Welcome to our dedicated page for Sphere 3D SEC filings (Ticker: ANY), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Sphere 3D Corp. filings document a public Bitcoin mining issuer's material events, proxy matters, capital structure, governance, and Nasdaq listing status. Form 8-K disclosures cover shareholder voting results, warrant-inducement matters, executive employment agreements, material modifications to shareholder rights, and the completed 1-for-10 share consolidation of the company's common shares.
Proxy and material-event filings also describe executive compensation, equity awards, board and shareholder proposals, and listing-compliance matters, including Nasdaq minimum-bid-price compliance. These regulatory records tie Sphere 3D's corporate actions to its common-share structure, governance controls, financing activity, and operating and financial disclosures as a digital asset mining company.
Sphere 3D Corp. has a significant shareholder disclosure from Jialin Qu and the Togetsu Trust. Qu may be deemed to beneficially own 476,490 Common Shares, representing 6.2% of the outstanding class, based on 7,639,893 Common Shares outstanding as of June 19, 2026.
The position consists of 5,564 Common Shares held directly by Qu and 470,926 Common Shares held by the Togetsu Trust, over which Qu, as trustee, has voting and dispositive power. These shares were received in exchange for Qu’s shares of Cathedra Bitcoin Inc. in connection with its acquisition by Sphere 3D Corp. Qu states he has no pecuniary interest in the shares held by the Togetsu Trust, whose beneficiaries are his family members.
Sphere 3D Corp. is asking shareholders to approve three items at a special virtual-only meeting on August 24, 2026. The main proposal is a continuance of the company from the laws of Ontario to the laws of British Columbia under the Business Corporations Act (British Columbia), including adoption of new articles and elimination of several unused preferred share series (Series A–G), while retaining common shares and outstanding Series H and Series I preferred shares. This change is intended to provide greater flexibility in corporate affairs and capital structure and to support a future name change.
Shareholders are also asked to approve a name change to “DarkHorse Technologies Inc.” (or a similar or alternative name selected by the board) and to approve an adjournment mechanism allowing the meeting to be postponed to solicit additional proxies or establish quorum. The continuance and name change each require at least 66⅔% of votes cast; the adjournment proposal requires a simple majority. Quorum is at least two persons representing at least 33⅓% of the 7,641,767 common shares outstanding as of July 8, 2026. The board unanimously recommends voting FOR all three proposals.
Sphere 3D Corp. trustee Thomas Masiero reports beneficial ownership of 513,741 Common Shares, representing 6.70% of the class based on 7,639,893 Common Shares outstanding as of June 19, 2026. The total includes 4,636 shares held directly and holdings through three trusts: Kingdom First Trust (2,066), Thy Kingdom Trust (470,135) and Poimen Trust (36,904). Mr. Masiero is trustee with voting and dispositive power over the trust shares; the filing states he does not maintain a pecuniary interest in shares held by those trusts. The shares were received in exchange for Mr. Masiero's Cathedra Bitcoin Inc. shares following the completed acquisition by Sphere 3D Corp.
Sphere 3D Corp. is asking shareholders to approve a continuance from the Province of Ontario to British Columbia, a possible name change to "DarkHorse Technologies Inc.", and an adjournment authorization at a virtual special meeting on August 24, 2026 at 1:00 p.m. Eastern Time.
The Continuance Proposal and Name Change Proposal each require approval by at least 663/3% of votes cast; the Adjournment Proposal requires a simple majority. The record date for voting is July 8, 2026. The Board recommends a vote "FOR" all proposals.
Reppas Tiah Norton reported acquisition or exercise transactions in this Form 4 filing.
Sphere 3D Corp.'s Chief Accounting Officer, Reppas Tiah Norton, received an equity grant tied to the company’s common shares. The award covers 30,000 restricted stock units (RSUs), each representing a contingent right to receive one common share, granted on June 8, 2026 under the company’s equity plan.
The RSUs vest in four equal installments on December 1, 2026, June 1, 2027, December 1, 2027 and June 1, 2028, with full acceleration possible upon a defined Vesting Event such as a qualifying change in control or dissolution. After this grant, Norton holds 78,236 common shares directly.
Kalbfleisch Kurt L. reported acquisition or exercise transactions in this Form 4 filing.
Sphere 3D Corp. reported that Chief Financial Officer Kurt L. Kalbfleisch received a grant of 250,000 restricted stock units, each representing one common share. These RSUs were granted under the company’s equity plan and will vest in four equal installments from December 1, 2026 through June 1, 2028, with full acceleration possible upon a defined Vesting Event. Following this award, he holds 425,815 common shares directly, and Form 4 also notes indirect holdings of 215 common shares held by a son and 215 common shares held by a daughter.
Hanley Timothy P. reported acquisition or exercise transactions in this Form 4 filing.
Sphere 3D Corp. director Timothy P. Hanley received an equity grant of 50,000 restricted stock units (RSUs). Each RSU represents a contingent right to receive one common share under the company’s equity plan. The RSUs were granted on June 8, 2026 and will vest in full on June 1, 2027.
The award is subject to full acceleration upon a defined Vesting Event, which includes certain change in control situations or a dissolution, liquidation, or wind-up of Sphere 3D Corp. Following this grant, Hanley’s reported direct holdings are 82,601 common shares.
Gates Nicholas Ray reported acquisition or exercise transactions in this Form 4 filing.
Sphere 3D Corp. director Nicholas Ray Gates received a grant of 50,000 restricted stock units (RSUs). Each RSU represents the right to receive one common share. The grant was made on June 8, 2026 under the company’s equity plan and is compensation, not an open-market purchase.
The RSUs will vest in full on June 1, 2027, with full acceleration if a defined Vesting Event occurs, such as certain change in control situations or a dissolution, liquidation, or wind-up of the company. After this award, Gates is reported as holding 56,555 common shares.
Sphere 3D Corp. director Marcus E. Dent reported an award of 50,000 restricted stock units (RSUs), each representing a contingent right to receive one common share. The grant, made on June 8, 2026 under the company’s equity plan, is a compensation-related acquisition rather than an open-market purchase.
The RSUs will vest in full on June 1, 2027, with potential full acceleration if a defined Vesting Event occurs, such as a qualifying change in control or a dissolution, liquidation or wind-up of the company. Following this grant, Dent’s reported direct holdings are 60,210 common shares.
Block Joel M reported acquisition or exercise transactions in this Form 4 filing.
Sphere 3D Corp. director and Chief Executive Officer Joel M. Block reported an equity compensation grant. He received 500,000 restricted stock units, each representing a contingent right to receive one common share, at a stated price of $0.00 per unit.
The RSUs vest in four equal installments on December 1, 2026, June 1, 2027, December 1, 2027 and June 1, 2028 under the company’s equity plan. Vesting is subject to continued service, with full acceleration if a defined Vesting Event occurs, such as certain change in control events or a dissolution, liquidation or wind-up of the company.
Following this award, Block directly holds 862,810 common shares. Because the grant is a stock-based award rather than an open-market purchase or sale, it functions as compensation and does not, by itself, signal a change in market sentiment.