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. notified the SEC it cannot timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 because it is still compiling required financial information. The company expects to file the Form 10-K on or prior the fifteenth calendar day following the prescribed due date. The company also states it expects a significantly larger net loss for 2025 driven primarily by approximately $29,000,000 of non-cash stock-based compensation and an impairment charge.
Edgemode, Inc. insider Jose Antonio Mora, a Director of a subsidiary, indirectly received 400,000,000 shares of common stock at $0.0065 per share on March 23, 2026 through EMM International Investment Ltd. This issuance was made under an addendum to a Joint Venture Agreement and approved in advance by the board under Rule 16b-3.
In connection with this, entities beneficially owned and controlled by Mora disposed to the issuer of non-qualified stock options covering 250,000,000 and 150,000,000 underlying common shares at a $0.0020 exercise price. After these transactions, the filing shows 400,000,000 common shares indirectly held and no remaining reported options from this block.
Edgemode, Inc. investor Jose Antonio Mora reported a new significant stake in the company’s common stock. Through EMM International Investment Ltd., which he wholly owns and controls, he beneficially holds 400,000,000 shares with sole voting and dispositive power.
These shares represent approximately 11.3% of Edgemode’s 3,530,261,428 outstanding common shares as of March 24, 2026. The stake arose from a Joint Venture Agreement and subsequent addendums under which previously granted stock options were cancelled and replaced with 400,000,000 shares issued without an exercise price or additional consideration. Mora indicates the position is for investment purposes and may be used to influence Edgemode’s management, operations, or strategic direction.
Edgemode, Inc. entered into a second addendum to its joint venture agreement with Blackberry AIF and DC Estate Solutions Cayman Limited. The addendum increases the planned capacity of Spain-based data centers to 4,350 MW and restructures BAIF’s equity from options into common shares.
Under the addendum, stock options to purchase an aggregate of 400,000,000 shares of Edgemode common stock are exchanged for 400,000,000 fully paid, non-assessable restricted common shares issued to BAIF or its assignees. These shares were issued as unregistered securities in reliance on Section 3(a)(9) of the Securities Act.
Edgemode, Inc. entered a securities purchase agreement with an accredited investor and issued a convertible promissory note with a principal amount of $120,000 on March 5, 2026. After a $15,000 original issue discount and $8,000 of investor legal costs, the company received net proceeds of $92,000 for working capital.
The note carries a one-time 15% interest charge added at issuance and matures on December 15, 2026, with four scheduled payments totaling $138,000 due monthly from September 15 through December 15, 2026. Following an event of default, the holder may convert the outstanding amount into common stock at 61% of the lowest closing price over the 20 trading days before conversion, subject to a 4.99% ownership cap. Default terms include immediate acceleration, a 150% repayment premium on principal, default interest of 22% per annum on overdue amounts, and price-adjustment provisions if the market price falls below the conversion price on a default conversion date.
Edgemode, Inc. entered into a financing deal with an accredited investor by issuing a $150,000 convertible promissory note with a $15,000 original issue discount. After paying $5,000 of the investor’s legal costs, the company received $130,000 in net proceeds for working capital.
The note bears 6% annual interest, payable in common shares, and matures on February 24, 2027. It becomes convertible after six months at 60% of the lowest trading price over the prior 15 trading days, with the conversion price falling to 45% upon default. Conversions are capped so the holder cannot own more than 9.99% of Edgemode’s outstanding common stock.
Edgemode, Inc. reported that its board approved new stock option grants for Chief Executive Officer Charles Faulkner and Chief Financial Officer Simon Wajcenberg. Each executive received a non-qualified option to purchase up to 350,000,000 shares of common stock at an exercise price equal to the closing sale price on OTC Markets on the trading day before the grant date, with a five-year term.
Half of the shares under each option will vest if the company or its subsidiaries closes 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 half will vest if the company or its subsidiaries closes an AI data center site sale agreement with a buyer for a minimum capacity of 100 MW, also subject to board determination.
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.
Edgemode, Inc. Chief Executive Officer and director Charles Thomas Faulkner reported receiving a grant of stock options covering 350,000,000 shares of common stock. The options have an exercise price of $0.0145 per share and were awarded on February 10, 2026.
According to the grant terms, 50% of the options vest when the company, or its subsidiaries, closes 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% vest upon closing an AI data center site sale agreement for at least 100 MW of capacity, also subject to board determination.