Massive 350M option grant to Edgemode (EDGM) CFO ties to 100MW deals

Rhea-AI Filing Summary

Edgemode, Inc. reported that Chief Financial Officer and director Wajcenberg Simon Enrico acquired 350,000,000 stock options on February 10, 2026. The options have an exercise price of $0.0145 per share and were granted at no cost.

The options vest in two performance-based tranches. 50% vests upon closing of a purchase agreement with a solid oxide fuel cell supplier for at least 100 MW of power capacity, as determined by the board. The remaining 50% vests upon closing of an AI data center site sale agreement for at least 100 MW of capacity, also subject to board determination.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Wajcenberg Simon Enrico

(Last) (First) (Middle)

110 E. BROWARD BLVD., SUITE

(Street)

FT. LAUDERDALE FL 33301

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Edgemode, Inc. [ EDGM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options (Right to buy)	$0.0145	02/10/2026		A		350,000,000		(1)	02/10/2031	Common Stock	350,000,000	$0	350,000,000	D

Explanation of Responses:

1. The stock options shall automatically become vested and exercisable as follows: 50% shall vest upon the closing of purchase agreement between the Company, or the Company's subsidiaries, and a solid oxide fuel cell supplier for a minimum power capacity of 100 MW, as determined by the Company's board of directors (the "Board"), and the remaining 50% shall become vested and exercisable upon the closing of an AI data center site sale agreement between the Company, or the Company's subsidiaries, and a buyer which is for a minimum capacity of 100 MW, as determined by the Board.

	/s/ Simon Wajcenberg	02/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Edgemode (EDGM) disclose for February 10, 2026?

Edgemode disclosed a grant of 350,000,000 stock options to its CFO and director. The options were awarded at no cost and are exercisable at $0.0145 per share, subject to specific performance-based vesting milestones tied to 100 MW energy and AI data center agreements.

Who received the 350,000,000 stock options reported by Edgemode (EDGM)?

Chief Financial Officer and director Wajcenberg Simon Enrico received 350,000,000 stock options. He is also noted as a 10% owner. The options are held directly and become exercisable only when large 100 MW fuel cell and AI data center agreements close, as determined by the board.

What is the exercise price of the Edgemode (EDGM) stock options granted on February 10, 2026?

The granted stock options carry a $0.0145 exercise price per share. They were issued at a price of $0 for the derivative itself, meaning the insider pays only the exercise price upon exercising, subject to the specified vesting and milestone conditions.

How do the Edgemode (EDGM) stock options vest for the February 2026 grant?

Vesting is tied to two performance events. Half the options vest when a 100 MW solid oxide fuel cell supply agreement closes, and the other half vest upon closing a 100 MW AI data center site sale agreement, with both milestones determined by Edgemode’s board.

What underlying shares are linked to the Edgemode (EDGM) stock options grant?

The 350,000,000 stock options each relate to one share of Edgemode common stock. In total, they are exercisable into 350,000,000 common shares, once the performance-based vesting triggers tied to the 100 MW agreements are satisfied and the options become exercisable.

Is the February 10, 2026 Edgemode (EDGM) insider transaction a purchase or a grant?

The transaction is a grant or award of derivative securities, not an open-market purchase. It is coded as an acquisition of stock options, provided at no cost, with exercise rights at $0.0145 per share once the specified vesting conditions are met.