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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 29, 2026
CANTON
STRATEGIC HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-41210 |
|
84-2642541 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.
R. S. Employer
Identification
No.) |
1460
Broadway, New York, NY
00000
(Address
of principal executive offices, including zip code)
(212)
210-6006
(Registrant’s
telephone number, including area code)
N/A
(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)) |
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, $0.0001 par value |
|
CNTN |
|
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
7.01 Regulation FD Disclosure.
On
October 29, 2026, Canton Strategic Holdings, Inc. (the “Company”) issued a press release announcing an agreement with
TSV LLC (“TSV”) to make the Company’s shares of common stock available to be traded on TSV. 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.
The information in this Item
7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section,
nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except
as expressly set forth by specific reference in such a filing.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
| Exhibit
No. |
|
Description
of Exhibit |
| 99.1 |
|
Press Release, dated October 29, 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.
| Date:
October 29, 2026 |
Canton
Strategic Holdings, Inc. |
| |
|
| |
/s/
Mark Wendland |
| |
Mark
Wendland |
| |
Chief
Executive Officer |
Exhibit
99.1
Canton
Strategic Holdings Announces Intent to Become First Tokenized U.S. Equity
Announcement
Follows SEC’s Innovation Exemption, Paving the Way for Compliant Onshore Access, 24/7 Trading, and Atomic Settlement of Tokenized
Equities
Tokenized
Shares Issued by Onchain Transfer Agent Fairmint and Traded on TSV LLC via the Tradecraft Protocol Would Carry the Same Rights as Nasdaq
Shares of CNTN, With 24/7 Trading and Atomic Settlement on the Canton Network
NEW
YORK, October 29, 2026 — Canton Strategic Holdings, Inc., (NASDAQ: CNTN) (“Canton Strategic Holdings” or the “Company”)
the first publicly traded company to leverage Canton Coin to support the Canton Network’s ability to digitize traditional financial
markets, today announced an agreement with TSV LLC (“TSV”), the permissioned venue for tokenized NMS stocks on the Canton
Network, to make the Company’s shares of common stock available to be traded on TSV. This announcement follows TSV’s notification
to the Securities and Exchange Commission (the “SEC”), aligned with the September 17 Innovation Exemption, that it is building
regulated, compliant access to tokenized equities on the Canton Network. To support the tokenization of the Company’s securities,
Canton Strategic Holdings has engaged Fairmint, an SEC-registered onchain transfer agent, to tokenize its shares as issuer-sponsored
stock. Trading is expected to begin as early as Monday, November 2 and is intended to be the first of its kind under the new SEC rules
for tokenizing onshore U.S. equities.
“Tokenization
creates more efficient access to equity markets for investors and greater transparency for issuers, and the SEC’s Innovation Exemption
has set up the framework to bring tokenized U.S. equities onshore,” said Mark Wendland, Chairman and CEO of Canton Strategic Holdings.
“We are proud to be the first publicly traded company to work with TSV and Fairmint as they build a compliant platform for tokenized
equities on the Canton Network, the only blockchain purpose-built for regulated financial infrastructure.”
TSV,
the first Tokenized Securities Venue, intends to bring the Company’s tokenized shares into its automated market maker, allowing
for 24/7 trading availability, atomic settlement, and verified access for institutional and retail investors.
As
an onchain transfer agent, Fairmint will issue the Company’s tokenized shares, maintain the official onchain record of their ownership,
and administer compliance on every transfer. Holders of these issuer-sponsored tokenized shares would receive the same rights and privileges
as those holding the Company’s stock via Nasdaq.
“We
were the first to formally notify the SEC of our intent to operate a tokenized securities venue, and we wanted our first listing to set
the standard,” said Ali Abrar, CEO of TSV LLC. “Thanks to the work we’ve done with Canton Strategic Holdings and Fairmint,
investors on TSV trade shares that carry the same rights as the Company’s stock. Using the Tradecraft protocol, approved participants
can provide liquidity and trade at any hour, with every trade settling atomically on the Canton Network.”
“Bringing
public-company shares onchain through the Canton Network opens a new chapter for equity markets,” said Joris Delanoue, CEO and
co-founder of Fairmint. “Since we founded the company, we’ve been building infrastructure for programmable equity, with official
ownership records and transfer controls built into the same system. Our approach ensures tokenized shares carry the full rights of the
company’s stock, protecting investors while keeping the issuer in control. We look forward to working with Canton Strategic Holdings
through our Onchain Transfer Agent services.”
Canton
Strategic Holdings is an investor and active participant in the Canton Network ecosystem, providing both capital and insights to further
the integration of the network into modern financial systems. As a Super Validator on the Canton Network and a member of the Canton Foundation,
the Company continues to support and help secure the network in line with its commitment to strengthening the ecosystem.
About
Canton Strategic Holdings, Inc.
Canton
Strategic Holdings, Inc. (NASDAQ: CNTN), is the first publicly traded company to leverage Canton Coin and support the Canton Network
to advance institutional blockchain adoption and the digitization of financial markets. In addition to its operating business that drives
value through activities on the Canton Network, the Company is a strategic investor in the Canton ecosystem. For more information, visit
www.cantonstrategic.com.
About
TSV LLC
TSV
LLC, founded by Ali Abrar and Ryan Trinkle, is the first Tokenized Securities Venue to complete the SEC’s Innovation Exemption
process set out in Release No. 34-106402.. The venue and platform enable approved participants to provide liquidity and trade tokenized
NMS stocks through automated market maker pools on the Tradecraft protocol on Canton Network. Tradecraft protocol is the leading automated
market maker protocol by total value locked on Canton Network, developed by Obsidian Software LLC. The venue is designed to be available
24/7 subject to regulatorily required trading stoppages, maintenance, risk controls, and trading volume limits. Settlement is atomic
on Canton: both sides of a trade transfer together, or neither does, in an instantaneous Delivery versus Payment transaction. Participants
and their wallets must be approved before trading, including identity verification and sanctions screening, and smart contracts enforce
these rules on every token transfer. Learn more at tokenizedstockvenue.com.
About
Fairmint
Fairmint
is building the onchain Equity Capital Markets platform to bring recordkeeping and liquidity onto the same rails. Its subsidiary Fairmint
TA LLC (formerly Fair FP LLC) is an SEC-registered transfer agent (file no. 084-06901) offering issuers an onchain solution to preserve
issuer control and maintain shareholder rights. Founded in 2019 by Joris Delanoue and Thibauld Favre, Fairmint developed the Open Cap
Table Protocol, and is a governing member of the Open Cap Table Coalition, which stewards the industry’s open-source standard.
For more information, visit fairmint.com.
Cautionary
Note Regarding Forward-Looking Statements
This
press release contains statements that constitute “forward-looking statements” within the meaning of U.S. federal securities
laws. Forward-looking statements are statements other than historical facts and include, without limitation, those regarding management
expectations, strategy execution, market conditions, and the Company’s involvement with the Canton Network. These statements are
based on current expectations and involve risks and uncertainties that may cause actual results to differ materially. Further information
regarding factors that may affect the Company’s prospects is included in its annual and quarterly reports filed with the U.S. Securities
and Exchange Commission, available at www.sec.gov. The Company undertakes no obligation to update these statements except as required
by law.
Canton
is a registered trademark of Digital Asset (Switzerland) GmbH. Digital Asset is not affiliated with, and has not sponsored or endorsed,
the operations of Canton Strategic Holdings, Inc.
Contacts
Media:
Gasthalter
& Co.
(212)
257-4170
canton@gasthalter.com
Investors:
ir@cantonstrategic.com
X:
@CantonStrategic
LinkedIn:
Linkedin.com/CantonStrategicHoldings
Website:
www.cantonstrategic.com
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