards;
−Removed: and (vii) other
−Removed: risks and uncertainties described in our filings with the SEC, including our Form 10-K for the year ended December 31, 2024.
−Removed: forward-looking statement made by us speaks only as of the date on which it is made.
−Removed: Factors or events that could cause our actual
−Removed: results to differ may emerge from time to time, and it is not possible for us to predict all of them.
−Removed: We undertake no obligation to
−Removed: publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as
−Removed: may be required by law.
+Added: forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that
+Added: are difficult to predict.
+Added: Our actual results may differ materially from those contemplated by the forward-looking statements.
+Added: you therefore against relying on any of these forward-looking statements.
+Added: They are neither statements of historical fact nor guarantees
+Added: or assurances of future performance.
+Added: The results anticipated by any or all of these forward-looking statements might not occur.
+Added: factors that could cause actual results to differ materially from those in the forward-looking statements include:
+Added: (i) the rewards and
+Added: costs associated with staking or validating transactions on blockchains and successfully building blocks on Ethereum’s blockchain;
+Added: (ii) regulatory issues related to our business model, including potential classification of crypto assets as securities and changing
+Added: regulatory frameworks;
+Added: (iii) fluctuations in the price of our crypto assets;
+Added: (iv) potential decreases in the value of our crypto assets
+Added: (v) competition, (vi) risks related to the loss or theft of private withdrawal keys resulting in the complete loss of crypto
+Added: assets and rewards;
+Added: (vii) risks associated with DeFi lending protocols including smart contract vulnerabilities, liquidation risks, and
+Added: lack of regulatory protections;
+Added: (viii) counterparty risks in decentralized finance transactions;
+Added: and (ix) other risks and uncertainties
+Added: described in our filings with the SEC, including our Form 10-K for the year ended December 31, 2024.
+Added: Any forward-looking statement made
+Added: by us speaks only as of the date on which it is made.
+Added: Factors or events that could cause our actual results to differ may emerge from
+Added: time to time, and it is not possible for us to predict all of them.
+Added: We undertake no obligation to publicly update any forward-looking
+Added: statement, whether as a result of new information, future developments or otherwise, except as may be required by law.
3 Quantitative and Qualitative Disclosures About Market Risk
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.