180 Life Sciences Corp. filings document the issuer’s securities, capital structure, governance actions and corporate-status changes, including its completed name change to ETHZilla Corporation. Recent Form 8-K reports address Nasdaq-listed common stock and warrants, ticker changes to ETHZ and ETHZW, warrant exercises, unregistered equity issuances, private placements, convertible notes and Regulation FD disclosures.
The filing record also includes material definitive agreements, amendments to prior event reports, shareholder-rights and governance matters, and disclosures related to the company’s ETH accumulation strategy. Earlier public-company records provide context for the issuer’s history as a clinical-stage biotechnology company focused on inflammatory diseases, fibrosis and pain.
Stephen H. Shoemaker, a director of 180 Life Sciences Corp. (ticker shown as ATNF), reported a sale of 132,439 common shares and the receipt of a grant of 181,422 non-qualified stock options. The options carry an exercise price of $3.01 and were granted in consideration for services as a director; they vested immediately but are not exercisable until stockholder approval of the issuer's 2025 Second Supplemental Option Plan is received. If that approval is not obtained before August 8, 2026, the options will be cancelled. Following the reported transactions, the reporting person beneficially owns 181,422 option-based shares (direct). The filing discloses both an immediate disposal of existing common stock and a conditional, potentially dilutive option award tied to shareholder approval.
180 Life Sciences Corp. director Smith, Ryan Lewis reported transactions dated 08/08/2025. The filing shows a disposal of 167,181 common shares and a grant of 771,044 non-qualified stock options with an exercise price of $3.01 and an expiration shown as 08/08/2035. The options vested immediately but are not exercisable until stockholder approval of the 2025 Second Supplemental Option Plan; if approval is not received before 08/08/2026 the options will be cancelled. The filing states the options were issued in consideration for services as a director. The form is signed 08/11/2025.
180 Life Sciences Corp. reported that Director and Chief Executive Officer Jordan Blair received a grant of 771,044 non-qualified stock options on 08/08/2025 under the company’s 2025 Second Supplemental Option Plan with an exercise price of $3.01. The options vested immediately but are not exercisable until stockholder approval of the plan; if approval is not received by 08/08/2026 the options will be cancelled. The options expire on 08/08/2035 and were issued as consideration for services rendered.
The filing shows Mr. Blair’s indirect holdings include 327,576 shares through Blair Jordan Strategy and Finance Consulting Inc. and irrevocable voting proxies covering 43,166, 200,000 and 1,318,000 shares from three parties, where he has voting authority only and no dispositive control or pecuniary interest in those shares.
Reporting persons including FF Consumer Growth II, LP; FF Consumer Growth, LLC; and Peter Thiel disclosed beneficial ownership in 180 Life Sciences Corp. common stock. The filing shows FFCG II directly holds 8,935,990 shares (5.8%) and FFCG LLC directly holds 2,656,251 shares (1.7%). Collectively, Peter Thiel is reported to beneficially own 11,592,241 shares, or 7.5% of the class.
The percentages in the filing are calculated using 154,032,084 shares outstanding. The statement was submitted on Schedule 13G and the reporting persons disclaim status as a group and certify the securities were not acquired to change or influence control of the issuer.
180 Life Sciences entered into a Securities Purchase Agreement and closed a debt financing that issued senior secured convertible notes with an aggregate principal amount of $156,250,000 in exchange for cash equal to 96.0% of that principal, or $150,000,000. The notes bear 0.00% interest for the first six months, 4.00% for the following six months through maturity (three years), and carry an 18.0% default rate. The notes are secured by $44.5 million of Ether (ETH) and approximately $156.25 million in cash collateral.
The notes are convertible at an initial $3.445 per share conversion price, subject to a one-time downward-only reset after nine months, and conversion is capped so that conversions cannot cause the holder to exceed 19.99% ownership without stockholder approval. If converted in full at the stated conversion price, up to 45,355,588 shares could be issued. The company also issued 9,071,110 Subsequent Strategic Advisor Warrants at a $3.445 exercise price and adopted a 2025 supplemental option plan reserving 1,814,221 shares; option grants were approved for certain officers and advisors at a $3.01 exercise price. The filing also reports the appointment of McAndrew Rudisill as Executive Chairman and formation of an Investment Committee to oversee ETH and other digital assets.