[8-K] Edgemode, Inc. Reports Material Event
8-K Event Classification
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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Item 8.01 Other Events.
As previously disclosed on Form 8-K Current Reports filed on December 11, 2025 and December 31, 2025, Edgemode, Inc. (the “Company”) is seeking rescission of the Share Exchange Agreement by and among the Company, Synthesis Analytics Production Ltd. and Adler Capital Limited dated April 7, 2025 (the “SEA”) and an Employment Agreement between the Company and Niclas Adler (the “Employment Agreement”), as the Company has discovered that Synthesis Analytics Production Ltd. and Adler Capital Limited breached material representations and warranties under the SEA. In addition to the material breaches the Company has uncovered and previously disclosed, the Company has been notified of a petition submitted on behalf of Marviken ONE AB with the Stockholm District Court disputing Swedish Tax Agency claims against Marviken ONE AB and tax payments owed by Marviken ONE AB (the “Swedish Petition”). Under the SEA, the Marviken ONE AB properties (“Marviken”) were to be transferred free and clear of all encumbrances to the Company. Within the Swedish Petition the representatives of Marviken represent to the Stockholm District Court that Marviken is to be acquired by a third party, unrelated to the Company. The Company intends to use these representations in the Swedish Petition to further justify its demand enforce the rescission and termination of the SEA, Employment Agreement and related agreements and seek damages against Adler Capital Limited, Adler and their affiliates. The affiliates of Adler include Paul Taylor, an individual that has supported the previously disclosed lawsuit filed against the Company on December 19, 2025 in the Clark County District Court of Nevada by Adler Capital Limited and Adler. At this time, the Company is unable to predict the outcome of the litigation or estimate the ultimate financial exposure, if any, that may result from the proceedings. The Company also intends to file claims against Adler Capital Limited and Adler to enforce the rescission and termination of the related agreements and seek damages against Adler Capital Limited, Adler and their affiliates.
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.
| Edgemode, Inc. | ||
| Dated: January 14, 2026 | By: | /s/ Charlie Faulkner |
| Name: | Charlie Faulkner | |
| Title: | Chief Executive Officer | |
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