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.
Sphere 3D Corp. has completed its stock-for-stock acquisition of Cathedra Bitcoin Inc., making Cathedra a wholly owned subsidiary and creating a combined data infrastructure platform with 53 megawatts of operating capacity and a pipeline of more than 100 megawatts of potential expansion.
Cathedra securityholders received Sphere common shares, new non-voting Series I Preferred Shares, replacement RSUs and warrants, all issued under a court-approved exemption. Sphere established the Series I Preferred Shares with 8% payment-in-kind dividends for three years and staged conversion rights, subject to Nasdaq share caps and protections.
Leadership was reshaped as Joel Block became Chief Executive Officer and joined the board, while former CEO Kurt Kalbfleisch remains Chief Financial Officer and director. New voting agreements align key holders with board recommendations for 24 months, and indemnity agreements were granted to all directors and officers.
The filing also presents Cathedra’s audited IFRS financials, showing 2025 revenue of $21.2 million and a net loss of $9.7 million, with auditors highlighting substantial doubt about Cathedra’s standalone ability to continue as a going concern before the combination.
Sphere 3D Corp. CFO and director Kurt L. Kalbfleisch reported compensation-related share activity on June 1, 2026. He exercised 159,375 Restricted Stock Units (RSUs), receiving the same number of common shares.
To cover exercise price and tax obligations, 7,000 shares were delivered at $4.1473 per share and 50,000 shares at $3.0599 per share, both coded as tax-withholding dispositions rather than open-market sales. One entry shows his direct common share holdings at 175,815 shares following a tax-withholding transaction. Separate holding entries list 215 common shares held indirectly through his son and 215 common shares held indirectly through his daughter.
Sphere 3D Corp.’s Chief Accounting Officer, Reppas Tiah Norton, reported compensation-related equity activity involving restricted stock units (RSUs) and associated tax withholding.
Norton exercised 56,250 RSUs into common shares at a stated price of $0.00 per share. Separate entries show dispositions totaling 20,398 common shares delivered to satisfy the issuer’s tax withholding obligations tied to vested RSUs, rather than open‑market sales.
After the vesting event, Norton continues to hold RSU awards covering 33,750 restricted stock units, with 1,250 units vesting quarterly from September 1, 2026 through March 1, 2027, and 5,000 units vesting quarterly from September 1, 2026 through December 1, 2027.