Welcome to our dedicated page for Edgemode SEC filings (Ticker: EDGM), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Edgemode, Inc. filings document a Nevada issuer developing energy and AI data center infrastructure through joint venture and project-development agreements. Its 8-K reports describe material definitive agreements for the BAIF/DC Estate Solutions joint venture, amendments to Spanish data center capacity, and related equity and option arrangements tied to the development platform.
The filing record also covers capital-structure and working-capital financing through convertible promissory notes, executive stock-option grants, board appointments, and other corporate matters. The Form 12b-25 notice documents delayed annual-report preparation, while registration-status disclosures state that the company has no securities registered on a national exchange under Section 12(b).
Edgemode, Inc. entered into a non-binding term sheet with a third-party purchaser to negotiate the sale of its interests in land sites held through leaseholds in Cordoba, Palma, Vianos and Caceres, Spain. The buyer intends to use these sites for future data center projects, and the transaction is expected to be structured as a share purchase of the entities that hold the land interests.
The term sheet also gives Edgemode an option to enter into a joint venture with the purchaser to help develop the planned data centers. Edgemode signed an exclusivity letter agreeing to negotiate only with this purchaser for 60 days, but the deal remains subject to due diligence and the signing of definitive agreements, and there is no assurance the acquisition will be completed.
Edgemode, Inc. shareholder updates large ownership position. Dr. Niclas Adler reports beneficial ownership of 1,260,246,354 shares of Edgemode common stock, representing 29.45% of the class. These shares were acquired under a Share Exchange Agreement dated April 7, 2025, and no additional shares have been acquired since a prior amendment filed on August 20, 2025. Adler, a citizen of Sweden, reports sole voting and dispositive power over this stake.
Edgemode, Inc. has entered into a non-binding offer with a third-party purchaser for a potential acquisition of 100% of its special purpose vehicle DC Estate Malpica, S.L., which owns an in-development data center project in Mora, Spain. The offer is subject to due diligence and negotiation of definitive agreements, and either party can still walk away. Edgemode agreed to negotiate exclusively with the purchaser for 60 days and expects to provide customary representations, warranties and indemnities if a deal is signed.
Separately, Edgemode entered into standstill agreements with certain lenders holding convertible promissory notes with approximately $1,150,000 in aggregate principal. For 30 days, these lenders have agreed not to convert the notes into common stock or dispose of any common shares held or acquired under the notes.
Edgemode, Inc. entered into a securities purchase agreement with an accredited investor and issued a convertible promissory note with a principal amount of $300,000. Because of a $50,000 original issue discount, the company received net cash proceeds of $250,000 for working capital.
The note matures on August 3, 2026 and carries interest at 12% per year, with an additional $50,000 lump-sum interest added to principal on the issue date. It is convertible into common stock at $0.01 per share after the 180th day from issuance or following an event of default, with conversion price resets if the share price trades below that level. Conversions are capped so the holder and affiliates cannot own more than 9.99% of outstanding common stock, and the note restricts new debt senior to it without holder consent.
Edgemode, Inc. has signed a non-binding term sheet to acquire 51% of Spanish company Ibersun Generación, S.L. for approximately $7,200,000. Ibersun owns assets such as battery energy storage system projects, land plots, and grid access rights that Edgemode aims to use for data center and energy storage projects in Spain.
The potential deal is subject to due diligence, negotiation and signing of definitive agreements, regulatory approvals, and other closing conditions. Edgemode also needs significant additional capital to close, and the company warns there is no assurance it will secure financing or complete the transaction.
Edgemode, Inc. filed a Form 12b-25 notifying the SEC it cannot timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2026. The company says it is compiling financial information and expects to file on or before the fifteenth calendar day following the prescribed due date. The filing discloses preliminary results: expected net income $8.2 million for the 2026 quarter versus a net loss $22.1 million in the 2025 quarter, and material changes in stock-based compensation and other income.
Kiero-Watson Simon Scott reported acquisition or exercise transactions in this Form 4 filing.
Edgemode, Inc. reported that director Kiero-Watson Simon Scott received a grant of 10,000,000 shares of restricted common stock. The award was approved by the Board of Directors and is fully vested. Following this grant, Scott directly holds 12,637,215 shares of Edgemode common stock.
Edgemode, Inc. director Kiero-Watson Simon Scott filed an initial ownership report on Form 3, showing direct holdings of 2,637,215 shares of Common Stock. This filing establishes his reported equity stake in the company but does not disclose any recent share purchases or sales.
Edgemode, Inc. appointed Simon Kiero-Watson to its Board of Directors to fill a vacancy created by a prior director’s resignation in September 2025. He will serve until the next annual stockholder meeting or his earlier resignation or removal.
Mr. Kiero-Watson has been Head of Markets at Tokenise Group since April 2021 and holds board positions at several Tokenise-related entities and London Court Limited. Under an Independent Director Agreement, he will receive 10,000,000 shares of restricted common stock as consideration for his service and will be indemnified as permitted by the SEC and Nevada law. The company states there are no related-party transactions involving him under Item 404(a) of Regulation S-K.