DeFi Development Corp. filings document a Nasdaq-listed operating company with common stock under DFDV and warrants under DFDVW. The records cover its Solana-focused treasury model, registered securities, capital raising arrangements, business updates, governance actions, executive compensation, and changes involving legacy business activities.
Recent 8-K disclosures include an at-the-market equity sales agreement, results and business updates, director appointments, officer separation arrangements, equity incentive grants, and the wind down of legacy Janover Capital Markets and Janover Insurance businesses. Registration statements and related disclosures describe securities offerings, smaller reporting company and emerging growth company status, risk factors, and capital structure.
DeFi Development Corp. (DFDV) filed a Rule 424(b)(3) prospectus to register up to 9,953,543 shares of common stock for resale by selling stockholders. The registration covers 4,171,907 outstanding shares and 5,781,636 shares issuable upon exercise of pre-funded warrants at an exercise price of approximately $0.0001 per share. The company is not selling any securities in this offering and will not receive proceeds from sales by the selling stockholders.
The shares may be sold from time to time using various methods permitted by law. DFDV’s common stock trades on Nasdaq under “DFDV”; on October 13, 2025, the last reported sale price was $16.15. Shares outstanding were 27,718,159 as of September 30, 2025. The filing notes additional “potentially issuable” shares from other instruments outside this registration.
The prospectus includes risk disclosures, including that effectiveness is expected under Section 8(a) “due to the closure of the SEC,” which may pose additional risks. DFDV remains an emerging growth and smaller reporting company.
DeFi Development Corp. (DFDV) filed an S-1 to register up to 3,898,856 shares of common stock issuable upon the exercise of company-issued warrants. The warrants were distributed at no charge on October 27, 2025, one warrant for every ten shares (and to specified note and pre-funded warrant holders as described), and are exercisable for cash only at $22.50 per warrant from the registration’s effectiveness until January 21, 2028, subject to an early‑expiration price condition. The company’s common stock last closed at $13.44 on October 28, 2025; the warrants are expected to trade on Nasdaq as DFDVW.
If fully exercised, the company would receive approximately $87.7 million in gross proceeds, intended for general corporate purposes, including the acquisition of SOL and working capital. Shares outstanding were 30,123,949 as of October 23, 2025; assuming full warrant exercise, shares outstanding would be 34,022,805. Each warrant initially covers one share, with standard anti‑dilution adjustments and an early‑expiration trigger tied to a $27.00 daily VWAP threshold over a defined period.
DeFi Development Corp. (DFDV) reported an insider equity grant. A company director acquired 7,000 shares of common stock on 10/21/2025 at a reported price of $0.0000, reflecting a grant of restricted stock units (RSUs). The RSUs vest quarterly in equal installments, with 100% vested on the one-year anniversary of the grant date, contingent on continued service. Following the transaction, the director beneficially owns 7,000 shares, held directly.
DeFi Development Corp. (DFDV) reported an initial beneficial ownership filing. A company director submitted a Form 3 with an event date of 10/21/2025 and reported no securities beneficially owned.
The filing was made by one reporting person and includes an Exhibit 24 power of attorney authorizing the attorney-in-fact to act on the filer’s behalf.
DeFi Development Corp. (DFDV) filed a preliminary proxy for its 2025 virtual annual meeting on December 18, 2025 at 2:00 p.m. ET. Stockholders will vote on six items: elect five directors; ratify Wolf & Company, P.C. as auditor for 2025; amend the 2023 Equity Incentive Plan to reserve 5,000,000 shares; amend the Certificate of Incorporation to increase authorized common stock to 1,000,000,000; amend the Certificate to increase authorized preferred stock to 1,000,000,000; and approve a new 2025 Employee Stock Purchase Plan.
The Board unanimously recommends a vote FOR all proposals. The record date is October 24, 2025. As of that date, there were 29,469,379 shares of common stock outstanding (one vote per share) and 10,000 shares of Series A preferred outstanding, each entitled to 10,000 votes. Proposal 1 is decided by plurality; Proposals 2, 3 and 6 require a majority of votes cast; Proposal 4 requires a majority of the voting power outstanding; Proposal 5 requires a majority of the voting power outstanding and a separate majority of Series A voting power.
Broker discretionary voting applies to auditor ratification and the authorized common increase. The proxy notes a 7‑for‑1 forward stock split effective May 20, 2025 for share references.
DeFi Development Corp. (DFDV) appointed Thomas Perfumo to its Board of Directors to fill a vacancy created by Marco Santori’s departure. He will serve on the Audit, Compensation, and Nominating & Corporate Governance Committees. The Board approved a grant of 7,000 restricted stock units to Mr. Perfumo, which will vest quarterly over the next year.
The company also made available an updated warrant distribution FAQ, which supersedes the prior version. The communication states the warrant issuance has not been registered under the Securities Act, and that a Form 8-A and a registration statement with a prospectus or prospectus supplement describing the warrants will be filed. Holders of Common Stock, 5.50% Convertible Senior Notes due 2030, 2.5% Convertible Notes due 2030, and currently outstanding warrants are directed to review those materials, including Risk Factors.
DeFi Development Corp. (DFDV) reported its current share count. The company disclosed 28,888,178 total shares outstanding as of October 15, 2025. It also noted activity related to pre-funded warrants from its August 2025 PIPE: 2,803,058 have been exercised, with 2,978,578 pre-funded warrants still outstanding. If all remaining pre-funded warrants were exercised, the adjusted outstanding share count would be approximately 31.9 million.
The company also announced a press release updating its holdings of Solana and Solana equivalents and related metrics, furnished as Exhibit 99.1.
DeFi Development Corp. filed Amendment No. 1 to a Form S-1 to register 9,953,543 shares of common stock for resale by selling stockholders. The registration covers 4,171,907 outstanding shares and 5,781,636 shares issuable upon exercise of pre-funded warrants at an exercise price of approximately $0.0001 per share. The company is not selling any securities in this offering and will not receive any proceeds from sales by the selling stockholders.
These shares may be sold from time to time using various methods described under Plan of Distribution. Common stock is listed on Nasdaq as “DFDV”; the last reported sale price was $16.15 on October 13, 2025. Shares outstanding were 27,718,159 as of September 30, 2025. The company discloses recent financings, including an equity line of credit, a 5.50% Convertible Senior Notes offering, an August 2025 private placement that issued the registered shares and pre-funded warrants, and a planned warrant dividend distribution. Certain pre-funded warrants include beneficial ownership limits of 4.99% or 9.99%, with the ability to increase to up to 19.99% upon 61 days’ notice.
DeFi Development Corp. (DFDV) filed an amended S-1 to offer $65,000,000 of 10.00% Series C Cumulative Perpetual Preferred Stock. Dividends accrue at 10.00% on the $100 liquidation preference and are payable quarterly on March 31, June 30, September 30 and December 31, beginning on September 30, 2025, when, as and if declared. The preferred is convertible into common stock at a conversion rate set at pricing and subject to adjustment.
The deal is a firm commitment underwriting with an underwriters’ 30-day option for up to 15% additional shares for overallotments. The company may redeem all outstanding shares if the total aggregate liquidation preference falls below 25% of the amount issued in this offering, at liquidation value plus accrued and unpaid regular dividends. DeFi Development has applied to list the preferred on Nasdaq as “CHAD” and expects trading within 30 days after first issuance; its common stock trades on Nasdaq as “DFDV” (last sale $16.15 on October 13, 2025). Net proceeds are intended for general corporate purposes, including the acquisition of Solana and working capital.
DeFi Development Corp. reported that its board has declared a warrant dividend distribution to holders of its common stock and its 5.50% Convertible Senior Notes due 2030. Stockholders of record as of the close of business on October 23, 2025 are expected to receive, on or around October 27, 2025, one warrant for every ten shares of common stock they hold, rounded down to the nearest whole warrant. Convertible noteholders of record on the same date will receive warrants calculated based on the notes’ conversion rate and principal amount.
The warrants will have an exercise price of $22.50 per share and are expected to expire on or about January 21, 2028. The company intends to apply to list the warrants on Nasdaq under the symbol DFDVW. DeFi Development is also providing a FAQ document about the warrant dividend on its investor relations website, and plans to file a Form 8-A and a registration statement describing the warrant terms.