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Gemini Space Station registers up to 7.14M resale shares

Gemini Space Station, Inc. registered the potential resale of up to 7,142,857 shares of its Class A common stock by the investor identified in the prospectus supplement.

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Form Type
8-K

Rhea-AI Filing Summary

Gemini Space Station, Inc. registered the potential resale of up to 7,142,857 shares of its Class A common stock by the investor identified in the prospectus supplement. Registration does not mean the investor will sell any or all of the shares, and the investor is not obligated to do so.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Shares registered for potential resale 7,142,857 shares Class A common stock
Class A common stock par value $0.001 per share Class A common stock
Prospectus Supplement regulatory
"filed a prospectus supplement"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
registration statement regulatory
"the Company's registration statement on Form S-3"
A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.
resale financial
"registering the potential resale"
Resale is the act of selling an item, asset, or security by someone who previously bought it rather than by the original maker or issuer. It matters to investors because resale activity affects how easily an investment can be sold, the price buyers are willing to pay, and the potential profit or loss — like selling a used car: condition, demand and market rules determine what you can get for it.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many GEMI shares may the investor resell?

The prospectus supplement registers the potential resale of up to 7,142,857 shares of Gemini Space Station, Inc. Class A common stock by the investor named in the supplement. Registration does not mean the investor will sell any or all of the shares, and the investor is not obligated to do so.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): October 14, 2026

 

 

 

Gemini Space Station, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Nevada
(State or other jurisdiction of
incorporation or organization)  
001-42836
(Commission File Number)  
33-3263417
(I.R.S. Employer Identification
Number)  
 
600 Third Avenue, 2nd Floor
New York, NY 100161
(Address of principal executive offices) (Zip code)
 
(646) 751-4401
(Registrant's telephone number, including area code)
 
  Not Applicable  
(Former name or former address, if changed since last report)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol Name of each exchange on which registered
Class A common stock, $0.001 par value per share GEMI The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.

 

Emerging growth company    x

 

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.      ¨

 

 

1 We use this address for receiving mail and correspondence to our principal executive office located in New York, NY.

 

 

 

 

 

Item 8.01 Other Events.

 

On October 14, 2026, Gemini Space Station, Inc. (the “Company”) filed a prospectus supplement (the “Prospectus Supplement”) to the Company’s registration statement on Form S-3 (Registration No. 333-299242) with the Securities and Exchange Commission, registering the potential resale of up to 7,142,857 shares of the Company’s Class A common stock, $0.001 par value per share (the “Class A common stock”), by the investor named thereunder. The registration of such shares of Class A common stock does not necessarily mean that such investor will offer to sell all or any portion of such shares, and it is under no obligation to do so.

 

The legal opinion as to the validity of the shares of Class A common stock covered by the Prospectus Supplement under Nevada law is attached hereto as Exhibit 5.1 and is incorporated by reference herein.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit
No.
  Description
5.1   Opinion of Brownstein Hyatt Farber Schreck, LLP.
23.1   Consent of Brownstein Hyatt Farber Schreck, LLP (included in Exhibit 5.1).
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: October 14, 2026 GEMINI SPACE STATION, INC.
       
    By: /s/ Danijela Stojanovic
      Danijela Stojanovic
      Interim Chief Financial Officer

 

 

Filing Exhibits & Attachments

4 documents

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