DeFi Development adds 55,491 SOL, plans $300M sale

DeFi Development Corp. grows its SOL treasury by 2% and sets up a $300 million CHAD ATM program primarily to fund further SOL accumulation.

Rhea-AI Filing Summary

DeFi Development Corp. (CHAD) reported that between August 27, 2026 and September 11, 2026 it increased its treasury holdings by 55,491 SOL to approximately 2,388,923 SOL and SOL equivalents, a 2% rise over the period as its SOL accumulation strategy continued.

The company also established a new $300 million at-the-market (ATM) offering program for its Variable Rate Series C Perpetual Preferred Stock (CHAD) under a sales agreement with R.F. Lafferty & Co., Inc. as sole sales agent. Shares under the ATM are intended to be issued at or above $10.00 per share, CHAD’s par value, and net proceeds are intended primarily to fund additional SOL purchases. The ATM permits capital raises over time, subject to market conditions, investor demand and the company’s capital needs, and does not obligate DeFi Development Corp. to sell any preferred shares.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Increase in SOL holdings: 55,491 SOL Total SOL and SOL equivalents: 2,388,923 SOL Percentage increase in SOL holdings: 2% +3 more

6 metrics

Increase in SOL holdings 55,491 SOL Growth in SOL and SOL equivalents between August 27, 2026 and September 11, 2026

Total SOL and SOL equivalents 2,388,923 SOL Treasury balance as of September 11, 2026

Percentage increase in SOL holdings 2% Change in SOL and SOL equivalents from August 27, 2026 to September 11, 2026

CHAD ATM capacity $300 million Maximum aggregate offering amount for Variable Rate Series C Perpetual Preferred Stock

Intended CHAD issuance price floor $10.00 per share Planned minimum issuance price under the ATM, equal to CHAD par value

SOL performance vs. Nasdaq-100 39% outperformance Quarter-to-date performance of SOL relative to the Nasdaq-100 index

Key Terms

at-the-market offering program, Variable Rate Series C Perpetual Preferred Stock, SOL and SOL equivalents, staking, +2 more

6 terms

at-the-market offering program financial

"announced that it has established an at-the-market (“ATM”) offering program"

An at-the-market offering program lets a company sell newly issued shares directly into the open market at current trading prices through a broker, rather than issuing a large block of stock all at once. It matters to investors because it provides the company a flexible way to raise cash over time, which can dilute existing shares gradually and affect earnings per share and stock price depending on how much and when shares are sold—think of it as a faucet the company can open or close to add supply to the market.

Variable Rate Series C Perpetual Preferred Stock financial

"offering program for up to $300 million of its Variable Rate Series C"

SOL and SOL equivalents financial

"treasury holdings have grown by 55,491 SOL to approximately 2,388,923 SOL and SOL equivalents"

staking financial

"In addition to holding and staking SOL, DeFi Development Corp. operates"

Staking is the practice of locking up digital tokens to help run a blockchain network in return for rewards, similar to leaving money in a time deposit that pays interest while it’s unavailable. It matters to investors because staking can generate regular income and affect a token’s circulating supply and price, but it also ties up assets and can carry risks like lock-up periods, reduced liquidity, or technical and platform failures.

validator infrastructure technical

"In addition to holding and staking SOL, DeFi Development Corp. operates its own validator infrastructure"

Validator infrastructure is the network of computers and systems that verify and confirm transactions or data within a digital system, such as a blockchain. It functions like a group of trusted judges who ensure everything is accurate and legitimate before it becomes part of the official record. For investors, this infrastructure is crucial because it underpins the security, reliability, and integrity of the digital environment they are investing in.

decentralized finance (DeFi) financial

"The Company is also engaged across decentralized finance (DeFi) opportunities"

Decentralized finance (DeFi) is a system that allows people to access financial services—such as borrowing, lending, or trading—directly through digital platforms without relying on traditional banks or financial institutions. It uses blockchain technology to operate transparently and securely, giving investors more control over their money and potentially reducing costs. This innovation matters because it can expand financial access and create new opportunities for wealth building around the world.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What SOL treasury growth did DeFi Development Corp. (CHAD) report in this 8-K?

DeFi Development Corp. reported that its treasury holdings increased by 55,491 SOL between August 27, 2026 and September 11, 2026, reaching approximately 2,388,923 SOL and SOL equivalents, which represents about a 2% increase over that period.

What is the size of DeFi Development Corp.’s new CHAD ATM program?

The company established an at-the-market offering program for up to $300 million of its Variable Rate Series C Perpetual Preferred Stock (CHAD), allowing it to raise capital over time through CHAD sales, subject to market conditions, investor demand and its capital needs.

At what price does DeFi Development Corp. intend to issue CHAD under the ATM?

DeFi Development Corp. intends to issue CHAD shares under the ATM program at or above $10.00 per share, which is CHAD’s par value, according to the company’s announcement.

How will DeFi Development Corp. use net proceeds from the CHAD ATM program?

The company states that net proceeds from CHAD issuances under the $300 million ATM program are intended primarily to fund additional SOL purchases, supporting its strategy of accumulating and compounding Solana in its treasury.

Did DeFi Development Corp. commit to selling a specific amount of CHAD in the ATM?

No. The company explains that establishing the ATM program does not represent an immediate capital raise, and it is not obligated to sell any shares under the program. Issuances may occur over time, subject to market and capital considerations.

How has SOL and DFDV performed quarter-to-date versus the Nasdaq-100?

The company notes that, quarter-to-date, SOL has outperformed the Nasdaq-100 by 39%, and that DFDV has outperformed SOL by 2x over the same period, highlighting relative performance of both the token and the company’s stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/14/2026 - 08:35 AM Accepted by SEC EDGAR 09/14/2026 - 08:35 AM Learn about SEC filing dates

FALSE000180552600018055262026-09-142026-09-140001805526DFDV:CommonStockParValue0.00001PerShareMember2026-09-142026-09-140001805526DFDV:WarrantsEachWarrantExercisableForOneShareOfCommonStockMember2026-09-142026-09-140001805526DFDV:VariableRateSeriesCPerpetualPreferredStockParValue0.00001Member2026-09-142026-09-14

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): September 14, 2026

DEFI DEVELOPMENT CORP.

(Exact name of registrant as specified in its charter)

Nevada

001-41748

83-2676794

(State or other jurisdiction  of Incorporation)

(Commission File Number)

(IRS Employer  Identification Number)

6401 Congress Avenue, Suite 250  Boca Raton, FL						33487
(Address of registrant’s principal executive office)						(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):

☐			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 September 14, 2026, DeFi Development Corp. (“DFDV” or the “Company”) announced that during the period from August 27, 2026 through September 11, 2026, DFDV grew its SOL and SOL Equivalents by 55,491. The Company reported the following information as of the dates indicated below:

			August 27, 2026			September 11, 2026			% Change
SOL and SOL equivalents			2,333,432			2,388,923			2%

Last Disclosure: August 27, 2026

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 September 14, 2026, the Company also issued a press release regarding the foregoing 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 September 14, 2026
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

1

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.

Date: September 14, 2026			DEFI DEVELOPMENT CORP.
			By:			/s/ Joseph Onorati
			Name:			Joseph Onorati
			Title:			Chairman & CEO

2

Exhibit 99.1

September 14, 2026

DFDV Expands SOL Treasury to 2.39 Million SOL and Establishes $300 Million CHAD ATM to Fuel Continued Growth

Quarter-to-date, SOL has outperformed the Nasdaq-100 by 39%, and DFDV has outperformed SOL by 2x over that same period

CHAD ATM issuance is expected to occur at or above $10.00 per share, CHAD’s par value

Latest purchase expands treasury to 2,388,923 SOL and SOL equivalents

BOCA RATON, FL — September 14, 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 total treasury holdings have grown by 55,491 SOL to approximately 2,388,923 SOL and SOL equivalents, an increase of approximately 2% since August 27, 2026, reflecting continued SOL purchases and organic treasury growth as the Company’s accumulation flywheel gains momentum.

The Company also announced that it has established an at-the-market (“ATM”) offering program for up to $300 million of its Variable Rate Series C Perpetual Preferred Stock (Nasdaq: CHAD) (“CHAD”). The shares will be offered pursuant to a sales agreement between the Company and R.F. Lafferty & Co., Inc., as sole sales agent. The Company intends to issue shares under the ATM program at or above $10.00 per share, CHAD’s par value. Net proceeds are intended primarily to fund additional SOL purchases.

Together, continued treasury growth and the new ATM capacity advance DFDV’s capital flywheel to raise capital, accumulate SOL, generate organic yield, and compound SOL per share (“SPS”) growth. With CHAD adding a new funding engine, the Company is expanding its ability to turn capital markets access into a larger productive asset base.

The SOL Accumulation Flywheel Is Gaining Momentum

“We are growing our SOL treasury, generating more organic yield, and delivering strong performance, with DFDV returning twice as much as SOL quarter-to-date,” said Joseph Onorati, Chief Executive Officer of DeFi Development Corp. “With a $300 million ATM now in place, we have the structure to scale CHAD into a meaningful new engine of growth—and we intend to issue at or above $10.00 par. The flywheel is spinning, and we now have more capacity to put it to work.”

$300 Million CHAD ATM Provides Additional Funding Capacity

The ATM program allows the Company to raise capital through CHAD sales over time, subject to market conditions, investor demand and the Company’s capital needs. Establishing the program does not represent an immediate capital raise, and the Company is not obligated to sell

any shares. All issuance under the program is intended to occur at or above $10.00 per share. Learn more about CHAD at www.defidevcorp.com/chad.

For more information, visit defidevcorp.com. To stay up to date with the latest developments and insights, subscribe to our blog.

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 the anticipated issuance price of shares under the ATM program, the intended use of proceeds, and the Company’s ability to expand its SOL treasury and increase revenue, and 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 rely on any of 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 for the demand for SOL, or activity on the SOL network, to continue to develop and grow as predicted in our DFDV Model 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; and (xi) other risks and uncertainties more fully described in the section captioned "Risk Factors" in the Company's most recent Annual Report on Form 10-K 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 announcement are made as of this date, and the Company undertakes no duty to update such information except as required under applicable law.

Investor Contact:

ir@defidevcorp.com

Media Contact:

press@defidevcorp.com

Filing Exhibits & Attachments

5 documents

Press Releases

• EX-99.1 EX-99.1 14.9 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT 16.7 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 31.0 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 17.6 KB