Welcome to our dedicated page for Btcs SEC filings (Ticker: BTCS), 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.
BTCS Inc. filings document the formal disclosures of an Ethereum-focused blockchain technology company with infrastructure and decentralized finance operations. Current reports furnish financial results, investor presentations, updates on Builder+ block-building activity, Imperium DeFi revenue, ETH holdings, and capital actions involving crypto assets and Aave indebtedness.
The filing record also includes proxy materials and governance reports covering shareholder meeting matters, executive compensation programs, board and committee actions, and changes in the company’s independent registered public accounting firm. These disclosures connect BTCS’s digital-asset operations with public-company reporting on liquidity, compensation metrics, auditor oversight, and capital structure.
BTCS Inc. is soliciting proxies for its virtual 2026 Annual Meeting of Stockholders to be held on June 8, 2026. The Board fixed April 13, 2026 as the record date. The Agenda includes election of three directors, ratification of Forvis Mazars as auditor, and three amendments to the 2021 Equity Incentive Plan: (1) increase authorized shares to 24,500,000, (2) broaden share reuse rules, and (3) add an evergreen that adds 2.5% of outstanding shares annually. The Board unanimously recommends a "For" vote on all proposals.
BTCS Inc. changed its independent registered public accounting firm, dismissing RBSM LLP and appointing Forvis Mazars, LLP for the fiscal year ending December 31, 2026. The board acted on the recommendation of the Audit Committee.
BTCS states that RBSM’s audit reports on the 2025 and 2024 financial statements contained no adverse or disclaimed opinions and were not qualified or modified. The company also reports no disagreements with RBSM and no reportable events during those periods. Before the appointment, BTCS and its representatives did not consult Forvis Mazars on accounting principles, audit opinions, or other reportable matters.
BTCS Inc. reported full-year 2025 revenue of $16.5 million, a 305% increase from 2024, driven mainly by its Builder+ Ethereum block-building operations and the launch of its Imperium DeFi segment, which contributed about $1.3 million of higher-margin revenue.
Despite the growth, BTCS posted a net loss of $33.4 million, larger than the prior year, as higher validator payments, infrastructure costs, digital asset losses, and interest expense weighed on results. Gross profit was about $2.0 million, with gross margin declining to roughly 12%.
Total assets rose to $214.6 million at December 31, 2025, including substantial Ethereum holdings and DeFi deployments, while total liabilities increased to $75.2 million, largely from DeFi borrowing and convertible notes. Management is targeting $6 million in gross profit for 2026 and expects Imperium to make up a larger share of revenue as it scales its Ethereum-focused infrastructure and DeFi strategy.
BTCS Inc. filed its annual report detailing a sharp strategic shift toward Ethereum-focused blockchain infrastructure and DeFi operations. Total revenue rose to $16.5 million from $4.1 million, driven mainly by Builder+ block-building and the new Imperium DeFi segment.
Despite this growth, higher validator payments, operating costs, and a large $15.7 million unrealized loss on digital assets pushed the 2025 net loss to $33.4 million. BTCS funded expansion through ATM equity sales, $17.9 million of secured convertible notes, and DeFi borrowings, while also initiating a $50 million buyback program, paying special dividends, and distributing an ETH loyalty payment.
BTCS Inc. revised its 2026 annual performance incentive program for executives and employees to tie all bonuses to measurable results. Executives will receive no discretionary bonuses; instead, payouts depend solely on three milestones.
The 2026 revenue milestone now carries a 25% weight, with threshold, target and cutoff levels of $15,000,000, $20,000,000 and $35,000,000. Gross profit is prioritized at a 50% weight, with milestones of $4,500,000, $6,000,000 and $10,500,000. A cash and crypto liquidity milestone, measured over any 20 consecutive calendar days in 2026, carries a 25% weight with thresholds of $276,250,000, $325,000,000 and $568,750,000.
Payouts for all metrics range from 20% of target incentive at threshold performance to 250% at the cutoff level. Any payout above an individual’s target amount will be delivered in stock options with a seven-year term and a one-year vesting period, granted at fair market value and subject to continued employment.
BTCS Inc. filed a current report describing an investor presentation released on March 11, 2026. The presentation, attached as Exhibit 99.1, includes selected financial results for the year ended December 31, 2025.
The materials are furnished, not filed, under securities laws, meaning they are not subject to Section 18 liability and are not automatically incorporated into other Securities Act or Exchange Act filings.
State Street Corporation and its affiliate SSGA Funds Management filed a Schedule 13G reporting passive ownership of BTCS Inc. common stock. As of 12/31/2025, State Street reported beneficial ownership of 2,529,760 shares, representing 5.4% of the class, with shared voting and dispositive power and no sole authority.
SSGA Funds Management separately reported beneficial ownership of 2,370,388 shares, or 5.1%, also entirely on a shared voting and dispositive basis. The filing certifies that the BTCS shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of BTCS.
BTCS Inc. reported that on February 5, 2026 it sold 10,000 ETH for total net proceeds of $18.7 million. The company used these proceeds to repay outstanding principal indebtedness on Aave, leaving a remaining Aave debt balance of $43.8 million, inclusive of accrued and unpaid interest.
BTCS Inc. reported that its CTO, Benjamin Hunter, received significant equity awards on January 1, 2026. He acquired 54,377 shares of common stock and had 11,962 shares of common stock disposed of under transaction code F, leaving him with 238,775 common shares directly held after that disposition.
Hunter was also granted 1,049,243 restricted stock units, each representing one share of common stock. Of these, 524,625 shares are subject to shareholder approval and are scheduled to vest in equal annual increments over five years starting on January 1, 2027, while 524,618 shares vest only if multiple stock price and market cap thresholds are met. In addition, he received 97,879 stock options with a $2.64 exercise price, which are scheduled to vest on December 31, 2026, subject to continued employment.
BTCS Inc. reported the initial equity holdings of its Chief Technology Officer, Benjamin Hunter, as of January 1, 2026. He beneficially owns 196,360 shares of common stock, including time- and performance‑based vesting components. Of these, 90,000 shares vest in equal annual installments over four years starting December 31, 2026, and an additional 50,000 shares are tied to market capitalization thresholds, with 40,000 of those also vesting annually over four years beginning on the same date.
Hunter also holds several stock option grants. One option for 120,000 shares at an exercise price of $1.52 per share expires on May 13, 2029, with 40,000 options already vested and the remaining 80,000 vesting in equal annual increments on May 13, 2026 and May 13, 2027. A second option for 61,260 shares at $2.47 per share expiring December 31, 2031 is fully vested, and a third option for 46,143 shares at $4.20 per share expiring August 7, 2032 is scheduled to vest on December 31, 2026.