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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): October 12, 2026
DEFI DEVELOPMENT CORP.
(Exact name of registrant as specified in its charter)
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| Nevada | | 001-41748 | | 83-2676794 |
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (IRS Employer
Identification Number) |
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6401 Congress Avenue, Suite 250 Boca Raton, FL | | 33487 |
| (Address of registrant’s principal executive offices) | | (Zip code) |
(561) 559-4111
(Registrant’s telephone number, including area code)
Not Applicable
(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 (see General Instruction A.2. below):
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| ☐ | 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)) |
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 Stock, par value $0.00001 per share | | DFDV | | The Nasdaq Stock Market LLC |
| Warrants, each warrant exercisable for one share of Common Stock | | DFDVW | | The Nasdaq Stock Market LLC |
| Variable Rate Series C Perpetual Preferred Stock, par value $0.00001 | | CHAD | | The Nasdaq Stock Market LLC |
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. ☐
Item 8.01. Other Events.
On October 12, 2026, DeFi Development Corp. (“DFDV” or the “Company”) announced that during the period from October 5, 2026 through October 9, 2026, DFDV grew its SOL and SOL Equivalents by 22,070. The Company reported the following information as of the dates indicated below:
| | | | | | | | | | | |
| October 2, 2026 | October 9, 2026 | % Change |
| SOL and SOL equivalents | 2,564,212 | 2,586,282 | 1% |
The Company expects SOL held in treasury to be deployed through its staking, validator and onchain treasury infrastructure, subject to market conditions and risk management considerations.
On October 12, 2026, the Company also issued a press release regarding the foregoing and certain other matters. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Cautionary Note Regarding Forward-Looking Statements.
This Form 8-K and the exhibits attached hereto contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on the Company’s current assumptions, expectations and beliefs and are subject to substantial risks, uncertainties, assumptions and changes in circumstances that may cause the Company’s actual results, performance or achievements to differ materially from those expressed or implied in any forward-looking statement. These risks include, but are not limited to, market risks, trends and conditions, and are more fully described in the section captioned “Risk Factors” in the Company’s most recent Annual Report on Form 10-K, subsequent Quarterly Reports on Form 10-Q and other reports the Company files with the SEC.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| | | | | | | | |
| Exhibit No. | | Description |
| 99.1 | | Press Release, dated as of October 12, 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 hereunto duly authorized.
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| Date: October 13, 2026 | DEFI DEVELOPMENT CORP. |
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| By: | /s/ Joseph Onorati |
| Name: | Joseph Onorati |
| Title: | Chairman & CEO |
October 12, 2026
DFDV Continues Accumulating SOL as Treasury Growth Rises to 12% since August 12; CHAD Hits Record Highs Despite Crypto Selloff
Continued purchases and organic accumulation drive approximately 12% growth in SOL holdings since the Company’s August 12 Earnings Update
CHAD offers a 13% annual dividend rate supported by a productive SOL treasury
BOCA RATON, FL — October 12, 2026 — DeFi Development Corp. (Nasdaq: DFDV) (the "Company" or "DeFi Dev Corp."), the first U.S. public company with a treasury strategy built to accumulate and compound Solana ("SOL"), today announced that its treasury increased by approximately 22,070 SOL and SOL equivalents over the past week, bringing total holdings to approximately 2,586,282 SOL and SOL equivalents.
The latest increase brings total SOL and SOL equivalents growth to approximately 12% since the Company’s Q2 earnings report on August 12. With the recently established $300 million at-the-market offering program (the “CHAD ATM”) providing an additional source of growth capital, the Company believes its SOL accumulation flywheel is continuing to gain momentum.
“Short-term volatility has not changed our conviction or our commitment to accumulating SOL,” said Joseph Onorati, Chief Executive Officer of DeFi Development Corp. “Tokenized equities are generating billions of dollars in trading activity on Solana, stablecoin adoption is reaching new highs, and just last week Samsung announced it is bringing stablecoin functionality across 82 million U.S. Galaxy devices. These developments point toward a much larger role for Solana in global finance, and we intend to keep accumulating and compounding SOL ahead of that opportunity.”
CHAD Hits All-Time Highs Despite Crypto Selloff
CHAD (Nasdaq: CHAD), the Company’s variable-rate perpetual preferred stock, reached new all-time trading highs and gained during the week ended October 9, 2026, despite a broader cryptocurrency selloff.
“CHAD reaching new highs and approaching $10.00 even as SOL pulled back is an encouraging sign that investors are recognizing its distinct income proposition,” said Dan Kang, Chief Strategy Officer of DeFi Development Corp. “We created CHAD to meet demand for income supported by a productive SOL treasury, and its recent performance demonstrates how its trading behavior can differ from SOL’s. For common shareholders, CHAD provides a funding source that can support accretive SOL per share growth without issuing additional common shares. For CHAD holders, it offers daily income supported by that growing, productive treasury.”
CHAD currently carries a 13% annual dividend rate on its $10 stated amount, equivalent to $1.30 per share annually at the current rate, with dividend payments continuing each business day when declared.
Learn more about CHAD at www.defidevcorp.com/chad.
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About DeFi Development Corp.
DeFi Development Corp. (Nasdaq: DFDV) has adopted a treasury policy under which the principal holding in its treasury reserve is allocated to SOL. Through this strategy, the Company provides investors with direct economic exposure to SOL, while also actively participating in the growth of the Solana ecosystem. In addition to holding and staking SOL, DeFi Development Corp. operates its own validator infrastructure, generating staking rewards and fees from delegated stake. The Company is also engaged across decentralized finance (DeFi) opportunities and continues to explore innovative ways to support and benefit from Solana’s expanding application layer.
The Company is also an AI-powered online platform that connects the commercial real estate industry by providing value-add services and software subscriptions to multifamily and commercial property professionals, as the Company connects the increasingly complex ecosystem that stakeholders have to manage. The Company’s data and software offerings are generally offered on a subscription basis as software as a service.
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements in this press release include, but are not limited to, statements regarding SOL per share growth; future SOL holdings; anticipated changes in borrowings and liquidity; future SOL accumulation and per-share accretion; future adoption of Solana, tokenized assets and stablecoins; capital raising and deployment; the anticipated issuance price of shares under the CHAD ATM program; future CHAD dividend rates and the declaration and payment of CHAD dividends; the intended use of proceeds; and the Company’s ability to expand its SOL treasury and increase revenue. These statements can be identified by words such as "anticipate," "intend," "plan," "believe," "project," "estimate," "expect," "strategy," "future," "likely," "may," "should," "will" and similar references to future periods. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on the Company's current beliefs, expectations, and assumptions regarding the future of its business, future plans and strategies, projections, anticipated events and trends, the economy, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict, many of which are outside of the Company's control. The Company's actual results and financial
condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not place undue reliance on these forward-looking statements.
Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: (i) fluctuations in the market price of SOL and any associated losses that the Company may incur as a result of a decrease in the market price of SOL; (ii) a failure of demand for SOL, or activity on the Solana network, to continue to develop and grow as we anticipate or at all; (iii) volatility in our stock price, including due to future issuances of common stock and securities convertible into common stock; (iv) the effect of and uncertainties related to the ongoing volatility in interest rates; (v) our ability to achieve and maintain profitability in the future; (vi) the impact on our business of the regulatory environment and complexities of complying with such environment, including changes in securities laws or other laws or regulations; (vii) changes in the accounting treatment relating to the Company's SOL holdings; (viii) our ability to respond to general economic conditions; (ix) our ability to manage our growth effectively and our expectations regarding the development and expansion of our business; (x) our ability to access sources of capital, including debt financing and other sources of capital to finance operations and growth; (xi) risks relating to CHAD, including that the dividend rate may be adjusted, that dividends are payable only when declared, that CHAD may trade below its stated amount, that the trading price of CHAD may be volatile, that the Company may be unable to sell CHAD under the CHAD ATM at or above its stated amount, and that staking and validator rewards may be insufficient to support dividend payments; and (xii) other risks and uncertainties more fully described in the sections captioned "Risk Factors" in the Company's most recent Annual Report on Form 10-K, the prospectus supplement for the CHAD ATM and other reports we file with the SEC.
As a result of these matters, changes in facts, assumptions not being realized, or other circumstances, the Company's actual results may differ materially from the expected results discussed in the forward-looking statements contained in this press release. Forward-looking statements contained in this press release are made as of its date, and the Company undertakes no duty to update such information except as required under applicable law.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Offers and sales of CHAD under the CHAD ATM are made only by means of the prospectus supplement and accompanying prospectus forming part of the Company’s effective shelf registration statement on Form S-3 filed with the SEC.
Investor Contact:
ir@defidevcorp.com
Media Contact:
press@defidevcorp.com
