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2026-11-10
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): November 10, 2026
AVAX
ONE TECHNOLOGY LTD.
(Exact
Name of Registrant as Specified in Charter)
| British
Columbia A1 |
|
001-40578 |
|
77-8726885 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
215
South Olive Avenue, Suite 201
West
Palm Beach, Florida |
|
33401 |
| (Address of principal executive
offices) |
|
(Zip Code) |
Registrant’s
telephone number, including area code: (604) 757-0952
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
| ☐ |
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common Shares |
|
AVX |
|
The Nasdaq Capital Market |
Item
7.01 Regulation FD Disclosure.
On
November 10, 2026, the Company issued a press release announcing an update on its previously authorized $40 million share repurchase
program. A copy of the press release is attached to this report as Exhibit 99.1.
The
information contained in this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933,
as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item
9.01 Financial Statements and Exhibits.
| 99.1 |
|
Press Release dated November 10, 2026 |
| 104 |
|
Cover Page Interactive
Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
Date:
November 10, 2026
| AVAX
ONE TECHNOLOGY LTD. |
|
| |
|
|
| By: |
/s/
Peter Wylie Jr. |
|
| Name: |
Peter
Wylie Jr., Interim Chief Executive Officer |
|
Exhibit 99.1

AVAX
One Announces Elimination of All Convertible Debt and Additional Share Repurchases
Debt
Reduction Further Strengthens Balance Sheet and Financial Flexibility
Repurchased 710,000 Shares in October 2026
WEST
PALM BEACH, FL, November 10, 2026 - AVAX One Technology Ltd. (NASDAQ: AVX) (“AVAX One” or the “Company”)
today announced that it has eliminated all remaining convertible debt from its balance sheet and continued executing under its $40 million
share repurchase program, further demonstrating its commitment to disciplined capital allocation and long-term shareholder value creation.
Following
the significant reduction in convertible debt announced on October 7, 2026, the Company has now eliminated the remaining approximately
$970,000 in outstanding convertible debt, bringing its total convertible debt balance to zero. This milestone follows the elimination
of more than $14.9 million of debt during the third quarter of 2026 and represents another important step in simplifying the Company’s
capital structure, reducing financial obligations and enhancing its financial flexibility.
In
addition, in October 2026, AVAX One repurchased 710,000 of its common shares at an average purchase price of $5.46 per share, including
all fees and commissions. These purchases bring the Company’s cumulative repurchases as of October 31, 2026, to 1,496,761 common
shares since November 2025 (as adjusted to reflect the Company’s one-for-twelve reverse stock split effected on June 15, 2026).
Approximately $30.4 million remains available under the Company’s $40 million share repurchase program.
“We
have taken decisive steps to strengthen our financial position, simplify our capital structure and enhance shareholder value,”
said Pete Wylie, Interim Chief Executive Officer and Chief Operating Officer of AVAX One. “With the elimination of all of our convertible
debt, we have removed a significant financial overhang and positioned AVAX One with greater flexibility to execute on our strategic priorities.
At the same time, we continue to view our share repurchase program as a compelling opportunity to deploy capital at what we believe are
attractive valuations. Together, these actions reflect our commitment to disciplined financial management and building long-term value
for our shareholders.”
Repurchases
under the program may be made from time to time through open market purchases or other means permitted under applicable securities laws
and regulations. The timing and amount of future repurchases, if any, will depend on market conditions, capital allocation priorities,
regulatory requirements and other corporate considerations. The Company is not obligated to repurchase any specific number of shares,
and the program may be modified, suspended or discontinued at any time.
About
AVAX One Technology Ltd.
AVAX
One Technology Ltd. (NASDAQ: AVX) is a digital infrastructure company accelerating the transition to an onchain financial economy. The
Company maintains a strategic Avalanche digital asset treasury, accumulating AVAX and generating onchain yield through native staking
and ecosystem participation. It also operates bitcoin mining facilities and develops modular data centers. These three pillars give public
market investors unique exposure to both the onchain economy and the digital infrastructure layer. For more information, please visit
www.avax-one.com.
Forward
Looking Statements
This
press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements can generally be identified by the use of words such
as “anticipate,” “expect,” “intend,” “plan,” “could,” “may,”
“will,” “would,” “believe,” “estimate,” “target,” “project,”
and other words of similar meaning. Each forward-looking statement contained in this press release is subject to risks and uncertainties
that could cause actual results to differ materially from those expressed or implied by such statement. Applicable risks and uncertainties
include, among others: risks relating to the Company’s operations and business, including the highly volatile nature of the price
of Bitcoin, AVAX, and other digital assets, and the risk that the price of the Company’s securities may be highly correlated to
the price of the digital assets it holds; plans to repurchase the Company’s common shares and the timing and amount of any such
repurchases; increased competition in the data center, AI/HPC, and digital asset industries; and legal, commercial, regulatory, and technical
uncertainties affecting the Company’s business, as well as those risks and uncertainties identified in the Company’s filings
with the U.S. Securities and Exchange Commission. Actual results could differ materially from anticipated or preliminary results or estimates.
The forward-looking statements in this press release speak only as of the date of this document, and the Company undertakes no obligation
to update or revise any of these statements, whether as a result of new information, future events, or otherwise.
Investor
Relations Contact
Sean
Mansouri, CFA or Aaron D’Souza
Elevate
IR
(720) 330-2829
AVX@elevate-ir.com
Media
Contact
Ethan Lyle Prospero
avax-one@prospero.agency