1 unchanged sentence
Rule 10b5-1 Trading Arrangement
−Removed: During the three months ended March 31, 2026, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement ” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
−Removed: Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
−Removed: May 2026 Drawdown
−Removed: On May 13, 2026, the Company borrowed $15.0 million in cash (the “May 2026 Drawdown”) under the Master Loan Agreement, dated as of July 1, 2025 (the “Master Loan Agreement”), the entry of which was previously disclosed in the Current Report on Form 8-K filed on July 8, 2025.
−Removed: The May 2026 Drawdown was made pursuant to a Loan Term Confirmation, dated May 13, 2026 (the “Confirmation”), between the Company and Coinbase Credit, Inc.
−Removed: The May 2026 Drawdown bears a 7% loan fee per annum, paid monthly, with no scheduled maturity date.
−Removed: The Company’s obligations under the May 2026 Drawdown are secured by a first-priority security interest in bitcoin collateral at a required collateral-coverage ratio of 156.25% of the outstanding principal amount, which equates to approximately 272 bitcoin.
−Removed: The Company has elected to over-collateralize the May 2026 Drawdown by pledging 300 bitcoin, which exceeds the minimum collateral required under the Confirmation.
−Removed: Except as set forth herein, the May 2026 Drawdown is subject to the terms and conditions of the Master Loan Agreement, previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 8, 2025.
−Removed: After giving effect to the May 2026 Drawdown and the previously outstanding $5.0 million advance under the facility, no portion of the credit facility established by the Master Loan Agreement remains available.
−Removed: Item 5.02 Departure of Directors or Certain Officers;
−Removed: Election of Directors;
−Removed: Appointment of Certain Officers;
−Removed: Compensatory Arrangements of Certain Officers.
−Removed: On May 13, 2026, the Compensation Committee of the Board of Directors approved an increase in the base salary of William Walker, the Company’s Chief Technology Officer, from $265,000 to $330,000 per year, representing an increase of approximately 24.5%.
−Removed: Item 8.01 Other Events.
−Removed: On May 13, 2026, the Company and Michael Mo, the Company’s Chief Executive Officer and holder of all issued and outstanding shares of Series A Preferred Stock, entered into an agreement to memorialize the parties’ intent that the Board reserves the right to revoke, rescind, transfer, or otherwise cancel the issued shares in the event Mr.
−Removed: Mo is removed from, or resigns from, all positions with the Company.
−Removed: All other provisions of the Series A Preferred Stock remain in effect without modification.
+Added: During the three months ended June 30, 2026, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement ” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
EXHIBITS, FINANCIAL STATEMENT SCHEDULES
−Removed: Certification pursuant to 18 U.S.C.
−Removed: Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
−Removed: Certification pursuant to 18 U.S.C.
−Removed: Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
+Added: Certification of the Principal Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
+Added: Certification of the Principal Financial and Accounting Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
Certification pursuant to 18 U.S.C.
10 unchanged sentences
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this quarterly report to be signed on its behalf by the undersigned hereunto duly authorized.
+Added: August 13, 2026
/s/ Michael Mo
1 unchanged sentence
(Principal Executive Officer)
−Removed: /s/ Shawn Canter
+Added: August 13, 2026
+Added: /s/ Michael Kimel
+Added: Michael Kimel
Chief Financial Officer
1 unchanged sentence
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.