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AlphaTON Capital Corp. 424B Filings

ATON NASDAQ

Every 424B that AlphaTON Capital Corp. (ATON) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 424B covers the supplement that carries the terms of a priced offering, so if you follow ATON and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ATON filings page.

Rhea-AI Summary

AlphaTON Capital Corp registers 481,581 Ordinary Shares underlying Warrants in a prospectus supplement dated March 20, 2026.

The company entered into a sale and purchase agreement to acquire a 60% controlling interest in GaMee Global and certain digital tokens. Completion consideration is $3,500,000 ($1,500,000 cash and $2,000,000 in equity at $1.00 per share), comprising 99,800 Ordinary Shares and Pre‑Funded Warrants exercisable for 1,900,200 Ordinary Shares. Two earn-out tranches together can pay up to $7.5M tied to GaMee EBITDA thresholds of $1.2M and $1.6M.

The agreements include a five‑year strategic alliance, a two‑year standstill, shareholder governance provisions for GaMee Global, and a requirement that the Company purchase $2.0M in GaMee tokens within 90 days of closing. Share issuance to Animoca Brands and token transfers rely on exemptions from registration.

Rhea-AI Summary

AlphaTON Capital Corp is launching an at-the-market equity program to sell up to $400,000,000 of ordinary shares through H.C. Wainwright as sales agent or principal. Shares may be sold from time to time on Nasdaq under the symbol ATON or through other permitted methods at prevailing market prices.

The company plans to use net proceeds mainly to fund capital expenditures for Cocoon AI, including servers, GPUs and related infrastructure, and to pursue strategic acquisitions or investments aligned with the Telegram and TON ecosystem, with any remainder for working capital and general corporate purposes.

As context, AlphaTON reports 23,434,588 ordinary shares outstanding as of February 13, 2026, so issuing a large portion of the program would significantly increase the share count and dilute existing holders. Wainwright will receive up to a 3.0% sales commission on gross proceeds.

Rhea-AI Summary

AlphaTON Capital Corp maintains its registration of 481,581 Ordinary Shares underlying warrants and issues a prospectus supplement that incorporates new corporate information. The supplement attaches a Form 6-K reporting that director Steven Mintz resigned effective February 6, 2026, and that F. Daniel Siciliano was unanimously appointed to the board the same day. The company notes its Ordinary Shares trade on Nasdaq under the symbol ATON, with a February 5, 2026 closing price of $0.4927.

Rhea-AI Summary

AlphaTON Capital Corp is registering 481,581 Ordinary Shares underlying warrants through a supplemented prospectus. The supplement adds a Form 6-K that includes a press release describing net capital raises of $44 million, including a $15 million registered direct offering at $1.00 per share, mainly funding GPU infrastructure for Cocoon AI and working capital.

The company has initiated a $46 million investment for 576 NVIDIA B300 chips, targeting a projected 27% IRR, 282% ROI and $11 million Net Present Value, and exited SEC “baby-shelf” limits with a $420.69 million shelf registration. AlphaTON reports that its Cocoon AI network deployment began generating AI inference revenue in December and highlights new partnerships, including Midnight Foundation and data center operator atNorth AB, plus product launches such as the AlphaTON Claude Connector and the planned Alpha Liquid Terminal trading application.

Rhea-AI Summary

AlphaTON Capital Corp has filed a prospectus supplement covering 481,581 ordinary shares issuable upon exercise of outstanding warrants, updating its prior prospectus with a new Form 6-K. The attached report details a registered direct equity financing completed in mid-January 2026.

The company sold 5,230,000 ordinary shares at $1.00 each and issued pre-funded warrants to purchase up to 9,770,000 ordinary shares at $0.9999 per pre-funded warrant, generating approximately $13.6 million in net proceeds. Management plans to use this cash primarily to scale GPU deployments for its Cocoon AI platform, along with working capital and general corporate purposes.

H.C. Wainwright & Co. acted as placement agent, receiving a 7% cash fee on gross proceeds, expense reimbursements, and 1,050,000 placement agent warrants with a $1.25 exercise price, exercisable for five years. The pre-funded warrants carry a nominal exercise price of $0.0001 per share, include beneficial ownership caps of 4.99% or 9.99% (adjustable up to 19.99% with notice), and are not listed on an exchange.

Rhea-AI Summary

AlphaTON Capital Corp filed a prospectus supplement covering 481,581 ordinary shares issuable upon exercise of warrants under its existing Form F-1 registration. The supplement mainly updates the base prospectus by incorporating a new Form 6-K.

The attached Form 6-K notes that AlphaTON previously filed a prospectus supplement on November 25, 2025 for the offer and sale of up to $15,307,818 of ordinary shares under an at-the-market offering agreement with Chardan Capital Markets LLC, dated July 31, 2025. That agreement was terminated effective December 24, 2025. AlphaTON’s ordinary shares trade on Nasdaq under the symbol ATON, and the closing price was $0.598 on January 27, 2026.

Rhea-AI Summary

AlphaTON Capital Corp updated a prior registration to cover 481,581 ordinary shares underlying warrants and furnished new unaudited results for the three and six months ended September 30, 2025. The company has shifted from a pure immuno-oncology focus toward building a TON token-based digital asset treasury linked to the Telegram ecosystem.

As of September 30, 2025, AlphaTON reported total assets of $30.6 million, including TON and Bitcoin holdings and significant TON and stablecoin receivables, versus $2.2 million at March 31, 2025. It posted a six‑month net loss of $11.1 million, driven by operating expenses, fair value changes, and a $4.8 million impairment on its Compedica investment.

Cash and cash equivalents fell to $0.2 million with current liabilities of $21.5 million, including a sizeable put right liability. Management discloses that these conditions and continued operating losses raise substantial doubt about the company’s ability to continue as a going concern, despite recent private placement funding and digital asset contributions.

Rhea-AI Summary

AlphaTON Capital Corp updates its prospectus to include a recent Form 6-K and continues its registration of 481,581 Ordinary Shares underlying warrants for potential resale. The company’s Ordinary Shares trade on Nasdaq under the symbol ATON, with a recent closing price of $0.598 per share.

The attached Form 6-K describes a Settlement Agreement with DWF MaaS Limited resolving disagreements related to a prior Treasury Management Agreement. AlphaTON will repurchase previously issued shares and pre-funded warrants from DWF for $15,000,000, remove vesting restrictions on 160,000 Restricted Shares issued to DWF, pay an additional $35,000, and mutually release claims as the Treasury Management and related share agreements are terminated.

Rhea-AI Summary

AlphaTON Capital Corp updates a prospectus covering 481,581 Ordinary Shares underlying warrants and attaches a new Form 6-K by incorporation. The supplement keeps the original F-1 offering framework in place but refreshes it with the latest company disclosure.

The attached Form 6-K explains that, under prior side letters tied to a September 2025 private placement, one investor exercised a put option on December 8, 2025. AlphaTON must transfer 1,230,590.71 locked TON tokens and 187,515.21 liquid TON tokens back to this investor in exchange for repurchasing 658,644 Ordinary Shares previously issued in that financing.

Rhea-AI Summary

AlphaTON Capital Corp is conducting a primary offering of 5,230,000 ordinary shares, pre-funded warrants to purchase up to 9,770,000 ordinary shares, and placement agent warrants to purchase up to 1,050,000 ordinary shares at $1.00 per share (or $0.9999 per pre-funded warrant). Gross proceeds are expected to be $14,999,023 with approximately $13.6 million in net proceeds after fees and expenses. If all pre-funded warrants are exercised, ordinary shares outstanding will increase from 8,084,588 as of January 13, 2026 to 24,084,588, creating immediate dilution of $0.33 per share versus the $1.00 offering price. The company plans to use most of the cash to scale GPU deployments for Cocoon AI and for working capital and general corporate purposes, supporting its strategy around the TON blockchain and Telegram ecosystem.

Rhea-AI Summary

AlphaTON Capital Corp is launching an at-the-market offering of up to $15,307,818 of ordinary shares under an existing Form F-3 shelf, sold through Chardan Capital Markets as sales agent. The company had 7,626,488 ordinary shares outstanding as of November 25, 2025, with additional shares to be issued over time depending on trading prices and demand.

AlphaTON plans to use a substantial portion of the net proceeds to buy TON tokens and other digital assets and to make investments in The Open Network and Telegram ecosystems, with the balance earmarked for servicing debt, including a $35 million BitGo credit facility, and for working capital and general corporate purposes. The business has pivoted from a capital‑constrained immune‑oncology R&D focus toward being a TON‑focused digital asset treasury company, exposing shareholders to high volatility, regulatory uncertainty, liquidity constraints, PFIC tax risks and substantial leverage, while stating it does not expect to pay cash dividends in the foreseeable future.

Rhea-AI Summary

AlphaTON Capital Corp filed a prospectus supplement covering 481,581 Ordinary Shares underlying warrants, updating its November 7, 2023 prospectus by incorporating the company’s October 23, 2025 Form 6‑K. The supplement states the shares trade on Nasdaq under “ATON”; the October 22, 2025 closing price was $5.12.

The attached Form 6‑K reports a CFO transition. Andrea Park will depart on October 24, 2025, and Wes Levitt will join as Chief Financial Officer under an independent contractor agreement. His compensation includes an annual base of $250,000 in cash and $250,000 in TON tokens, an annual performance bonus with a 200% target (with 50% threshold and 400% maximum payout features) for both cash and tokens, an annual equity performance bonus ranging from $250,000 to $1,000,000, and annual equity grants of $250,000 in RSUs and/or options vesting 25% per year over four years. If terminated without Cause or for Good Reason, severance includes 24 months of base fee, 2x target bonus, a pro‑rated current bonus, 12 months of stipends, accelerated vesting for awards due to vest within 24 months, and up to $50,000 in outplacement services.

Rhea-AI Summary

AlphaTON Capital Corp filed a prospectus supplement under Rule 424(b)(3) relating to 481,581 Ordinary Shares underlying Warrants. The supplement updates the November 7, 2023 prospectus by incorporating the company’s Form 6-K furnished on October 22, 2025.

The filing states that AlphaTON’s Ordinary Shares trade on Nasdaq under the symbol ATON. The closing price was $5.31 on October 21, 2025. Shares outstanding were 6,349,197 as of October 20, 2025; this is a baseline figure, not the amount being offered.

The supplement is intended to be read together with the base prospectus and any prior amendments and includes the attached October 22, 2025 Form 6-K for updated information.

Rhea-AI Summary

AlphaTON Capital Corp filed a 424B5 prospectus supplement for debt securities and related equity instruments. The document outlines the offering mechanics, risk factors, use of proceeds, and governance provisions for ordinary shares, warrants and units. It discloses 3,258,466 ordinary shares issuable on settlement of pre-funded warrants sold in a September 2025 private placement and lists incorporated public filings including Annual Reports on Form 20-F and Form 6-K reports through July and September 2025.

The filing emphasizes investor limitations tied to its foreign reporting status (reduced Exchange Act obligations), operational and legal risks for holding the TON digital asset (volatility, custodial loss, banking access), debt-related liquidity and covenant risks, and data‑privacy obligations under the British Virgin Islands DPA. It summarizes tax withholding categories and specific investor exclusions and describes offering terms to be set at the time of each issuance.