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Dogecoin Cash (OTCQB: DOGP) outlines Unit-based digital asset payout and patent move

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8-K

Rhea-AI Filing Summary

Dogecoin Cash, Inc. is moving forward with a previously announced special distribution to shareholders of record as of December 22, 2025, payable on January 7, 2026, subject to final FINRA clearance. The company clarifies that it will distribute DogeCoin Cash Units, which are book-entry securities of the company, rather than direct blockchain-native tokens.

Each Unit represents a beneficial interest in one DogeCoin Cash blockchain token on the Binance Smart Chain under BEP-20 contract address 0x9596a56c73CA6f50CBd05cB8D85865F75659dC78. Units are issued pro rata at one Unit per common share, are restricted securities, carry no equity, voting, or governance rights, and are evidenced by electronic book-entry certificates that can be transferred in compliance with securities laws and later used to withdraw the underlying tokens to a blockchain wallet.

DogeSPAC LLC, a wholly owned subsidiary, will handle administration, recordkeeping, and withdrawal processing for the Unit distribution. The company also filed U.S. Provisional Patent Application No. 63/943,215 on December 17, 2025, covering systems for certificate-based digital asset distributions, while cautioning there is no assurance any patent will ultimately issue or provide commercial advantage.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

 

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): December 22, 2025

 

DOGECOIN CASH, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

000-53571

20-1898270

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

 

355 West Mesquite Blvd C70

Mesquite, Nevada 89027

(Address of principal executive offices)

 

(702) 762-3123

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act: None

 


 

Item 8.01 – Other Events

 

Special Distribution of DogeCoin Cash Units; Clarification of Prior Terminology

 

On December 18, 2025, Dogecoin Cash, Inc. (OTCQB: DOGP) confirmed the Company’s previously announced special distribution to shareholders of record as of December 22, 2025 (the “Record Date”), payable January 7, 2026 (the “Payment Date”), subject to final FINRA clearance.

 

The Company clarifies that the distribution consists of DogeCoin Cash Units, which are securities of the Company issued in book-entry form, and not a direct distribution of blockchain-native tokens.

 

Clarification of “Units” vs. “Tokens”

 

In certain prior public communications, including a Company news release, the term “token” was used descriptively in reference to the underlying digital asset associated with the distribution.

 

For the avoidance of doubt:

The Company will distribute DogeCoin Cash Units (the “Units”), not blockchain-native tokens. 

Each Unit represents a beneficial interest in one (1) DogeCoin Cash blockchain token (the “DogeCoin Cash Token”). 

The DogeCoin Cash Tokens remain maintained at issuer-managed blockchain addresses and are not automatically transferred upon issuance or transfer of Units. 

 

The Company is furnishing this clarification to ensure precision and consistency in public disclosure and to avoid confusion among shareholders, regulators, and market participants.

 

This clarification does not reflect any change in the structure, economics, or mechanics of the distribution.

 

Description of the Units and Book-Entry Certificates

 

The Units:

are issued on a pro rata basis, one Unit for each share of Company common stock held as of the Record Date; 

are issued as restricted securities; 

do not represent equity ownership, voting rights, or governance rights in the Company; and 

are evidenced by book-entry electronic certificates. 

 

The book-entry certificates:

evidence ownership of the Units (not direct ownership of tokens); 

provide for transferability of the Units in compliance with applicable securities laws; and 

include withdrawal instructions for holders seeking delivery of the underlying DogeCoin Cash Tokens to a blockchain wallet following the applicable holding period and Company procedures. 

 

Transfer restrictions apply to the Units and the certificates themselves, and not to the underlying blockchain tokens.


 

Underlying Digital Asset

 

The underlying digital asset referenced by the Units is the DogeCoin Cash Token, a blockchain-native digital asset existing independently of the Company.

Blockchain: Binance Smart Chain 

Token Standard: BEP-20 

Smart Contract Address: 

0x9596a56c73CA6f50CBd05cB8D85865F75659dC78

 

Role of DogeSPAC LLC

 

DogeSPAC LLC, a Colorado limited liability company and wholly owned subsidiary of the Company, is acting solely with respect to the administration of the DogeCoin Cash Unit distribution, including book-entry recordkeeping and withdrawal processing.

 

DogeSPAC LLC does not act as transfer agent for the Company’s equity securities.

 

Filing of Provisional Patent Application

 

On December 17, 2025, the Company filed a U.S. provisional patent application titled:

 

“Systems and Methods for Asset-Referenced Digital Units, Multi-Layer Hybrid Ledger Architectures, Automated Corporate-Action Synchronization, and Certificate-Based Digital Asset Distribution.”

 

The application was filed as U.S. Provisional Patent Application No. 63/943,215, naming David Tobias as inventor, and evidences USPTO receipt at 5:30:32 p.m. ET on December 17, 2025.

 

The provisional application describes systems and methods designed to facilitate compliant, certificate-based digital asset distributions to shareholders without requiring prior blockchain wallet ownership. The Company notes that the book-entry Unit distribution method described above corresponds to processes discussed in the provisional application.

 

The Company makes no assurance that any patent will issue or that any issued patent will provide competitive or commercial advantage.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

DOGECOIN CASH, INC.

 

By: /s/ David Tobias             

Name: David Tobias

Title: President

Date: December 22, 2025

FAQ

What special distribution did Dogecoin Cash, Inc. (DOGP) confirm?

Dogecoin Cash confirmed a previously announced special distribution of DogeCoin Cash Units to shareholders of record as of December 22, 2025, with a payment date of January 7, 2026, subject to final FINRA clearance.

Are DogeCoin Cash shareholders receiving tokens or Units in this distribution?

Shareholders will receive DogeCoin Cash Units, which are book-entry securities of the company, not direct blockchain-native tokens. Each Unit represents a beneficial interest in one DogeCoin Cash blockchain token.

What rights do DogeCoin Cash Units provide to DOGP shareholders?

The Units are restricted securities that do not provide equity ownership, voting rights, or governance rights in Dogecoin Cash, Inc. They simply represent a beneficial interest in underlying DogeCoin Cash tokens and are evidenced by electronic book-entry certificates.

How can holders of DogeCoin Cash Units access the underlying blockchain tokens?

The book-entry certificates include withdrawal instructions so holders can request delivery of the underlying DogeCoin Cash tokens to a blockchain wallet after any applicable holding period and in accordance with the company’s procedures.

On which blockchain do the DogeCoin Cash Tokens exist and what is their standard?

The underlying DogeCoin Cash Tokens exist independently of the company on the Binance Smart Chain and use the BEP-20 token standard, under smart contract address 0x9596a56c73CA6f50CBd05cB8D85865F75659dC78.

What is DogeSPAC LLC’s role in the DogeCoin Cash Unit distribution?

DogeSPAC LLC, a wholly owned subsidiary of Dogecoin Cash, Inc., is responsible for administering the Unit distribution, including book-entry recordkeeping and withdrawal processing. It does not serve as transfer agent for the company’s equity securities.

What patent-related step did Dogecoin Cash, Inc. take in connection with this structure?

On December 17, 2025, the company filed U.S. Provisional Patent Application No. 63/943,215 describing systems for asset-referenced digital Units and certificate-based digital asset distributions. The company notes there is no assurance any patent will issue or provide commercial advantage.

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