Welcome to our dedicated page for I On Digital SEC filings (Ticker: IONI), 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.
I-ON Digital Corp. filings document reporting status, material agreements, debt settlements, token issuance, and equity capital structure for a digital asset infrastructure issuer. Recent disclosures include annual-report timing under Form 12b-25, Form 8-K material-event reports, and agreements involving the company’s IONau gold-backed digital asset tokens.
The company’s regulatory filings also record unregistered common stock issuances, settlement of promissory notes, capital-markets engagements, press-release exhibits, and related representations and exemptions under the Securities Act. These documents provide formal disclosure around I-ON’s financing activities, corporate obligations, and use of tokenized gold assets within its public-company structure.
I-ON Digital Corp. reported first quarter 2026 results, including net income of $4.15 million, mainly from gains on its digital-asset ecosystem and gold-backed tokenization activities. Core operating activities were small, with $27,000 in subscription revenue and $274,711 in digital asset yield income, and a loss from operations of $116,429.
The company recorded a $4.1 million gain on sale or exchange of digital assets, which drove positive net income and diluted EPS of $0.04 (basic EPS $0.12). Total assets reached $22.92 million, largely intangible assets tied to its ION.au gold-backed digital assets and internal-use software.
I-ON also improved its balance sheet by eliminating $781,000 of accrued interest, retiring $550,000 in loans payable, and settling $1.33 million in bridge loans and accrued interest using ION.au units. Stockholders’ equity rose to $18.41 million, and cash increased modestly to $193,012.
I-ON Digital Corp. reported a sharp swing to profitability in Q1 2026 driven by one-time gains, while its core operations remained loss-making and liquidity constrained. Revenue was modest at $27,000 under a treasury lease with GGBR, and the company posted a loss from operations of $391,139.
Net income reached $4,149,246, mainly from a $4,064,680 gain on exchanging ION.au gold-backed digital assets for pmUSD and xPM tokens and a $440,619 gain on settling defaulted bridge loans with ION.au units, plus $274,711 of DeFi yield income. Cash was $193,012 against total assets of $22,923,406, heavily concentrated in intangible digital assets.
Management explicitly states that recurring operating losses, negative operating cash flow and a working capital deficiency raise substantial doubt about I-ON’s ability to continue as a going concern, despite the quarter’s accounting gains. The company also relies on related-party funding, carries $907,610 of convertible notes with a Level 3 derivative liability of $790,312, and discloses ongoing material weaknesses in internal control over financial reporting.
I- Digital Corp. submitted a Form 12b-25 notice stating it cannot file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 by the prescribed due date of May 15, 2026. The company says it needs additional time to prepare and review the quarter-end financial statements and currently anticipates filing within the additional time allowed by Rule 12b-25.
I-ON Digital Corp. files its annual report describing a niche blockchain business focused on gold-backed digital certificates and real-world asset tokenization. Revenue grew to $433,012 in 2025 from $32,625 in 2024, mainly from a treasury lease and custody agreement supporting Goldfish Tokens.
Despite this growth, the company recorded operating expenses of $3,198,874 and has concluded there is substantial doubt about its ability to continue as a going concern without new capital. Management discloses material weaknesses in internal controls, heavy regulatory and technology risks around digital assets, and highly volatile, thinly traded OTC stock with significant potential dilution from preferred shares and related-party structures.
I- Digital Corp notified the SEC it cannot timely file its Annual Report on Form 10-K for the year ended December 31, 2025 by the prescribed due date of March 31, 2026. The company says it needs additional time to prepare and review the financial statements and currently expects to file within the additional time allowed under Rule 12b-25.
I-On Digital Corporation entered into material settlement agreements with five unrelated lenders to eliminate promissory notes with an aggregate principal amount of $1,210,00 plus accrued interest, penalties and fees. The notes were repaid and fully discharged without cash using equity and digital assets.
The lenders received a total of 396,000 shares of common stock and 489.5 IONau gold-backed digital asset tokens issued by the company. The IONau tokens were valued at approximately $2,454,304.05 in total, based on a gold price of $5,013.90 per troy ounce on February 16, 2026, under a contractually agreed LBMA-based methodology.
The common shares were issued as unregistered securities in reliance on Sections 3(a)(9) and 4(a)(2) of the Securities Act of 1933, with no commission or other remuneration paid. The agreements include releases and customary representations, warranties and covenants by the company.
I-ON Digital Corp. reported an insider stock transaction by one of its directors. On 12/11/2025, the director sold 6,000 shares of I-ON Digital Corp. common stock in open-market transactions. The weighted average sale price was $0.66 per share, with individual trades executed between $0.66 and $0.67 per share. After this sale, the director reported owning 305,001 shares of common stock, held directly. The filing notes that detailed trade-by-trade pricing information is available upon request from the company, any security holder, or the SEC staff.
I-ON Digital Corp. director insider transaction reported
A reporting person who is a director of I-ON Digital Corp. (IONI) filed a Form 4 disclosing an open-market sale of 16,000 shares of common stock on 12/05/2025. The shares were sold at a weighted average price of $0.73 per share, with individual trade prices ranging from $0.72 to $0.79.
After this transaction, the reporting person beneficially owns 311,001 shares of I-ON Digital common stock, held directly. The filer notes that detailed trade information for each price level within the stated range is available upon request to the company, any security holder, or the SEC staff.
I-ON Digital Corp. director reports common stock sales
A director of I-ON Digital Corp. (IONI) filed a Form 4 reporting two open-market sales of common stock. On 11/24/2025, the reporting person sold 11,000 shares of common stock at a weighted average price of $0.80 per share, with individual sale prices ranging from $0.84 to $0.77. On 12/01/2025, the reporting person sold an additional 12,000 shares at a weighted average price of $0.63 per share, with prices ranging from $0.60 to $0.65.
After these transactions, the director beneficially owns 327,001 shares of I-ON Digital common stock, held directly. The filing notes that detailed breakdowns of the individual trade prices within the reported ranges are available upon request.
I-ON Digital Corp. has engaged Craft Capital Management as the exclusive manager and bookrunner for a potential initial public offering of its common stock on Nasdaq on a firm commitment basis. The engagement letter runs for 12 months and explicitly states that Craft Capital is not obligated to purchase shares and that there is no guarantee the IPO or any financing will be completed.
As compensation if an IPO is completed, I-ON Digital has agreed to pay Craft Capital an underwriting discount of 7.5% of the IPO price, issue warrants to purchase a number of shares equal to 7.0% of the total shares sold with a five-year term and an exercise price set at 125% of the IPO price per share, and provide a 1.0% non-accountable expense allowance at closing. The company also agreed to reimburse up to $150,000 of legal and other expenses and paid a $25,000 advance toward IPO expenses.