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.
Kalbfleisch Kurt L. reported acquisition or exercise transactions in this Form 4 filing.
Sphere 3D Corp. reported that CEO and CFO Kurt L. Kalbfleisch received a grant of 150,000 Restricted Stock Units (RSUs) on March 4, 2026. Each RSU represents a contingent right to receive one share of Sphere 3D common stock.
After this award, Kalbfleisch holds 247,655 RSUs, which include three earlier grants with specified vesting schedules: 2,343 shares with remaining vesting on March 31, 2026; 39,062 shares vesting quarterly until December 31, 2026; and 56,250 shares vesting quarterly until June 1, 2027.
The RSU amounts have been adjusted to reflect Sphere 3D’s 1-for-10 reverse stock split that became effective on February 9, 2026.
Reppas Tiah Norton reported acquisition or exercise transactions in this Form 4 filing.
Sphere 3D Corp. reported that its Chief Accounting Officer, Tiah Norton Reppas, received a grant of 50,000 Restricted Stock Units (RSUs) on March 4, 2026. Each RSU represents a contingent right to receive one share of Sphere 3D common stock.
After this award, the officer directly holds 106,250 RSUs, reflecting this and prior grants. Footnote disclosure explains that earlier RSU awards totaling 6,250 and 50,000 underlying shares vest in quarterly installments into 2027 and were adjusted for a 1-for-10 reverse stock split effective February 9, 2026.
Sphere 3D Corp. reported that it has regained compliance with Nasdaq’s minimum bid-price requirement for continued listing on the Nasdaq Capital Market. The rule requires the company’s common shares to maintain a minimum bid price of $1.00 per share under Nasdaq Listing Rule 5550(a)(2).
Nasdaq notified Sphere 3D on February 26, 2026 that the company now meets this standard and that the prior listing deficiency matter is closed. This removes an overhang related to potential delisting risk from the exchange.
Sphere 3D Corp. has implemented a 1-for-10 reverse stock split of its common shares, effective February 9, 2026. Every ten previously issued shares have been combined into one share, with fractional positions rounded up, and trading on a split-adjusted basis began February 10, 2026 under the symbol ANY with a new CUSIP.
In its business update, the Bitcoin miner reported fully energizing an 8MW Iowa facility and upgrading to about 2,300 newer-generation miners, improving average fleet efficiency from 27.1 J/th at the end of 2024 to below 19.0 J/th. During 2025 the company mined 111.6 Bitcoin and held 37.3 self-mined Bitcoin as of December 31, 2025.
The company cut fourth quarter 2025 general and administrative expenses by 50% year over year, sold its remaining CORZ shares for a cumulative $9.4 million above settlement value, exited a hosting agreement through a negotiated termination and settlement, and raised $4.1 million in gross proceeds from a warrant inducement used to buy newer-generation mining equipment. The reverse split will reduce common shares outstanding from 33,925,259 on February 5, 2026 to approximately 3,392,525, with proportional adjustments to options and warrants.
Sphere 3D Corp. held a Special Meeting of Shareholders on January 15, 2026, where 12,039,300 common shares, or about 36% of the 33,729,165 shares outstanding as of the record date, were represented, establishing a quorum. Shareholders voted on three proposals.
They approved a warrant inducement transaction, with 1,395,651 votes for and 371,562 votes withheld, alongside broker non-votes and abstentions. Shareholders also approved a potential name change of the company, with 10,478,504 votes for and 1,560,796 votes withheld. In addition, they approved the adjournment proposal, allowing adjournments or postponements of the meeting or other proper business, with 1,493,717 votes for and 273,496 votes withheld.
The company also noted that a SEDAR filing dated January 16, 2025 was furnished as an exhibit, along with the cover page interactive data file.
Sphere 3D Corp. has filed a resale registration covering 8,736,422 common shares issuable upon exercise of outstanding warrants held by a single selling stockholder. These new warrants were issued in an October 2025 private placement tied to the inducement exercise of earlier warrants.
The company is not selling shares in this offering and will not receive proceeds from any resale, but could receive approximately $8.212 million in gross proceeds if all 8,736,422 warrants are exercised in cash at the current exercise price. As of November 18, 2025, Sphere 3D had 33,729,165 common shares outstanding, and its stock last traded on Nasdaq at $0.4973 per share.
Sphere 3D operates a Bitcoin mining business, owning about 12,000 miners with 0.75 EH/s capacity and holding approximately 22.7 Bitcoin valued at about $2.6 million as of September 30, 2025. The company highlights risks including ongoing net losses, a going concern warning in recent audit reports, Nasdaq minimum bid price deficiency with a March 2, 2026 compliance deadline, and potential dilution and share-price pressure from warrant-related share issuances and resales.
Sphere 3D Corp. (ANY) has called a virtual special shareholder meeting for January 15, 2026 to vote on three key proposals. The centerpiece is approval of a previously completed warrant inducement transaction with an accredited investor. The company had issued warrants to purchase 4,368,211 common shares at $1.50, then agreed in October 2025 to let the investor exercise these at $0.94 per share and to issue new warrants for up to 8,736,422 additional shares at the same price. All existing warrants were exercised, providing approximately $4.1 million in gross cash proceeds for working capital and general corporate purposes.
Shareholders are now asked to approve the warrant inducement under Nasdaq rules, which would allow exercise of the new warrants and could significantly dilute existing holders as more shares are issued. The meeting will also consider changing the company’s name to “Sphere 3D Mining Corporation” (or a similar variant) to reflect its focus on cryptocurrency mining, and an adjournment proposal that would allow the company to postpone the meeting if more time is needed to secure votes. The board unanimously recommends voting in favor of all three proposals.
Sphere 3D Corp. (ANY) named Kurt Kalbfleisch Chief Executive Officer, effective immediately on November 6, 2025, and entered into a third amended and restated employment agreement with him on November 11, 2025. He will also continue serving as Chief Financial Officer.
The agreement sets an annual base salary of $400,000 and makes him eligible, at the Board’s discretion, for an annual bonus equal to 110% of base salary, plus potential equity awards tied to performance and financial thresholds. Benefits include company-paid family health insurance and participation in standard executive plans.
If terminated without cause or if he resigns for good reason, severance includes: continued base salary for 18 months; 75% of target bonus for 18 months; accrued vacation; continued health and life insurance for 18 months or reimbursement of elected coverage up to $5,000 per month for the same period; immediate vesting of unvested equity; and a pro rata target bonus plus any declared but unpaid bonus from the prior year. A press release announcing the appointment was furnished under Regulation FD.
Sphere 3D Corp. furnished an 8-K to announce that it issued a press release with financial results for its third fiscal quarter ended September 30, 2025. The press release is incorporated by reference as Exhibit 99.1 and the information under Item 2.02 is being furnished and not deemed filed under the Exchange Act.
The company’s common shares trade on the NASDAQ Capital Market under the symbol ANY.
Sphere 3D Corp. (ANY) filed its Q3 2025 10‑Q. Bitcoin mining revenue was $2.6 million versus $2.4 million a year ago, while the quarter posted a net loss of $4.2 million. For the first nine months, revenue was $8.5 million versus $14.0 million last year, reflecting the April 2024 halving and a fleet refresh.
Cash was $5.3 million, total assets $31.1 million, and shareholders’ equity $29.5 million as of September 30, 2025. The company reported substantial doubt about its ability to continue as a going concern without additional funding. Operating cash outflow was $13.4 million year‑to‑date.
Sphere 3D held 22.7 Bitcoin valued at $2.6 million and mined 84.3 Bitcoin year‑to‑date. Subsequent to quarter end, it received $4.1 million gross from a warrant exercise inducement and issued new warrants, entered a new hosting agreement effective November 1, 2025, and purchased $3.9 million of new miners. Common shares outstanding were 29,360,954 as of September 30, 2025, and 33,729,165 as of October 28, 2025.