CYPHERPUNK TECHNOLOGIES INC. SEC Filings

CYPHERPUNK TECHNOLOGIES INC. (symbol: CYPH) is the issuer of record for a Form 4 filing submitted to the SEC.

CYPHERPUNK TECHNOLOGIES INC. (CYPH) reported an initial insider ownership filing for Kevin Zhang, who serves as Head of Mining. The filing lists beneficial ownership of 330,904 shares of Common Stock held directly. This Form 3 is an initial ownership report and does not disclose any buy or sell transactions.

CYPHERPUNK TECHNOLOGIES INC. (CYPH) reported insider transactions indirectly involving Winklevoss Treasury Investments, LLC ("WTI"), an entity managed by reporting person William Patrick McEvoy III. On August 17, 2026, WTI exercised 16,570,852 Pre-Funded Warrants at an exercise price of $0.001 per share, acquiring the same number of CYPH common shares and bringing WTI’s indirect common stock holdings to 24,854,613 shares. On the same date, under an Asset Purchase Agreement, WTI received additional Pre-Funded Warrants to purchase 43,290,042 CYPH common shares as consideration for the sale of certain assets and rights, at a stated price of $0.77 per warrant. The Pre-Funded Warrants are exercisable immediately, have no expiration date, and include a 19.99% beneficial ownership limitation that prevents exercises that would cause WTI and related parties to own more than 19.99% of CYPH’s outstanding common stock after exercise. McEvoy disclaims beneficial ownership of WTI’s securities except to the extent of any pecuniary interest.

Cypherpunk Technologies Inc. (CYPH) is the subject of an amended Schedule 13D reporting the position of Winklevoss-affiliated entities after a major crypto-mining asset acquisition and related warrant exercises.

On August 17, 2026, Winklevoss Treasury Investments, LLC (WTI) exercised pre-funded warrants for 16,570,852 shares of common stock at $0.001 per share, paid in cash from WTI working capital. The same day, Cypherpunk Mining LLC, a wholly owned subsidiary of Cypherpunk Technologies, entered an Asset Purchase Agreement with Moria Mining, LLC and WTI to acquire specified mining equipment, hosting agreements and related assets for an aggregate purchase price of $33,333,333, payable in an APA pre-funded warrant to purchase 43,290,042 shares at $0.001 per share. WTI now directly holds 24,854,613 shares (beneficially 19.9% of the common stock) based on 124,335,234 shares outstanding after the warrant exercise, and holds additional pre-funded, APA pre-funded and common warrants subject to a 19.99% Beneficial Ownership Limitation. Cypherpunk plans to seek stockholder approval to permit issuance of APA warrant shares above 5,377,442 and to remove other exercise limitations.

CYPHERPUNK TECHNOLOGIES INC. (CYPH) reported insider-related entity activity involving pre-funded warrants and common stock held through Winklevoss-associated entities. Winklevoss Treasury Investments, LLC (WTI), a subsidiary of Winklevoss Capital Fund, LLC, received Pre-Funded Warrants to purchase 43,290,042 shares of common stock under an Asset Purchase Agreement dated August 17, 2026, as consideration for the sale of certain assets and rights. On the same date, WTI exercised pre-funded warrants covering 16,570,852 underlying common shares at an exercise price of $0.001 per share, resulting in indirect ownership of 24,854,613 common shares held by WTI. The pre-funded warrants are exercisable immediately, have no expiration date, and are subject to a 19.99% beneficial ownership cap based on the issuer’s outstanding common stock. Each reporting person disclaims beneficial ownership except to the extent of its or his pecuniary interest.

Cypherpunk Technologies Inc. entered into an Asset Purchase Agreement under which its subsidiary acquired mining equipment and hosting agreements from Moria Mining for an aggregate purchase price of $33,333,333. The consideration is a pre-funded warrant issued to Winklevoss Treasury Investments to purchase 43,290,042 shares of common stock at an exercise price of $0.001 per share, with anti-dilution adjustments and no expiration until fully exercised. The warrant is subject to a 19.99% beneficial-ownership cap and, pending stockholder approval, limits initial issuance above 5,377,442 shares, approximately 4.99% of shares outstanding before signing. Cypherpunk will seek stockholder approval at its next annual meeting to permit full warrant exercise and remove other exercise limits.

The acquired fleet provides about 4.2 GSol/s of Equihash hashrate, representing roughly 18% of the Zcash network, making Cypherpunk Mining the largest Zcash mining fleet. A related amendment to the Registration Rights Agreement expands “Registrable Securities” to include current and future Cypherpunk securities held by Winklevoss Treasury Investments. The company highlights that its ZEC treasury of 323,394.38 ZEC, about 1.92% of circulating supply, combined with mining economics and an addressable market cited at over $250 million per year, is central to its privacy-focused strategy.

Cypherpunk Technologies Inc. reports a sharp earnings swing as its new digital-asset-focused strategy takes hold. For the quarter ended June 30, 2026, the company recorded net income of $39.4 million, versus a $16.6 million loss a year earlier, driven mainly by a $46.0 million unrealized gain on the fair value of its Zcash-linked embedded derivative. Operating expenses fell to $4.7 million from $16.9 million as cancer R&D spending was largely wound down, while general and administrative costs rose with higher stock-based compensation and digital-asset-related support.

On the balance sheet, Cypherpunk held $7.6 million in cash and equivalents and $129.4 million of digital assets receivable tied to 323,394.38 ZEC tokens, bringing total assets to $143.0 million and stockholders’ equity to $139.3 million as of June 30, 2026. Operating activities used $6.1 million of cash in the first half, while the company invested $18.5 million (including a $5.0 million SAFE in Zcash Open Development Lab) and raised $19.2 million via an at-the-market share program. Management believes existing cash plus remaining ATM capacity are sufficient to fund operations for at least 12 months, but results remain highly sensitive to ZEC price volatility.

Cypherpunk Technologies reported strong headline results for the quarter ended June 30, 2026. Net income was $39.4 million, or $0.18 per diluted share, compared with a net loss of $16.6 million a year earlier. The swing was mainly driven by a $46.0 million unrealized gain on the fair value of the company’s Zcash (ZEC) digital asset treasury, as ZEC’s price rose from $243.35 to $400.09 during the quarter.

Operating expenses shifted materially. Research and development fell to $0.2 million from $10.5 million, reflecting completed clinical trials and prior headcount reductions, while general and administrative expenses increased to $4.5 million from $1.8 million due largely to higher stock‑based compensation and payroll. Cash and cash equivalents were $7.6 million at June 30, 2026, and digital assets receivable were $129.4 million, contributing to total assets of $143.0 million and stockholders’ equity of $139.3 million.

The company highlighted its biotechnology subsidiary, Leap Therapeutics. Leap reached alignment with the FDA on the design of a proposed Phase 3 trial of sirexatamab (DKN‑01) in DKK1‑high second‑line metastatic colorectal cancer and announced peer‑reviewed publication of Phase 2 DeFianCe study results, which support DKK1‑high patients as a biomarker‑defined population for a future registrational trial.

Cypherpunk Technologies Inc. reports that Nasdaq has notified it of a deficiency in meeting the $1.00 per share minimum closing bid price required for continued listing on the Nasdaq Capital Market, after the stock traded below this threshold for 30 consecutive business days.

The notice is a deficiency notice, not an immediate delisting, and the company’s shares continue to trade on Nasdaq. Cypherpunk has 180 days, until January 19, 2027, to regain compliance by maintaining a closing bid of at least $1.00 for a minimum of 10 consecutive business days. The company may qualify for an additional 180-day period if it meets other listing standards and notifies Nasdaq of its intent to cure, potentially including a reverse stock split.

The company states it will closely monitor its share price and consider plans to regain compliance, while cautioning there is no assurance it will succeed within the available compliance periods.