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Director Loscalzo acquires 168,750 Cypherpunk (CYPH) shares via RSUs

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Cypherpunk Technologies director Joseph Loscalzo acquired 168,750 common shares through RSU settlements. On March 13, 2026, 74,700 RSUs granted on November 11, 2025 and 94,050 RSUs granted on December 23, 2025 were each settled on a 1-for-1 basis for common stock at no cash exercise price.

Both RSU grants had vested at issuance under the company’s 2022 and 2025 Equity Incentive Plans, and this Form 4 shows a compensation-related derivative exercise rather than any open-market buying or selling. Following these transactions, Loscalzo directly holds 168,750 shares of Cypherpunk common stock with no remaining RSU position reported.

Positive

  • None.

Negative

  • None.
Insider LOSCALZO JOSEPH
Role Director
Type Security Shares Price Value
Exercise Restricted Stock Units 74,700 $0.00 --
Exercise Restricted Stock Units 94,050 $0.00 --
Exercise Common Stock 74,700 $0.00 --
Exercise Common Stock 94,050 $0.00 --
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 74,700 shares (Direct)
Footnotes (1)
  1. 74,700 Restricted Stock Units ("RSUs") previously granted by Cypherpunk Technologies Inc. (the "Company") to the reporting person on November 11, 2025 pursuant to the Company's 2022 Equity Incentive Plan for no consideration (the "November 2025 RSUs") were settled on March 13, 2026 on a 1 for 1 basis for shares of the Company's common stock, par value $0.001 per share ("Common Stock"). 94,050 RSUs previously granted by the Company to the reporting person on December 23, 2025 pursuant to the Company's 2025 Equity Incentive Plan for no consideration (the "December 2025 RSUs") were settled on March 13, 2026 on a 1 for 1 basis for shares of Common Stock. The November 2025 RSUs vested at issuance on their grant date. The December 2025 RSUs vested at issuance on their grant date.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
LOSCALZO JOSEPH

(Last) (First) (Middle)
C/O CYPHERPUNK TECHNOLOGIES INC.
47 THORNDIKE STREET SUITE B1-1

(Street)
CAMBRIDGE MA 02141

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CYPHERPUNK TECHNOLOGIES INC. [ CYPH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/13/2026 M(1) 74,700 A (1) 74,700 D
Common Stock 03/13/2026 M(2) 94,050 A (2) 168,750 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $0 03/13/2026 M(1) 74,700 (3) (3) Common Stock 74,700 $0 0 D
Restricted Stock Units $0 03/13/2026 M(2) 94,050 (4) (4) Common Stock 94,050 $0 0 D
Explanation of Responses:
1. 74,700 Restricted Stock Units ("RSUs") previously granted by Cypherpunk Technologies Inc. (the "Company") to the reporting person on November 11, 2025 pursuant to the Company's 2022 Equity Incentive Plan for no consideration (the "November 2025 RSUs") were settled on March 13, 2026 on a 1 for 1 basis for shares of the Company's common stock, par value $0.001 per share ("Common Stock").
2. 94,050 RSUs previously granted by the Company to the reporting person on December 23, 2025 pursuant to the Company's 2025 Equity Incentive Plan for no consideration (the "December 2025 RSUs") were settled on March 13, 2026 on a 1 for 1 basis for shares of Common Stock.
3. The November 2025 RSUs vested at issuance on their grant date.
4. The December 2025 RSUs vested at issuance on their grant date.
/s/ Douglas E. Onsi as attorney-in-fact for the reporting person 03/17/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did CYPH director Joseph Loscalzo report?

Director Joseph Loscalzo reported acquiring 168,750 Cypherpunk Technologies common shares. These came from the settlement of previously granted restricted stock units, converting into shares at a 1-for-1 ratio without any cash exercise price on March 13, 2026.

How many Cypherpunk Technologies (CYPH) RSUs were settled in this Form 4?

A total of 168,750 RSUs were settled into Cypherpunk common stock. This included 74,700 RSUs from a November 11, 2025 grant and 94,050 RSUs from a December 23, 2025 grant, each settling on a 1-for-1 basis into shares.

Were the CYPH RSU settlements an open-market purchase or sale?

The RSU settlements were not open-market trades. They reflect compensation-related exercises where previously granted restricted stock units converted into common shares at no cash exercise price, with no reported market buying or selling activity in this filing.

What is Joseph Loscalzo’s shareholding after this Cypherpunk Form 4?

After the reported RSU settlements, Joseph Loscalzo directly holds 168,750 Cypherpunk Technologies common shares. The filing also shows no remaining derivative (RSU) position, indicating the reported RSUs were fully settled into stock on March 13, 2026.

From which equity plans did the reported CYPH RSUs originate?

The 74,700 RSUs came from Cypherpunk’s 2022 Equity Incentive Plan and were granted November 11, 2025. The 94,050 RSUs came from the 2025 Equity Incentive Plan and were granted December 23, 2025, with both grants vesting at issuance.

Did Joseph Loscalzo pay cash to exercise his Cypherpunk RSUs?

No cash exercise price was paid to settle these RSUs. The footnotes state the restricted stock units were granted for no consideration and settled on a 1-for-1 basis into common shares, so the transactions function as non-cash equity compensation.