Filed
by Digital Asset Acquisition Corp.
Pursuant
to Rule 425 under the Securities Act of 1933
and
deemed filed pursuant to Rule 14a-12
under
the Securities Exchange Act of 1934
Subject
Company: Digital Asset Acquisition Corp.
Commission
File No. 001-42612
Date:
January 21, 2026
As
previously announced, on January 13, 2026, Digital Asset Acquisition Corp., a Cayman Islands exempted company (“DAAQ”) and
Old Glory Holding Company, a Delaware corporation, registered as a Bank Holding Company under the Bank Holding Company Act of 1956 (“Old
Glory Bank”), entered into a business combination agreement (the “Business Combination Agreement”), for a business
combination transaction (the “Transaction”) that will result in, among other things, (i) DAAQ changing its jurisdiction of
incorporation by deregistering as a Cayman Islands exempted company and domesticating as a corporation incorporated under the laws of
the State of Texas, and, in connection therewith, changing its name to “OGB Financial Company” (“Pubco”) and
(ii) Old Glory Bank merging with and into Pubco, with Pubco continuing as the surviving company.
Between
January 20, 2026 and January 21, 2026, Old Glory Bank and John Rich, one of Old Glory Bank’s co-founders, posted on X relating
to the proposed Transaction. Copies of the full text of such posts are provided herewith:
Old
Glory Bank:
“Uncertainty
requires forward-thinking, not fear. Bridging De-Fi and Trad-Fi is the future, and Old Glory Bank is the one building it. Look for OGB
on Nasdaq later this year. Learn more at Own.OldGloryBank.com.”
“From
Main Street to On-Chain. OGB is integrating trad finance and crypto, and listing on the Nasdaq in 2026. Help build the bank building
the future. Read more at Own.OldGloryBank.com.”
“Hybrid
Finance = Traditional + Crypto, and we’ll be the first chartered bank to do it. Old Glory Bank’s de-SPAC is big news for
the Defi and Freedom Economies. Visit Own.OldGloryBank.com.”
“Markets
run on confidence, and stability requires bridges. Old Glory Bank is integrating traditional banking and crypto. Our public listing on
Nasdaq later this year is a game-changer. Read more at Own.OldGloryBank.com.”
“DeFi
scales faster with a traditional finance foundation. Our public listing on Nasdaq later this year will fuel innovation and integration.
Learn more at Own.OldGloryBank.com.”
John
Rich:
“From
Main Street to On-Chain. Freedom cannot exist without decentralized finance so @OldGloryBank is integrating traditional banking with
crypto and plans to list on Nasdaq in early 2026. Please move your banking to the bank built for Main Street, not Wall Street, as we
build to the future. Read more at Own.OldGloryBank.com.”
“Main
Street runs America and America needs a bridge from traditional finance to crypto. @OldGloryBank is that bridge as we integrate banking
with crypto and protect your financial freedom. There can’t be lasting financial freedom without decentralized finance -- so that’s
what we are doing at OGB in our big move to Nasdaq. Read more at Own.OldGloryBank.com.”
Additional
Information about the Business Combination and Where to Find It
The
Business Combination will be submitted to the shareholders of DAAQ for their consideration. DAAQ and Old Glory Bank intend to file a
registration statement on Form S-4 (the “Registration Statement”) with the Securities and Exchange Commission (the “SEC”),
which will include a proxy statement/prospectus and certain other related documents, which will serve as both the proxy statement to
be distributed to DAAQ’s shareholders in connection with DAAQ’s solicitation for proxies for the vote by DAAQ’s shareholders
in connection with the Business Combination and other matters to be described in the Registration Statement, as well as the prospectus
relating to the offer and sale of the securities to be issued (or deemed issued) to DAAQ’s securityholders and Old Glory Bank’s
equityholders in connection with the completion of the Business Combination. After the Registration Statement is declared effective,
DAAQ will mail a definitive proxy statement and other relevant documents to its shareholders as of the record date established for voting
on the Business Combination. DAAQ’s shareholders and other interested persons are advised to read, once available, the Registration
Statement, the preliminary proxy statement/prospectus included in the Registration Statement and any amendments thereto and, once available,
the definitive proxy statement/prospectus and documents incorporated by reference therein filed in connection with the Business Combination,
in connection with DAAQ’s solicitation of proxies for its extraordinary general meeting to be held to approve, among other things,
the Business Combination, as well as other documents filed with the SEC in connection with the Business Combination, as these documents
will contain important information about DAAQ, Old Glory Bank, and the Business Combination. Securityholders of DAAQ and Old Glory Bank
may obtain a copy of the preliminary or definitive proxy statement/prospectus, once available, as well as other documents filed by DAAQ
with the SEC that will or may be incorporated by reference in the proxy statement/prospectus, without charge, at the SEC’s website
located at www.sec.gov or by directing a written request to DAAQ at 174 Nassau Street, Suite 2100, Princeton, New Jersey 08542.
Participants
in the Solicitation
DAAQ
and its directors and executive officers may be deemed participants in the solicitation of proxies from DAAQ’s shareholders in
connection with the Business Combination. More detailed information regarding those directors and executive officers and a description
of their interests in DAAQ is contained in DAAQ’s filings with the SEC, including the registration statement on Form S-1 (File
No. 333-284776), which was declared effective by the SEC on April 28, 2025, and which is available free of charge at the SEC’s
website at www.sec.gov. Additional information regarding the interests of such participants will be contained in the Registration Statement
when available.
Old
Glory Bank’s directors and executive officers may also be deemed to be participants in the solicitation of proxies from DAAQ’s
shareholders in connection with the Business Combination. A list of the names of such directors and executive officers and information
regarding their interests in the Business Combination will be included in the Registration Statement when available.
Forward-Looking
Statements
This
communication includes certain statements that may constitute “forward-looking statements” within the meaning of Section
27A of the Securities Act, and Section 21E of the Exchange Act. Forward-looking statements include, but are not limited to, statements
that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions.
The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,”
“intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,”
“project,” “seek,” “should,” “target,” “would” and similar expressions may
identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking
statements may include, for example, statements about DAAQ’s or Old Glory Bank’s ability to effectuate the Business Combination
discussed in this document; the benefits of the Business Combination; the future financial performance of Pubco (which will be the go-forward
public company following the completion of the Business Combination) following the closing; changes in Old Glory Bank’s strategy,
future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management.
These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by DAAQ, Old Glory Bank and
their respective management teams, as the case may be, are inherently uncertain. These forward-looking statements are provided for illustrative
purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction,
or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ
from assumptions. Many actual events and circumstances are beyond the control of DAAQ and Old Glory Bank. Such forward-looking statements
are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or
implied by such forward-looking statements. Factors that may cause actual results to differ materially from current expectations include,
but are not limited to: (1) changes in domestic and foreign business, market, financial, political conditions, and in applicable laws
and regulations, (2) the occurrence of any event, change or other circumstances that could give rise to the termination of the definitive
agreements and any negotiations with respect to the Business Combination; (3) the outcome of any legal proceedings that may be instituted
against DAAQ, Old Glory Bank, the combined company, or others; (4) the inability to complete the Business Combination due to the failure
to obtain approval of the shareholders of DAAQ or Old Glory Bank for the Business Combination or to satisfy other conditions to closing;
(5) changes to the proposed structure of the Business Combination that may be required or appropriate as a result of applicable laws
or regulations; (6) the ability to meet stock exchange listing standards following the consummation of the Business Combination; (7)
the risk that the Business Combination disrupts current plans and operations of DAAQ or Old Glory Bank as a result of the announcement
and consummation of the Business Combination; (8) the ability to recognize the anticipated benefits of the Business Combination, which
may be affected by, among other things: competition, the ability of the combined company to grow and manage growth profitably, the ability
of the combined company to build or maintain relationships with customers and retain its management and key employees, the timing and
amount of future capital expenditures and requirements for additional capital, and the timing of future cash flow provided by operating
activities, if any; (9) costs related to the Business Combination; (10) the possibility that Old Glory Bank or the combined company may
be adversely affected by other economic, business, political and/or competitive factors; (11) estimates of expenses and profitability
and underlying assumptions with respect to shareholder redemptions and purchase price and other adjustments; and (12) other risks and
uncertainties set forth in the section entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements”
in DAAQ’s filings with the SEC, including the Registration Statement, when available, and any periodic Exchange Act reports filed
by DAAQ with the SEC such as its Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K.
You
should carefully consider the foregoing risk factors and the other risks and uncertainties which will be more fully described in the
“Risk Factors” section of the Registration Statement and other documents filed by DAAQ from time to time with the SEC. If
any of these risks materialize or DAAQ’s or Old Glory Bank’s assumptions prove incorrect, actual results could differ materially
from the results implied by these forward-looking statements. There may be additional risks that neither DAAQ nor Old Glory Bank presently
know or that they currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking
statements. In addition, forward-looking statements reflect DAAQ and Old Glory Bank’s expectations, plans, or forecasts of future
events and views as of the date of this communication. Nothing in this communication should be regarded as a representation by any person
that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking
statements will be achieved. These forward-looking statements speak only as of the date of this communication. DAAQ, Old Glory Bank,
and their respective representatives and affiliates specifically disclaim any obligation to, and do not intend to, update or revise these
forward-looking statements, whether as a result of new information, future events, or otherwise. Accordingly, these forward-looking statements
should not be relied upon as representing DAAQ’s, Old Glory Bank’s, or any of their respective representatives or affiliates’
assessments as of any date subsequent to the date of this communication, and therefore undue reliance should not be placed upon the forward-looking
statements.
No
Offer or Solicitation
This
communication does not constitute an offer to sell or exchange, or a solicitation of an offer to buy or exchange, or a recommendation
to purchase, any securities in any jurisdiction, or the solicitation of any proxy, vote, consent or approval in any jurisdiction with
respect to any securities or in connection with the Business Combination. There shall not be any offer, sale or exchange of any securities
of Old Glory Bank or DAAQ in any jurisdiction where, or to any person to whom, such offer, sale or exchange may be unlawful under the
laws of such jurisdiction prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities
shall be made except by means of a prospectus meeting the requirements of the Securities Act or an exemption therefrom.
