Forum Markets (NASDAQ: ETHZ) rebrands and plans FRMM ticker switch
Rhea-AI Filing Summary
Forum Markets, Incorporated, formerly ETHZilla Corporation, has formally changed its corporate name and brand as part of its strategic evolution into a digital asset platform focused on tokenizing institutional-grade real-world assets on Ethereum.
The name change became effective on February 25, 2026, with the Nasdaq ticker expected to switch from ETHZ to FRMM at the market open on March 2, 2026. The company states that stockholder rights are unchanged and no stockholder action is required, and the CUSIP remains the same.
Forum launched a new website at www.forum-markets.com, where investors can access SEC filings, governance documents, and code of ethics updates. The company highlights recent steps in its tokenization strategy, including Eurus Aero Token I and the acquisition of manufactured and modular home loans it plans to tokenize into income-generating products.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Change in Company Name
On February 24, 2026, Forum Markets, Incorporated (previously known as ETHZilla Corporation) (the “Company”) filed with the Secretary of State of the State of Delaware a Certificate of Amendment (the “Certificate of Amendment”) to the Company’s Second Amended and Restated Certificate of Incorporation, as amended (the “Charter”), to change the Company’s name from “ETHZilla Corporation” to “Forum Markets, Incorporated” (the “Name Change”). The Certificate of Amendment became effective at 12:01 a.m. Eastern Standard Time on February 25, 2026, and the only change to the Company’s prior Charter was to change the Company’s name.
The Board of Directors of the Company (the “Board”) approved the Name Change pursuant to Section 242 of the General Corporation Law of the State of Delaware (“DGCL”). In accordance with the DGCL and the provisions of the Company’s organizational documents, approval of the Company’s stockholders was not required to effectuate the Name Change, and the Name Change will not affect the rights of the Company’s security holders.
The foregoing description of the Certificate of Amendment does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Certificate of Amendment, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K (this “Current Report”) and incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.
Press Release
On February 25, 2026, the Company issued a press release to publicly announce the Name Change. A copy of the press release is attached as Exhibit 99.1 to this Current Report and incorporated into this Item 7.01 by reference. The information in this Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), except as expressly set forth by specific reference in such filing.
Item 8.01. Other Events.
New Nasdaq Ticker Symbol
In connection with the Name Change, at the market open on March 2, 2026, the Company’s common stock, par value $0.0001 per share (“Common Stock”), is expected to cease trading on The Nasdaq Capital Market under the trading symbol “ETHZ” and will commence trading on The Nasdaq Capital Market under the new trading symbol “FRMM.”
There will be no change in the CUSIP number for the Company’s Common Stock in connection with the Name Change.
New Corporate Website
In connection with the Name Change, on February 25, 2026, the Company launched a new corporate website: www.forum-markets.com. As of the effectiveness of the Name Change: (a) the Company’s investor relations information, including press releases and links to the Company’s filings with the Securities and Exchange Commission, will now be found on that website, (b) the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and amendments to these reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act, and the Company’s corporate governance documents, including the charters of the committees of the Board and the Company’s Code of Business and Ethics, will be available on such website, and (c) any amendments to or waivers of the Company’s Code of Business and Ethics will be disclosed on that website.
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Forward-Looking Statements
This Current Report and the press release attached as Exhibit 99.1 to this Current Report may contain forward-looking information within the meaning of applicable securities laws (“forward-looking statements”). These forward-looking statements represent the Company’s current expectations or beliefs concerning future events and can generally be identified using statements that include words such as “estimate,” “expects,” “project,” “believe,” “anticipate,” “intend,” “plan,” “foresee,” “forecast,” “likely,” “will,” “target” or similar words or phrases. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of the Company’s control, which could cause actual results to differ materially from the results expressed or implied in the forward-looking statements. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements. The Company undertakes no obligation to publicly update or revise any of the forward-looking statements, whether because of new information, future events or otherwise, made in the release or presentation or in any of its SEC filings or public disclosures, except as provided by law. Consequently, you should not consider any such list to be a complete set of all potential risks and uncertainties. More information on potential factors that could affect the Company’s financial results is included from time to time in the “Forward-Looking Statements,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s periodic and current filings with the SEC, including Form 10-Qs, Form 10-Ks and Form 8-Ks, filed with the SEC and available at www.sec.gov. Forward-looking statements speak only as of the date they are made.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Exhibit | |
| 3.1 | Certificate of Amendment of Second Amended and Restated Certificate of Incorporation of ETHZilla Corporation, filed with the Secretary of State of Delaware on February 24, 2026, and effective on February 25, 2026. | |
| 99.1 | Press Release, dated February 25, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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.
| FORUM MARKETS, INCORPORATED | |||
| Date: February 26, 2026 | By: | /s/ McAndrew Rudisill | |
| Name: | McAndrew Rudisill | ||
| Title: | Chief Executive Officer | ||
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Exhibit 99.1
ETHZilla Becomes Forum in Next Step of Strategic Evolution Toward Institutional-Grade Real-World Asset Tokenization
Company Expects to Begin Trading on Nasdaq Under New Ticker Symbol “FRMM” on March 2, 2026
PALM BEACH, Fla., Feb. 25, 2026 /PRNewswire/ — ETHZilla Corporation (Nasdaq: ETHZ) today announced that it has updated its corporate name and brand to Forum Markets, Incorporated, doing business as Forum, and that, subject to approval by Nasdaq, its common stock is expected to begin trading on The Nasdaq Capital Market under the ticker symbol “FRMM” upon market open on March 2, 2026. The company’s CUSIP number will remain unchanged, and no action is required from stockholders in relation to this change.
The rebrand marks the next development in the company’s planned strategic evolution into a focused, digital asset platform, connecting traditional capital markets with blockchain-based financial infrastructure.
“Forum represents who we are today—and where we are going,” said McAndrew Rudisill, chairman and chief executive officer. “Forum embodies our belief that the next generation of financial markets will be built around institutional-grade, on-chain products backed by real assets, governed by transparency, and delivered through regulated infrastructure.”
A Natural Evolution of Strategy and Identity
Since launching in August 2025, the company has rapidly executed against a strategy focused on building the infrastructure, partnerships, and asset pipelines necessary to bring real-world assets on chain at institutional scale. During this period, the company established exclusive regulated distribution through Liquidity.io, made strategic equity investments in AI-driven credit and underwriting platforms, and secured access to asset pools across multiple sectors, including auto loans, manufactured housing finance, and aerospace equipment.
As its tokenization strategy has now transitioned to execution, the company believes its new Forum identity better communicates its expanding role as a bridge between traditional finance and blockchain-based capital markets.
“Forum is intentionally enduring and institutional,” said John Kristoff, senior vice president, corporate communications and investor relations. “It represents a meeting place where asset originators, institutional capital, and modern financial infrastructure converge. While we remain strong believers in Ethereum, our focus has evolved from passively holding the asset on our balance sheet to harnessing its full blockchain capabilities to build durable, income-generating products backed by real assets and delivered through compliant, transparent markets.”
Creating the Market Infrastructure for On-Chain Income
Forum’s platform is designed to aggregate, structure, and tokenize high-quality, cash-generating assets that have historically been accessible only to select large institutions. Through its ecosystem of strategic partners and proprietary capabilities, Forum, along with its subsidiaries and partners, is creating a repeatable pipeline to originate and distribute tokenized investment products across multiple asset classes.
The company’s economic model seeks to generate value through four complementary revenue engines: yield generation on assets held prior to tokenization; origination fees from the creation of tokenized investment products; recurring asset management fees as investors hold these assets; and potential transaction-based revenue from secondary market trading.
Executing at Institutional Scale
The transition to Forum aligns with the company’s entry into its next phase of execution, which includes the recently launched Eurus Aero Token I, the anticipated listing of additional tokenized real-world asset products in 2026, continued expansion across asset classes, and deeper engagement with institutional investors.
In support of this strategy, the company recently announced its acquisition of a portfolio of manufactured and modular home loans from Zippy Manufactured Home Credit Fund I L.P., which it plans to tokenize into a cash-flow-generating token. As it broadens into additional asset classes, including real estate–related credit opportunities, Forum aims to define the market structure for on-chain finance and establish the leading platform for institutional-grade tokenized assets.
About Forum
Forum Markets, Incorporated (Nasdaq: ETHZ; expected to change to “FRMM” on March 2, 2026) is a digital asset platform modernizing capital markets through the tokenization of institutional-grade real-world assets on Ethereum. The company structures and brings cash-generating assets onto blockchain-based infrastructure to unlock liquidity, broaden investor access, and enable more efficient primary issuance and secondary market activity. Forum integrates traditional asset management principles with scalable digital market architecture as it builds a new framework for how real-world value is originated, accessed, and traded. For more information, visit www.forum-markets.com.
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Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the expected benefits of the acquisition of the engines, expectations with respect to future performance, including the expected return on invested capital, and growth of Forum; the ability of Forum to execute its plans, undertake tokenization activities and achieve future performance.
Forward-looking statements are subject to numerous risks and uncertainties, many of which are beyond Forum’s control, and actual results may differ materially. These statements may be preceded by, followed by, or include the words “believes,” “estimates,” “expects,” “projects,” “forecasts,” “may,” “will,” “should,” “seeks,” “plans,” “targets,” “scheduled,” “anticipates,” “soon,” “goal,” “intends,” or similar expressions. Forward-looking statements are not guarantees of future performance, and involve risks, uncertainties and assumptions that may cause our actual results to differ materially from the expectations that we describe in our forward-looking statements. There may be events in the future that we are not accurately able to predict, or over which we have no control.
Applicable risks and uncertainties include, among others, the performance of the Eurus Aero Token I issued by ETHZilla Aerospace LLC (“ETHZilla Aerospace”), including anticipated yields thereof; the Eurus Aero Token I lacking a guarantee by Forum or any other affiliate of ETHZilla Aerospace and there being no recourse to Forum or any other affiliate of ETHZilla Aerospace; failure to realize the anticipated benefits of the tokenization of real-word assets and other risks associated therewith, including litigation, regulatory, and others; failure to realize the anticipated benefits of Forum’s digital asset treasury strategy; Forum’s previously disclosed stock repurchase program; Forum’s ability to achieve profitable operations; risks relating to Forum’s recent acquisitions; expectations regarding the capitalization, resources and ownership structure of Forum; Forum’s digital asset treasury strategy, the digital assets held by Forum, Forum’s current and anticipated yield strategies, including its participation in DeFi protocols and tokenization of real-world assets; fluctuations in the market price of ETH that will impact Forum’s accounting and financial reporting; government regulation of cryptocurrencies; Forum’s ability to repurchase shares of common stock, the timing thereof, purchase price thereof, and the fact that repurchases may not be undertaken under the stock repurchase program; changes in securities laws or regulations; changes in business, market, financial, political and regulatory conditions; risks relating to the Forum’s OTC transactions, including Forum’s ability to repay such facilities, covenants associated therewith and security interests associated therewith, including security interests over certain of our cash and ETH; risks relating to Forum’s previously announced ATM offering, including potential downward pressure on Forum’s stock price associated therewith; risks relating to Forum’s operations and business, including the highly volatile nature of the price of ETH and other cryptocurrencies; the risk that Forum’s stock price may be highly correlated to the price of the digital assets that it holds; risks related to increased competition in the industries in which Forum does and will operate; risks relating to significant legal, commercial, regulatory and technical uncertainty regarding digital assets generally; risks relating to the treatment of crypto assets for U.S. and foreign tax purpose, expectations with respect to future performance, growth and anticipated acquisitions; potential litigation involving Forum; global economic conditions; geopolitical events and regulatory changes; access to additional financing, and the potential lack of such financing; and Forum’s ability to raise funding in the future and the terms of such funding, including dilution caused thereby, as well as those risks and uncertainties identified and those identified under the heading “Risk Factors” in Forum’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and Forum’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, as well as the supplemental risk factors and other information Forum has or may file with the U.S. Securities and Exchange Commission (the “SEC”). Readers are cautioned not to place undue reliance on these statements. Investors should also be aware that under U.S. generally accepted accounting principles (GAAP), certain crypto assets must be measured at fair value, with changes recognized in net income for each reporting period. These fair value adjustments may cause significant fluctuations in Forum’s balance sheet and income statement from period-to-period. In addition, for certain crypto assets, including ETH, which Forum holds, impairment charges may be required to be reported in net income if the market price of such assets (including ETH) falls below the cost basis at which those assets are carried on the balance sheet. Readers are encouraged to read Forum’s filings with the SEC, available at www.sec.gov, for a discussion of these and other risks and uncertainties. The forward-looking statements in this press release speak only as of the date of this document, and Forum undertakes no obligation to update any forward-looking statements except as required by law. Forum’s business is subject to substantial risks and uncertainties, including those referenced above. Investors, potential investors, and others should give careful consideration to these risks and uncertainties.
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Filing Exhibits & Attachments
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