The Crypto Company filed an amended annual report after its new auditor found a missing $1,319,366 derivative liability on convertible debt for 2024, triggering a full reaudit and restated financials.
For 2024, the company generated only $44,814 of consulting and education revenue, down sharply from $197,459 in 2023, and recorded a net loss of $7,963,077. Cash at year-end was just $1,763 against a working capital deficit of about $8.0 million, and auditors raised substantial doubt about its ability to continue as a going concern.
Share-based compensation surged to $5,285,690, including $3,032,710 of Preferred A voting stock granted to the CEO, and common shares outstanding rose to over 3.0 billion through large debt-for-equity conversions. Management also concluded that disclosure controls and internal control over financial reporting were not effective as of December 31, 2024.
The Crypto Company announced that investors should no longer rely on its audited financial statements for the year ended December 31, 2024. The audit committee, management, and auditor Beckles & Co. determined the company inadvertently failed to record a $1,319,366 derivative liability related to certain convertible debt.
Beckles recommended a re-audit of the 2024 financial statements, and the company plans to file an amended Form 10-K to correct the error. The company also notes risks related to maintaining effective internal control over financial reporting and cautions that the ultimate impact of the adjustments may differ from current expectations.
Levy Ron reported open-market purchase transactions in this Form 4 filing.
Crypto Co director and CEO/Interim CFO Levy Ron acquired 16,000,000 shares of Common Stock on June 11, 2026. These shares were issued under a subscription agreement in lieu of cash compensation previously owed to him by the company.
After this equity-for-compensation transaction, Levy Ron directly holds 763,256,390 shares of Crypto Co Common Stock as reported in the filing.
The Crypto Company entered into Subscription Agreements with Three Mile Creek Future LLC, Bryn Rodriguez, and Ron Levy on June 6, 2026 and June 11, 2026 to sell an aggregate of 96,000,000 shares of common stock, par value $0.001, for a total cash purchase price of $300,000 in a private placement exempt from registration under Section 4(a)(2) and Rule 506(b) of the Securities Act.
The investors are accredited and represented that they are purchasing for investment, without general solicitation or advertising. In addition to the shares, each investor receives a prepaid warrant to participate in a future private placement offering of the company, if any, on terms set out in the agreements.
The Crypto Company entered into Subscription Agreements with Boulder Syndicate Ltd and Ron Levy to sell 17,600,000 shares of common stock in a private placement. The aggregate purchase price is $55,000, structured mainly as debt-for-equity compensation conversion.
Of the total, $50,000 is satisfied by cancelling accrued but unpaid compensation owed to Ron Levy, with the remaining amount paid in cash. Each investor also receives a prepaid warrant giving the right to participate in a future private placement, if any, on terms set in the agreements. The transaction relies on Section 4(a)(2) and Rule 506(b) exemptions and is limited to accredited investors.
Levy Ron reported open-market purchase transactions in this Form 4 filing.
Crypto Co CEO and Interim CFO Levy Ron reported acquiring 16,000,000 shares of Common Stock on May 11, 2026. The shares were received at $0.0000 per share under a subscription agreement in lieu of prior cash compensation owed. Following this transaction, his reported holdings total 747,256,390 shares of Common Stock, which now also reflect 835,617 previously omitted shares noted in the filing.
The Crypto Company entered into Subscription Agreements with Golden Compass Ventures Entity and Three Mile Creek Future LLC on April 22, 2026 to sell an aggregate of 24,000,000 shares of common stock in a private placement exempt from registration. The investors will pay 0.74316232 BTC and $25,000 in cash as consideration, with the fair market value of the digital asset fixed as of the execution date. Each investor also receives a prepaid warrant to participate in a future private placement offering of the company, if any, under the terms of the agreements.
The Crypto Company notified the SEC it cannot timely file its Annual Report on Form 10-K for the year ended December 31, 2025 by the original due date of March 31, 2026. The company attributes the delay to limited financial reporting resources and the need for additional time to prepare and review its financial statements and disclosures. It currently expects to file within the 15-calendar-day extension available under Rule 12b-25.
The Crypto Company completed the acquisition of the Frame blockchain assets through its subsidiary, Frame Intelligence, LLC. The deal transfers all technology and intellectual property needed to own and operate the Frame Layer 1 blockchain, described as a liquidity and interoperability layer connecting fragmented crypto networks.
Instead of upfront cash or stock, consideration consists of milestone-based issuances of common stock to Frame Holdings, including 2.5% of outstanding shares upon sustained $100 million market capitalization and a $100 million fully diluted Frame valuation, plus additional tranches with aggregate potential value of about $50.5 million tied to higher market cap and valuation thresholds up to $1.0 billion.
The company committed at least $2.0 million to fund Frame Intelligence within 120 days of closing, subject to an optional extension for a $100,000 payment. A Consulting Agreement engages Frame Holdings, led by Frame creator Sean Docherty, to provide strategic and technical services for $20,000 per month with automatic increases at higher valuation milestones, severance protections, and a path for Docherty to become Chief Blockchain Officer and a board member.