Canton Strategic Holdings, Inc.
For the period ended Mar 31, 2026. Filed May 13, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 13, 2026
CNTN$2.06+6.7%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-12.
0001493152-25-021991
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-13.
0001493152-26-022629
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 93 previous paragraphs and 67 current paragraphs.
27 unchanged; 14 reworded; 26 added; 51 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 6 previous and 3 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (26)
Current report
During the year ended December 31, 2025, we began a strategic shift in our business to prioritize digital asset treasury management and investment in the digital asset ecosystem, specifically the Canton Network. From 2022 through late 2025, we primarily operated as a biotechnology company developing therapeutic candidates in inflammatory and immunologic conditions. In November 2025, we undertook a strategic shift to prioritize a disciplined digital asset treasury strategy.
Current report
In connection with this shift, in November 2025 we completed a private placement offering, strengthening our liquidity and supporting our digital asset treasury strategy. Concurrently, we entered into an at-the-market equity program through a shelf registration statement. In January 2026, we completed a registered direct offering of common stock and pre-funded warrants, further strengthening our capital position.
Current report
Our digital asset treasury strategy is centered on acquiring, holding and deploying CC and supporting the Canton Network through validator operations, application support and ecosystem participation.
Current report
We have not recognized revenue since inception or for the three months ended March 31, 2026 and 2025.
Current report
Research and Development Expenses
Current report
General and Administrative Expenses
Current report
Interest Income
Current report
Unrealized Loss from Digital Asset Holdings
Current report
The unrealized gain (loss) from digital assets holdings represents the change in fair value of our digital assets. We use a USD/CC reference price from a crypto market data provider for purposes of periodic fair value remeasurement.
Current report
Comparison of the Three Months Ended March 31, 2026 and 2025
Current report
The following table sets forth key components of our results of operations for the three months ended March 31, 2026 and 2025.
Current report
Research and Development Expenses
Current report
Research and development expenses decreased by $0.3 million, or 55%, to $0.3 million for the three months ended March 31, 2026 from $0.6 million for three months ended March 31, 2025. The decrease was driven by less research and development activity in our programs.
Current report
General and Administrative Expenses
Current report
General and administrative expenses increased by $34.6 million, or 1174%, to $36.6 million for the three months ended March 31, 2026 from $2.0 million for the three months ended March 31, 2025. The digital asset treasury strategy drove the increased general and administrative expense. The change in general and administrative expenses was primarily due to increases of (i) $32.1 million in stock based compensation (see Note 5 to the condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q), (ii) $0.8 million in compensation expenses including accrued bonuses, (iii) $0.8 million in legal and other professional services (iv) $0.2 million in insurance expenses.
Current report
Interest Income
Current report
Interest income increased by approximately $0.3 million, or 2268%, to $0.3 million for the three months ended March 31, 2026 from $0.01 million for the three months ended March 31, 2025. The increase in interest income was due to the increase in investible cash and equivalents.
Current report
Unrealized Loss from Digital Assets Holdings
Current report
We recorded an unrealized loss from digital assets holdings of $15.0 million for the three months ended March 31, 2026. We did not have any loss (or gain) from digital asset holdings for the three months ended March 31, 2025. We did not own digital assets prior to the Cryptocurrency Offering in November 2025. The current period unrealized loss is a result of the reference price of CC as of March 31, 2026 being less than the weighted average cost of our CC holdings. See Note 3 to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional information about our digital assets holdings
Current report
On November 3, 2025, we raised net proceeds of over $537 million through a private placement offering, and on January 21, 2026 we raised approximately $53 million in a registered direct offering and have raised approximately $35 million year to date pursuant to the 2025 ATM Agreement and March 2026 ATM Agreement. We believe we have sufficient liquidity to fund anticipated cash requirements for operations and working capital purposes through at least March 2027.
Current report
Cash Flows from Investing Activities
Current report
Cash used in investing activities for the three months ended March 31, 2026 was $54.8 million, representing the purchase of digital assets. There were no cash flows from investing activities during the three months ended March 31, 2025.
Current report
Digital Assets
Current report
We account for digital assets, which are comprised of CC, as indefinite-lived intangible assets in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 350-60,Intangibles—Goodwill and Other-Crypto Assets. Our digital assets are initially recorded at cost. Subsequently, they are measured at fair value with the gain or loss associated with remeasurement of the digital assets recognized in net income (loss) during each reporting period. Upon disposal of a digital asset (e.g., by sale, exchange or transfer), we derecognize the asset and recognize a realized gain or loss in net income, calculated as the difference between the sale proceeds and the asset’s carrying amount.
Current report
The fair value of the digital assets is determined based on the quoted price in its principal market at the time of measurement. We determine its principal market as the market that it has access to and has the greatest volume and level or orderly transactions in accordance with FASB ASC 820,Fair Value Measurement. We track the cost of its digital assets using the first-in-first-out (FIFO) method.
Current report
See Note 2 to our consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.
Removed paragraphs (51)
Previous report
Tharimmune is a clinical-stage biotechnology company developing therapeutic candidates in immunology and inflammation conditions with high unmet need. On November 3, 2023, we entered into a patent license agreement (the “Avior License Agreement”) with Avior Inc. d/b/a Avior Bio, LLC (“Avior”) pursuant to which we received an exclusive sublicensable right and license to Licensed Patent Rights and Licensed Technology to, among other things, Develop, have Developed, make, have made, use, sell, import, export and commercialize TH104 and TH103 and to practice the Licensed Technology in connection with the foregoing, throughout the world (each as defined in the Avior License Agreement). In February 2023, the U.S. Food and Drug Administration (“FDA”) approved an investigational new drug (“IND”) application for TH104. TH104 has a dual mechanism of action by affecting multiple receptors, known to suppress chronic, debilitating pruritus or “uncontrollable itching.” With respect to TH104, we originally intended to first seek approval for the treatment of moderate-to-severe chronic pruritus in patients with primary biliary cholangitis (“PBC”), an orphan rare form of liver disease with no known cure in which more than 70% of patients suffer from debilitating chronic pruritic. In March 2025, we engaged and received positive feedback from the FDA regarding the additional proposed indication of temporary prophylaxis of respiratory and/or nervous system depression in military personnel and chemical incident responders entering an area contaminated with high-potency opioids (“PrHPO”), for which we submitted a Pre-Investigational New Drug Application (“PIND”). With respect to our PIND for this additional proposed indication for TH104, the Company received positive feedback from the FDA regarding a regulatory pathway that will allow the Company to submit a 505(b)(2) New Drug Application (“NDA”) for TH104. The FDA advised that we will need to perform additional nonclinical studies (*i.e.,*in vitro toxicology studies), but the FDA confirmed that it does not believe any additional clinical trials will be required to define the prophylactic dosing window prior to IND or NDA submission for this indication, which we expect will be the lead program for the Company. The Company intends to pursue the pruritus in PBC indication subsequent to the nearer term opportunity of filing an NDA for PrHPO. The Company intends to conduct a capital efficient strategy to file an NDA for PrHPO, which involves actively progressing its Chemistry, Manufacturing, and Controls (“CMC”) plan to meet the stringent requirements for filing an NDA with the FDA. This comprehensive plan encompasses all aspects of the manufacturing process, quality control measures, and product stability to ensure the consistent production of a high-quality buccal film formulation known as TH104.
Previous report
On September 11, 2024, we entered into a Patent License Agreement (the “Intract Agreement”) with Intract Pharma Limited (“Intract”), pursuant to which, we exclusively licensed INT-023/TH023, an oral anti-Tumor Necrosis Factor-alpha (TNF-α) monoclonal antibody infliximab. Infliximab is a purified, recombinant DNA-derived chimeric IgG monoclonal antibody protein that contains both murine and human components that inhibit tumor TNF-α. Under the terms of the Intract Agreement, we licensed global development and commercialization rights (outside of South Korea) to Intract’s Soteria® and Phloral® delivery platform along with an existing supply agreement for infliximab to be used in the oral product development program.
Previous report
We are also developing an early-stage pipeline of novel therapeutic candidates targeting validated high value immuno-oncology (“IO”) targets including human epidermal growth factor (“EGF”) receptor 2 (“HER2”), human EGF receptor 3 (“HER3”) and programmed cell death protein 1 (“PD-1”). We are developing antibodies including bispecific antibodies, antibody drug conjugates and small molecular weight bovine-derived “knob” domains which have the potential to target and bind more tightly to “undruggable” epitopes better than full sized antibodies. We are advancing HS1940, a bispecific biologic against both PD-1 and vascular endothelial growth receptor (“VEGF”) antibody which targets both receptors. In addition, we have completed initial pre-clinical in-vitro testing for HS3215, a HER2/HER3 bispecific antibody.
Previous report
Recent Developments
Previous report
Warrant Amendments
Previous report
In October 2025, the exercise and expiration dates for the June Series A and B Warrants, the July 2025 PIPE Warrants, and the July 2025 Private Placement Warrants were amended to be immediately exercisable on October 1, 2025 with an expiration date of five and one-half years from the issuance date.
Previous report
Related Party
Previous report
In October 2025, we agreed to pay an early lump-sum payment of approximately $0.9 million in lieu of the remaining monthly installments of its consulting agreement with President Street Global. In addition, on October 1, 2025, we entered into an advisory agreement with President Street Global for a period of six months, with monthly payments of $150,000.
Previous report
Compensatory Arrangements
Previous report
In October 2025, the compensation committee of the Board approved cash bonuses to our employees of approximately $1.0 million. In connection with the Cash Offering and Cryptocurrency Offering (the “Offerings”), the Board approved cash bonus to Vincent LoPriore, Chairman, of $2.05 million, Sireesh Appajosyula, CEO of Gravitas Life Sciences, of $1.9 million and other non-executive employees combined bonuses of $2.05 million.
Previous report
In connection with the Offerings, on November 6, 2025, Nancy Davis and Sanam Parikh resigned as members of the board of directors. Mark Wendland was appointed as Chief Executive Officer and director of the Board of Tharimmune and Sireesh Appajosyula, former Chief Executive Officer was appointed Chief Executive Officer of Tharimmune’s subsidiary, Gravitas Life Sciences, formerly known as Hillstream Oncology, Inc. Mark Toomey was appointed as President of Tharimmune.
Previous report
We entered into an employment agreement with Mr. Wendland to receive (i) an annual base salary of $500,000, subject to review and adjustment by the Board from time to time, (ii) a one-time sign-on bonus of $150,000, (iii) eligibility for an annual performance-based cash bonus of at least $125,000 for 2025 and equal to $500,000 plus an additional amount as determined by the Board for 2026 and for calendar years after 2026, an amount determined by the Board, in each case subject to continuous employment with the Company. Mr. Wendland will be eligible to receive time-based and performance-based restricted sock units equal to 1% of our common stock on a fully diluted basis, subject to Board approval.
Previous report
We entered into an employment agreement with Mr. Toomey to receive (i) an annual base salary of $500,000, subject to review and adjustment by the Board from time to time, (ii) a one-time sign-on bonus of $150,000, (iii) eligibility for an annual performance-based cash bonus of at least $125,000 for 2025 and at least $500,000 for 2026 and for calendar years after 2026, an amount determined by the Board, in each case subject to continuous employment with the Company. Mr. Toomey will be eligible to receive time-based and performance-based restricted sock units equal to 0.9% of our common stock on a fully diluted basis, subject to Board approval.
Previous report
See Note 8 – Subsequent Events for additional details.
Previous report
Securities Purchase Agreements
Previous report
On November 3, 2025, we entered into securities purchase agreements (the “Cash Securities Purchase Agreements”) with certain accredited investors (the “Cash Purchasers”) pursuant to which we agreed to sell and issue to the Cash Purchasers in a private placement offering (the “Cash Offering”) an aggregate of 25,966,048 shares of common stock of the Company (the “Cash Shares”), par value $0.0001 per share (“Common Stock”) and/or pre-funded warrants (the “Cash Pre-Funded Warrants”) to purchase 6,351,021 shares of Common Stock (the “Cash Pre-Funded Warrant Shares”) at an offering price of $3.075 per share (the “Per Share Cash Purchase Price”) for gross proceeds of approximately $99.4 million. Each of the Cash Pre-Funded Warrants is immediately exercisable for one share of Common Stock subject to certain beneficial ownership limitations set forth therein.
Previous report
Additionally, on November 3, 2025, we entered into securities purchase agreements (the “Cryptocurrency Securities Purchase Agreements”) with certain accredited investors (the “Cryptocurrency Purchasers”) pursuant to which we agreed to sell in a private placement (the “Cryptocurrency Offering”) pre-funded warrants (the “Cryptocurrency Pre-Funded Warrants”) to purchase 145,105,094 shares of Common Stock at an offering price of $3.075 less $0.0001 per shares for gross proceeds in Canton Coin of approximately $446.2 million. The Cryptocurrency Purchasers will tender Canton Coin (“CC”) to us as consideration for the Cryptocurrency Pre-Funded Warrants. The exercise of the Cryptocurrency Pre-Funded Warrants into Common Stock is subject to shareholder approval (“Shareholder Approval”) and such warrants will not be exercisable until such Shareholder Approval is received.
Previous report
Strategic Advisor Agreement
Previous report
Contemporaneously with the sale of the securities in the Cash Offering ad the Cryptocurrency Offering, we will issue to certain strategic advisors warrants to purchase shares of Common Stock (the “Strategic Advisor Warrants”) equal to 5% of the aggregate number of shares of Common Stock on a fully diluted basis (including all outstanding hares of Common Stock, and shares of Common Stock issuable pursuant to outstanding options, warrants and other convertible securities) sold in such offering at an exercise price of $0.001 per share. The Strategic Advisor Warrants will first become vested and exercisable on the later of (i) the effectiveness of registration statement registering the issuance of the shares underlying the Strategic Advisor Warrants or (ii) the effective date of the Shareholder Approval.
Previous report
We believe that the Canton Network’s blockchain technology is transforming the future of global finance, connecting some of the world’s most trusted institutions on a single, secure, and interoperable blockchain. With trillions in assets on the chain and the support of leading institutions, the Canton Network delivers real-world performance, privacy, and atomic settlements. Our strategic digital asset reserve of Canton Coin (“CC”), a utility token used to support interoperability and settlement across the Canton Network, reflects our conviction in the potential of the Canton Network to drive efficiency, transparency, and resiliency in global markets.
Previous report
Canton Network is a public, permissionless blockchain with privacy proven to work at institutional scale. Unlike traditional public blockchains, Canton operates as a “network of networks,” where independently governed applications interoperate securely through decentralized public infrastructure called the Global Synchronizer. Major institutions, fintechs and a fast-growing builder community create applications on Canton to transact and synchronize assets and data atomically, 24/7, with highly configurable privacy. Today, applications running on Canton enable cross-market settlement and asset mobility without compromising confidentiality and process more than $6 trillion in tokenized real-world assets, including over $350 billion in daily U.S. Treasury repo. The Global Synchronizer is independently stewarded by the neutral Canton Foundation, which facilitates open governance, covering protocol oversight and improvement proposals.
Previous report
Canton’s protocol implements ‘proof-of-stakeholder’ validation which, unlike traditional proof-of-stake networks, ensures that only the parties to a transaction can see and validate it. The Global Synchronizer uses Byzantine Fault Tolerant consensus to time-order cross-application transactions, keep participants in sync and prevent conflicts. It doesn’t replicate and broadcast all data globally; it coordinates proofs between participants, ensuring everyone reaches the same outcome, while always preserving privacy. CC is the native utility token of the network, used to pay traffic fees for the Global Synchronizer, and to reward those who contribute measurable utility to the ecosystem. Every coin in circulation is earned through network participation only. Such participation includes participation as application providers building high utility apps, users driving activity and infrastructure operators. CC’s fair-launch and incentive alignment across the network anchors the token in real-world transactions and utility over speculation.
Previous report
CC supply follows a declining issuance curve designed to reward early contributors while trending toward long-term sustainability. CC issuance started high to bootstrap participation and app development, then halves periodically (with the next halving in January 2026) to balance inflation and burn. The share of new CC issuances is now shifting from favoring Super Validators (those who operate network infrastructure) to applications and users. Unlike other networks, two-thirds of total supply over the first 10 years is available as rewards for app providers and users, with a third to Super Validators.
Previous report
CC follows a burn-and-mint equilibrium model that ties supply to verified network activity rather than fixed inflation or pre-minted reserves. It provides a dynamic balance between fixed, dollar-denominated fees, and a floating CC market price against a known issuance curve. Fees are fixed in $ terms, with users paying a set $ / MB for transactions that use the Global Synchronizer. The quantity of CC burned depends on market price: Users pay for network fees by burning the $USD equivalent of CC amount at the onchain conversion rate. If the price is too high relative to onchain activity, then mint exceeds burn (net inflation), creating downward pressure on price. If price is too low relative to activity, then burn exceeds mint (net deflation), creating upward pressure on price. Over time, the system seeks an equilibrium where long-run net supply change approaches zero. Because equilibrium can occur at different price/ activity combinations, the ultimate total CC supply is not predetermined. This mechanism ensures that Canton’s token economy remains sustainable and utility-aligned, with disciplined supply growth tied directly to real network activity.
Previous report
Our Canton digital asset strategy was adopted by us as part of our broader strategy to enhance our platform with capital efficiency, to diversify treasury management practices, and engage with emerging financial technologies. In addition, we intend to execute a diverse strategy that, along with CC acquisition via capital markets activities, includes generation of CC rewards by applying to be a Super Validator and investing in the development of applications on the Canton Network that drive institutional utility, scalability and adoption across capital markets.
Previous report
Our adoption of a digital asset treasury strategy is not expected to materially alter our day-to-day operations, which remain focused on developing a portfolio of therapeutic candidates for inflammation and immunology. The strategy is designed to supplement our capital allocation framework by integrating a forward-looking, technology-driven approach to treasury management. Over time, participation in the Canton Network may offer strategic advantages for product development and global expansion.
Previous report
We did not recognize revenues for the three and nine months ended September 30, 2025 and 2024.
Previous report
We have incurred research and development expenses related to the development of HSB-1216, which has been deprioritized. We expect that our research and development expenses will increase as we plan for and commence our clinical trials of HS1940 and HS3215.
Previous report
Deferred Offering Costs
Previous report
Deferred offering costs consisted of legal, accounting, printing, and filing fees that were capitalized and offset against the proceeds from our securities offerings. At September 30, 2025, deferred offering costs of approximately $92,000 representing professional services incurred related to the At the Market Offering Agreement (the “ATM Agreement”), through which the Company may sell, from time to time through the applicable sales manager, shares of common stock in one or more offerings up to a total dollar amount of $1.65 million, were written off as the ATM Agreement was terminated effective August 31, 2025. See Notes 2 and 4 to the condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.
Previous report
Three Months Ended September 30, 2025 Compared to the Three Months Ended September 30, 2024
Previous report
The table below summarizes by program our research and development expenses for the periods presented:
Previous report
Research and development expenses decreased by approximately $2.0 million, or 88%, to approximately $0.3 million for the three months ended September 30, 2025 from approximately $2.3 million for three months ended September 30, 2024. The decrease was primarily the result of a decrease in pre-clinical vendor expenses of approximately $0.2 million, license fees of approximately $1.4 million, and clinical trials of approximately $0.4 million.
Previous report
General and administrative expenses increased by $0.2 million, or 15%, to $1.8 million for the three months ended September 30, 2025 from $1.6 million for the three months ended September 30, 2024. The change in general and administrative expenses was primarily due to an increase in general and administrative personnel and non-cash stock compensation expense.
Previous report
Interest income decreased by approximately $71,000, or 98%, to $1,388 for the three months ended September 30, 2025 from $72,728 for the three months ended September 30, 2024. The decrease in interest income was primarily due to the decrease in cash from September 2024 and a decrease in interest rates.
Previous report
Nine Months Ended September 30, 2025 Compared to the Nine Months Ended September 30, 2024
Previous report
The table below summarizes by program our research and development expenses for the periods presented:
Previous report
Research and development expenses decreased by $2.9 million, or 67%, to $1.4 million for the nine months ended September 30, 2025 from $4.3 million for nine months ended September 30, 2024. The decrease was primarily the result of a decrease in pre-clinical vendor expenses of approximately $0.7 million, license fees of approximately $1.8 million, and clinical trials of approximately $0.6 million, offset by an increase in stock-based compensation of less than $0.2 million.
Previous report
General and administrative expenses increased by $0.8 million, or 19%, to $5.1 million for the nine months ended September 30, 2025 from $4.3 million for the nine months ended September 30, 2024. The change in general and administrative expenses was primarily due to increases of approximately $0.6 million in non-cash stock compensation expense, approximately $0.2 million in investor relations, and approximately $0.3 million in general corporate expenses. The increases were offset by approximately $0.2 million in decreases in personnel expense and approximately $0.1 million in professional fees.
Previous report
Interest Expense
Showing the first 40 of 51 passages. Open the source sections for the rest.
Reworded paragraphs (14)
Previous wording
Throughout this Quarterly Report on Form 10-Q, references to “we,” “our,” “us,” the “Company,” or “Tharimmune,” refer to Tharimmune, Inc., individually, or as the context requires, collectively with its subsidiary.
Current wording
Throughout this Quarterly Report on Form 10-Q, references to “we,” “our,” “us,” the “Company,” or “Canton Strategic Holdings,” refer to Canton Strategic Holdings, Inc., individually, or as the context requires, collectively with its subsidiary.
Previous wording
See Note 2 to our condensed consolidated financial statements included elsewhere in this quarterly Report on Form 10-Q.
Current wording
Our results of operations for the three months ended March 31, 2026 reflect our two reportable segments: legacy biotechnology operations, and our digital asset treasury strategy initiated in November 2025. See Note 9 to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional segment financial performance information.
Previous wording
We cannot determine with certainty the duration and costs of future clinical trials of our product candidates, HS1940 and HS3215, or any other product candidates we may develop or if, when or to what extent we will generate revenue from the commercialization and sale of any of our product candidates for which we obtain marketing approval. We may never succeed in obtaining marketing approval for any of our product candidates. The duration, costs and timing of clinical trials and development of our current and future product candidates will depend on a variety of factors, including:
Current wording
We cannot determine with certainty the duration and costs of future clinical trials of our product candidates or any other product candidates we may develop or if, when or to what extent we will generate revenue from the commercialization and sale of any of our product candidates for which we obtain marketing approval. We may never succeed in obtaining marketing approval for any of our product candidates. The duration, costs and timing of clinical trials and development of our current and future product candidates will depend on a variety of factors, including:
Previous wording
General and administrative expenses consist primarily of compensation and consulting related expenses, including stock-based compensation for our general and administrative personnel. General and administrative expenses also include professional fees and other corporate expenses, including legal fees relating to corporate matters; professional fees for accounting, auditing, tax, and consulting services; insurance costs; travel expenses and other operating costs that are not specifically attributable to research activities.
Current wording
General and administrative expenses consist primarily of compensation and consulting related expenses, including stock-based compensation for our general and administrative personnel. General and administrative expenses also include professional fees and other corporate expenses, including legal fees relating to corporate matters; professional fees for accounting, auditing, tax, and consulting services; insurance costs; travel expenses and other operating costs that are not specifically attributable to research activities. General and administrative expenses also include expenses related to our canton-centric digital asset treasury strategy.
Previous wording
We expect that our general and administrative expenses will increase in the future as we increase our personnel headcount to support our continued research activities and development of our product candidates. We also incur expenses associated with being a public company, including expenses related to compliance with the rules and regulations of the SEC and Nasdaq, directors and officers insurance expenses, corporate governance expenses, investor relations activities and other administrative and professional services.
Current wording
We expect that our general and administrative expenses will increase in the future as we increase our personnel headcount to support our digital asset treasury strategy and continued research activities and development of our product candidates. We also incur expenses associated with being a public company, including expenses related to compliance with the rules and regulations of the SEC and Nasdaq, directors and officers insurance expenses, corporate governance expenses, investor relations activities and other administrative and professional services.
Previous wording
Interest expense increased by approximately $7,000, or 221%, to $9,648 for the three months ended September 30, 2025 from $3,009 for the three months ended September 30, 2024. The increase in interest expense was primarily related to the director and officer insurance premium financing liability as well as a note payable related to a legal fees settlement.
Current wording
Interest expense decreased by $8,471, or 100%, to $0 for the three months ended March 31, 2025 from $8,471 for the three months ended March 31, 2025. The interest expense incurred in 2025 was primarily related to a director and officer insurance premium financing liability as well as a note payable. We have paid such obligations in full as of December 31, 2025 and did not incur any interest expense for the three months ended March 31, 2026.
Previous wording
Cash Flow Activities for the Nine Months Ended September 30, 2025 and 2024
Current wording
Cash Flow Activities for the Three Months Ended March 31, 2026 and 2025
Previous wording
Cash used in operating activities for the nine months ended September 30, 2024 was $7.9 million, which consisted of net loss of $8.4 million and an increase in prepaid and other current assets of $0.4 million, offset by a decrease in operating liabilities of $0.3 million, and non-cash stock-based compensation of $0.5 million.
Current wording
Cash used in operating activities for the three months ended March 31, 2026 was $7.6 million which consisted of net loss of $47.3 million, adjusted for non-cash stock-based compensation of approximately $32.3 million, unrealized loss from digital asset holdings of approximately $15.0 million, a decrease of $4.2 million for deferred tax benefit, and a net decrease in operating assets and liabilities of approximately $3.3 million.
Previous wording
Cash used in operating activities for the nine months ended September 30, 2025 was $5.7 million, which consisted of net loss of $6.5 million and net changes in operating assets and liabilities of approximately $0.5 million, partially offset by non-cash stock-based compensation of approximately $1.3 million.
Current wording
Cash used in operating activities for the three months ended March 31, 2025 was $2.7 million which consisted of net loss of $2.5 million, and a net decrease in operating assets and liabilities of approximately $0.4 million partially offset by non-cash stock-based compensation of approximately $0.2 million.
Previous wording
Cash provided by financing activities for the nine months ended September 30, 2025 was $9.7 million. The net increase in financing activities was due to gross proceeds from the June 2025 and July 2025 PIPE Offerings of $3.7 million, and from the July 2025 and August 2025 Direct Offerings of $7.1 million, proceeds from ATM offerings of $0.3 million, and insurance premium financing liability of $0.3 million, offset by payments of deferred offering costs of $1.2 million, repayments of insurance premium financing liability of $0.3 million, and repayments of a note payable of $0.2 million.
Current wording
Cash provided by financing activities for the three months ended March 31, 2026 was $87.0 million. The net increase in financing activities was due to proceeds from the January 2026 Offering of $54.9 million, proceeds from the 2025 ATM Agreement and March 2026 ATM Agreement offerings of $35.5 million, proceeds from the exercise of warrants of less than $0.1 million. These increases were offset by payments of issuance costs of $3.6 million.
Previous wording
Cash provided by financing activities for the nine months ended September 30, 2024 was $1.7 million. The net increase in financing activities was due to proceeds from the June 2024 PIPE Offering of $2.1 million and insurance premium financing liability of $0.4 million, offset by payments of deferred offering costs of $0.5 million and repayments of insurance premium financing liability of $0.3 million.
Current wording
Cash provided by financing activities for the three months ended March 31, 2025 was $0.2 million. The net increase in financing activities was due to proceeds from the insurance premium financing liability of $0.3 offset by payments of the insurance premium financing liability of $0.1 million and repayments of the note payable of less than $0.1 million.
Previous wording
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Management bases its estimates on historical experience and on assumptions believed to be reasonable under the circumstances. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes, and management must select an amount that falls within that range of reasonable estimates. Estimates are used in the following areas, among others: research and development expense recognition, stock-based compensation, allowances of deferred tax assets, and cash flow assumptions regarding going concern considerations. Although management believes the estimates that have been used are reasonable, actual results could vary from the estimates that were used.
Current wording
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Management bases its estimates on historical experience and on assumptions believed to be reasonable under the circumstances. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes, and management must select an amount that falls within that range of reasonable estimates. We consider the following areas to be our critical accounting estimate: fair value of digital assets, research and development expense recognition, stock-based compensation, allowances of deferred tax assets, and cash flow assumptions regarding going concern considerations. Although management believes the estimates that have been used are reasonable, actual results could vary from the estimates that were used.
Previous wording
We recognize compensation costs resulting from the issuance of stock-based awards to employees, non-employees and directors as an expense in the condensed consolidated statements of operations over the requisite service period based on a measurement of fair value for each stock-based award. The fair value of each option grant to employees, non-employees and directors is estimated as of the date of grant using the Black-Scholes option-pricing model, net of actual forfeitures. The fair value is amortized as compensation cost on a straight-line basis over the requisite service period of the awards, which is generally the vesting period.
Current wording
We recognize compensation costs resulting from the issuance of stock-based awards to employees, non-employees and directors as an expense in the consolidated statements of operations over the requisite service period based on a measurement of fair value for each stock-based award. The fair value of each option grant to employees, non-employees and directors is estimated as of the date of grant using the Black-Scholes option-pricing model, net of actual forfeitures. The fair value is amortized as compensation cost on a straight-line basis over the requisite service period of the awards, which is generally the vesting period.
Previous wording
Subject to certain conditions set forth in the JOBS Act, as an “emerging growth company,” we intend to rely on certain of these exemptions, including, without limitation, (i) providing an auditor’s attestation report on our internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act of 2002, as amended, and (ii) complying with the requirement adopted by the Public Company Accounting Oversight Board regarding the communication of critical audit matters in the auditor’s report on financial statements. We will remain an “emerging growth company” until the earliest of (i) the last day of the fiscal year in which we have total annual gross revenues of $1.235 billion or more; (ii) the last day of our fiscal year following the fifth anniversary of the date of the completion of our initial public offering; (iii) the date on which we have issued more than $1 billion in nonconvertible debt during the previous three years; or (iv) the date on which we are deemed to be a large accelerated filer under the rules of the SEC.
Current wording
Subject to certain conditions set forth in the JOBS Act, as an “emerging growth company,” we intend to rely on certain of these exemptions, including, without limitation, (i) providing an auditor’s attestation report on our internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act of 2002, as amended, and (ii) complying with the requirement adopted by the Public Company Accounting Oversight Board regarding the communication of critical audit matters in the auditor’s report on financial statements. We will remain an “emerging growth company” until the earliest of (i) the last day of the fiscal year in which we have total annual gross revenues of $1.235 billion or more; (ii) the last day of our fiscal year following the fifth anniversary of the date of the completion of our IPO; (iii) the date on which we have issued more than $1 billion in nonconvertible debt during the previous three years; or (iv) the date on which we are deemed to be a large accelerated filer under the rules of the SEC.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Canton-centric Digital Asset Treasury Strategy