I-ON Digital (IONI) posts Q1 profit but flags going-concern and control risks
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.
Positive
- None.
Negative
- Going-concern uncertainty: Management concludes that recurring operating losses, negative operating cash flows and a working capital deficiency raise substantial doubt about I-ON’s ability to continue as a going concern within one year.
- Weak cash position and reliance on related parties: Cash of $193,012 is low relative to operations, while the company depends on related-party advances and new convertible debt for funding.
- Convertible debt and dilution risk: Convertible notes with principal of $907,610 feature a variable 80% of market-price conversion, creating a Level 3 derivative liability of $790,312 and potential significant dilution.
- Material weaknesses in controls: Disclosure controls and procedures were not effective as of March 31, 2026 due to previously identified material weaknesses in internal control over financial reporting, with remediation incomplete.
Insights
Profit is driven by one-time digital asset and debt gains, while going-concern and control issues persist.
I-ON Digital generated Q1 2026 net income of $4.15M on revenue of only $27k. The turnaround from a prior-year loss comes almost entirely from non-recurring items: a $4.06M gain on exchanging ION.au gold-backed assets for pmUSD and xPM, and a $440.6k gain on settling defaulted bridge loans with ION.au units.
Core operations remain weak, with an operating loss of $391k and negative operating cash flow of $391k. Liquidity is thin at $193k of cash, while the balance sheet is dominated by indefinite-lived digital intangibles of $22.39M. New convertible notes totaling $907.61k carry a variable-price conversion feature recorded as a Level 3 derivative liability of $790.31k, highlighting potential future dilution.
Management states that recurring operating losses, negative cash flows and a working capital deficit raise “substantial doubt” about the company’s ability to continue as a going concern within one year of issuance. The company also acknowledges material weaknesses in internal control over financial reporting as of March 31, 2026, with remediation still in progress. Overall, the filing is negative for the risk profile despite the headline profit.
Key Figures
Key Terms
going concern financial
Master Treasury Lease and Custody Agreement financial
derivative liability financial
indefinite-lived intangible assets financial
material weaknesses in internal control over financial reporting financial
Level 3 fair value measurement financial
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For
the quarterly period ended
or
| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from ______________________ to ______________________
Commission
file number:
(Exact name of registrant as specified in its charter)
(formerly known as I-ON Communications Corp.)
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
(Address of principal executive offices, including zip code)
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Exchange Act: None
Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data
File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding
12 months (or for such shorter period that the registrant was required to submit and post such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer ☐ | Accelerated filer ☐ |
| Smaller
reporting company | |
| Emerging
growth company |
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. ☐
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No
As
of May 19, 2026, I-ON Digital Corp. had
I-ON Digital Corp.
Table of Contents
| Financial Statements (UNAUDITED) | |
| Condensed Consolidated Balance Sheets (UNAUDITED) | 3 |
| Condensed Consolidated Statements of Operations (UNAUDITED) | 4 |
| Condensed Consolidated Statements of Stockholders’ Equity (UNAUDITED) | 5 |
| Condensed Consolidated Statements of Cash Flows (UNAUDITED) | 6 |
| Notes to Condensed Consolidated Financial Statements (UNAUDITED) | 7 |
| 2 |
Part 1 – Financial Information
Item 1. Financial Statements
I-ON Digital Corp.
Condensed Consolidated Balance Sheets
March 31, 2026 | December 31, 2025 | |||||||
| (Unaudited) | ||||||||
| Assets | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | $ | ||||||
| Other receivable | ||||||||
| Prepaid expenses | ||||||||
| Total current assets | ||||||||
| Non-current assets: | ||||||||
| Intangible assets, net | ||||||||
| Total non-current assets | ||||||||
| Total Assets | $ | $ | ||||||
| Liabilities and Stockholders’ Equity | ||||||||
| Current liabilities | ||||||||
| Accrued expenses | $ | $ | ||||||
| Accrued interest | - | |||||||
| Deferred revenue | - | |||||||
| Due to related parties | ||||||||
| Convertible notes payable, net of discount | - | |||||||
| Derivative liability | ||||||||
| Loans payable | - | |||||||
| Other current liabilities | - | |||||||
| Total current liabilities | ||||||||
| Total liabilities | ||||||||
| Commitments and contingencies | - | - | ||||||
| Stockholders’ Equity | ||||||||
| Preferred stock -
$ | ||||||||
| Preferred
stock Series A - $ | - | - | ||||||
| Preferred
stock Series E - $ | - | - | ||||||
| Preferred
stock Series C - $ | ||||||||
| Preferred stock, value | ||||||||
| Common stock - $ | ||||||||
| Additional paid-in-capital | ||||||||
| Accumulated deficit | ( | ) | ( | ) | ||||
| Total stockholders’ equity | ||||||||
| Total Liabilities and Stockholders’ Equity | $ | $ | ||||||
See accompanying notes to unaudited condensed consolidated financial statements.
| 3 |
I-ON Digital Corp.
Condensed Consolidated Statements of Operations (Unaudited)
Three Months Ended March 31, 2026 | Three Months Ended March 31 2025 | |||||||
| Revenue | $ | $ | - | |||||
| Operating expenses: | ||||||||
| Professional fees | ||||||||
| General and administrative expenses | ||||||||
| Total operating expenses | ||||||||
| Income (loss) from operations | ( | ) | ( | ) | ||||
| Other income (expense): | ||||||||
| Yield income | - | |||||||
| Interest expense | ( | ) | - | |||||
| Interest expense – debt discount | ( | ) | - | |||||
| Change in FV of derivative liabilities | ( | ) | - | |||||
| Gain on exchange of intangible assets | - | |||||||
| Gain on settlement of debt | - | |||||||
| Total other income (expense) | - | |||||||
| Income (loss) before income taxes | ( | ) | ||||||
| Provision for income taxes | - | - | ||||||
| Net income (loss) | $ | $ | ( | ) | ||||
| Net income (loss) per share - basic | $ | $ | ( | ) | ||||
| Net income (loss) per share - diluted | $ | $ | ( | ) | ||||
| Weighted average number of shares outstanding -basic | ||||||||
| Weighted average number of shares outstanding - diluted | ||||||||
See accompanying notes to unaudited condensed consolidated financial statements.
| 4 |
I-ON Digital Corp.
Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)
For the Three Months Ended March 31, 2026 and 2025
| Shares | Amount | Shares | Amount | Shares | Amount | Shares | Amount | Capital | Earnings | Equity | ||||||||||||||||||||||||||||||||||
| Preferred Stock | Additional | Total Company | ||||||||||||||||||||||||||||||||||||||||||
| Common Stock | Series A | Series C | Series E | Paid-in | Retained | Stockholders’ | ||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | Shares | Amount | Capital | Earnings | Equity | ||||||||||||||||||||||||||||||||||
| Balance at December 31, 2024 | $ | $ | - | $ | - | $ | - | $ | $ | ( | ) | $ | ||||||||||||||||||||||||||||||||
| Net loss | - | - | - | - | - | - | - | - | - | ( | ) | ( | ) | |||||||||||||||||||||||||||||||
| Balance at March 31, 2025 | $ | $ | - | $ | - | $ | - | $ | $ | ( | ) | $ | ||||||||||||||||||||||||||||||||
| Balance at December 31, 2025 | $ | $ | - | $ | $ | - | $ | $ | ( | ) | $ | |||||||||||||||||||||||||||||||||
| Net income | - | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||
| Net income (loss) | - | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||
| Balance at March 31, 2026 | $ | $ | - | $ | $ | - | $ | $ | ( | ) | $ | |||||||||||||||||||||||||||||||||
See accompanying notes to unaudited condensed consolidated financial statements.
| 5 |
I-ON Digital Corp.
Condensed Consolidated Statements of Cash Flows (Unaudited)
Three Months Ended March 31, 2026 | Three Months Ended March 31, 2025 | |||||||
| Cash flows from operating activities: | ||||||||
| Net income (loss) | $ | $ | ( | ) | ||||
| Adjustments to reconcile net income (loss) to net cash from operating activities: | ||||||||
| Amortization – intangible assets | ||||||||
| Amortization of debt discount | - | |||||||
| Derivative recorded as loan fees in interest expense | - | |||||||
| Change in fair market value of derivative liabilities | - | |||||||
| Gain on exchange of intangible assets | ( | ) | - | |||||
| Gain on settlement of debt | ( | ) | - | |||||
| Changes in assets and liabilities | ||||||||
| Prepaid expenses | ( | ) | ||||||
| Other receivable | ( | ) | - | |||||
| Accrued expenses | ( | ) | ||||||
| Deferred revenue – related party | ( | ) | - | |||||
| Due to related party | - | |||||||
| Total net cash provided by (used in) operating activities | ( | ) | ( | ) | ||||
| Cash flows from investing activities | - | - | ||||||
| Cash flows from financing activities: | ||||||||
| Proceeds from convertible notes payable | - | |||||||
| Repayment to related party | ( | ) | - | |||||
| Advances from related parties | ||||||||
| Total net cash provided by (used in) financing activities | ||||||||
| Net increase (decrease) in cash and cash equivalents | ( | ) | ||||||
| Cash and cash equivalents, beginning of period | ||||||||
| Cash and cash equivalents, end of period | $ | $ | ||||||
| Supplemental disclosure of cash flow information: | ||||||||
| Continuing operations: | ||||||||
| Interest paid | $ | - | $ | - | ||||
| Taxes paid | $ | - | $ | - | ||||
| Non-cash financing activities: | ||||||||
| Settlement of bridge loans and accrued interest using ION.au units | $ | $ | - | |||||
| pmUSD Tokens received and held on behalf of third-party | $ | $ | - | |||||
| Debt discount recorded for derivative liability | $ | $ | - | |||||
| Debt discount recorded for original issuance discount and loan fees | $ | $ | - | |||||
See accompanying notes to unaudited condensed consolidated financial statements.
| 6 |
I-ON Digital Corp.
Notes to Condensed Consolidated Financial Statements (Unaudited)
As of March 31, 2026
NOTE 1: Organization and Operations
I-ON Digital Corp. (the “Company”) is engaged in providing digital-based enterprise solutions, including the digitization and custody of digital tokens and other asset-based digital securities on the block chain.
On
December 15, 2023, the Company consummated its previously announced transaction contemplated by that certain Contribution and Exchange
Agreement, dated as of October 30, 2023 (the “Contribution and Exchange Agreement”), by and between the Company and Orebits
Acquisition Group, a Wyoming limited liability company (“OAG”), pursuant to which the Company acquired
NOTE 2. Summary of Significant Accounting Policies
The summary of significant accounting policies of the Company is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, who is responsible for integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements.
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have been prepared by management in accordance with both accounting principles generally accepted in the United States (“GAAP”), and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Certain information and note disclosures normally included in audited financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading.
In the opinion of management, these unaudited condensed consolidated financial statements reflect all normal and recurring adjustments considered necessary to state fairly the results for the periods presented. The results for the period ended March 31, 2026 are not necessarily indicative of the results to be expected for the entire fiscal year ending December 31, 2026 or for any future period.
These unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the Management’s Discussion and the audited consolidated financial statements and notes thereto included in the Annual Report on Form 10-K for the year ended December 31, 2025.
Basis of Consolidation
The consolidated financial statements include the accounts of I-On Digital Corp. and its wholly owned subsidiary Orebits Corp, (collectively, the Company). All significant intercompany transactions and balances have been eliminated in consolidation. Subsidiaries are entities over which the Company has control, typically through a majority voting interest. The Company consolidates entities in which it holds a controlling financial interest, as defined by Accounting Standards Codification (ASC) 810, Consolidation.
| 7 |
Going Concern
The accompanying consolidated financial statements have been prepared in conformity with U.S. GAAP, which contemplates continuation of the Company as a going concern.
For
the quarter ended March 31, 2026, the Company reported net income of $
As of March 31, 2026, the Company continues to invest in the development of the ION Digital Hybrid Blockchain Platform and believes such investments will support future revenue growth through fee-based digitization activities involving both closely held and third-party gold claims. During 2025, the Company entered into multiple revenue-generating commercial agreements, which contributed to increased revenues; however, such revenues have not yet been sufficient to achieve sustained profitability from operations.
The Company’s business strategy has evolved since new management assumed control in January 2023, including a focus on technology development and strategic acquisitions. Management intends to pursue additional capital raising activities, including potential private placements, to support ongoing operations and growth initiatives. There can be no assurance that the Company will be successful in obtaining additional financing on acceptable terms, or at all. In addition, the Company continues to rely on funding from related parties to support its operations. Management expects that such support will continue; however, there can be no assurance that it will be available when needed.
Use of Estimates in the Preparation of Financial Statements
The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. As a result, actual results could materially differ from these estimates.
Revenue Recognition
The Company recognizes revenue in accordance with ASC 606 for contracts with customers. The core principle of ASC 606 is that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled. The Company applies the following five-step model: (i) identification of the contract with a customer; (ii) identification of performance obligations; (iii) determination of the transaction price; (iv) allocation of the transaction price to performance obligations; and (v) recognition of revenue when or as performance obligations are satisfied.
The Company’s revenue during the three months ended March 31, 2026 consisted of fees earned by deploying assets under management under its Master Treasury Lease and Custody Agreement (“MTLCA”) with GGBR Inc. (“GGBR”). Under the MTLCA arrangement, the Company, performing in its role as the Lessor under the MTLCA, enables GGBR’s minting, issuance, and management of gold-backed digital tokens (“Goldfish Tokens”) by providing its ION.au Gold-backed Digital Assets (“ION.au”) as collateral to back the Goldfish Tokens. Under the MTLCA the Company’s single performance obligation is to provide vault access to the ION.au, however, the Company earns royalties on GGBR’s sales of Goldfish Tokens, therefore revenue is recognized when Goldfish Tokens are sold by GGBR, at the point at which the Company is entitled to receive consideration.
Consideration
received in advance of Goldfish Token sales is recorded as a contract liability and recognized as revenue when the Company is entitled
to receive consideration. For the three months ended March 31, 2026, the Company recognized $
Cash and Cash Equivalents
The
Company considers all money market funds and highly liquid financial investments with maturities of three months or less when acquired
to be cash equivalents. As of March 31, 2026 and December 31, 2025 there were
Intangible Assets
Intangible assets represent non-physical assets that lack a physical substance but have value. These assets are typically long-term in nature and can include items such as patents, trademarks, copyrights, digital assets, and software. When the Company acquires an intangible asset, it is recorded either at cost, fair value, or at historical cost. The fair value is used if the asset is acquired from an entity not under common control in a business combination, and the historical cost is used if the asset is acquired from an entity under common control. Intangible assets with a finite life are amortized using the straight-line method over their estimated useful lives.
The estimated useful lives of the respective asset categories are as follows:
Schedule of Estimated Useful Lives of Asset Categories
| Development costs | |
| Intangible assets excluding development costs | |
| Other intangible assets – core technology platforms |
The Company follows ASC 350-30-35 and recognizes costs incurred to renew or extend the term of a recognized intangible asset as an expense in the period in which they are incurred. These costs are not capitalized but are instead treated as operating expenses, ensuring that the financial statements accurately reflect the current period’s operational activities.
Digital assets are accounted for as indefinite-lived intangible assets; therefore, they are not amortized, but are assessed for impairment annually, or upon a triggering event that indicates it is more likely than not that the indefinite-lived intangible asset is impaired.
| 8 |
Impairment Analysis for Long-lived Assets and Intangible Assets
The Company’s long-lived assets and other assets (consisting of property and equipment and purchased intangible assets) are reviewed for impairment in accordance with the guidance of the FASB ASC 360, Property, Plant, and Equipment, FASB ASC 350, Intangibles, and FASB ASC 205 Presentation of Financial Statements. The Company tests for impairment losses on long-lived assets used in operations whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable or is less than fair value. If recoverability of an asset to be held and used is in question it is measured by a comparison of the carrying amount of an asset to the future undiscounted cash flows expected to be generated by the asset. If such asset is considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the asset exceeds its fair value. Impairment evaluations can involve management’s estimates on asset useful lives and future cash flows. Actual useful lives and cash flows could be different from those estimated by management which could have a material effect on our reporting results and financial positions. Fair value is determined through various valuation techniques including undiscounted cash flow models, quoted market values and third-party independent appraisals, as considered necessary. Whenever the exchange-traded price of digital assets declines below its carrying value, the Company has determined that impairment exists and records impairment equal to the amount by which the carrying value exceeds the fair value. Once an intangible asset is impaired, the loss is not reversed if the fair value subsequently increases.
Earnings Per Share
FASB ASC Topic 260, Earnings Per Share, requires a reconciliation of the numerator and denominator of the basic and diluted earnings (loss) per share computations. Basic earnings (loss) per share are computed by dividing net earnings available to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted earnings (loss) per share is computed similarly to basic earnings per share, except that the denominator is increased to include the number of additional common shares that would have been outstanding if potential common shares had been issued and if such shares were dilutive, using the variable share method. In periods where losses are reported, the weighted-average number of common shares outstanding excludes common stock equivalents because their inclusion would be anti-dilutive. The Company had the following common stock equivalents:
Schedule of Anti-dilutive of Common Stock Equivalents
March 31, 2026 | March 31, 2025 | |||||||
| Series
A preferred stock convertible into | ||||||||
| Series
E preferred stock convertible into | - | |||||||
| Series
C preferred stock convertible into | ||||||||
| Convertible notes payable | - | |||||||
| Total common stock equivalents | ||||||||
For the three months ended March 31, 2025, all potentially dilutive securities were excluded from the computation of diluted loss per share because their inclusion would have been anti-dilutive.
The following table sets forth the computation of diluted weighted-average common shares for the three months ended March 31, 2026:
Schedule of Diluted Weighted Average Common Shares
| Weighted-average common shares outstanding – basic | ||||
| Incremental shares from common stock equivalents | ||||
| Weighted-average common shares outstanding – diluted |
Fair Value Measurements
The Company follows FASB ASC Topic 820, Fair Value Measurements. ASC 820 defines fair value, establishes a framework for measuring fair value under generally accepted accounting principles and enhances disclosures about fair value measurements. Fair value is defined under ASC 820 as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants.
| 9 |
ASC 820 establishes a hierarchy of valuation inputs based on the extent to which the inputs are observable in the marketplace. Observable inputs reflect market data obtained from sources independent of the reporting entity and unobservable inputs reflect the entity’s own assumptions about how market participants would value an asset or liability based on the best information available.
Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value.
The following describes the hierarchy of inputs used to measure fair value and the primary valuation methodologies used by the Company for financial instruments measured at fair value on a recurring basis.
The three levels of inputs are as follows:
| Level 1 | Quoted prices in active markets for identical assets or liabilities that the Company has an ability to access as of the measurement date. | |
| Level 2 | Inputs that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the same term of the assets or liabilities. | |
| Level 3 | Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. |
A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The carrying values of the Company’s financial instruments, which includes cash, prepaid expense, and accrued expenses approximate their fair value due to their short maturities. The carrying amount of our debt approximates fair value because the interest rates on these instruments approximate the interest rate on debt with similar terms available to us. The Company’s derivative liabilities are a Level 3 fair value measurement (see NOTE 10).
Income Taxes
Income taxes are provided for the tax effects of transactions reported in the financial statements and consists of taxes currently due and deferred taxes. Deferred taxes are recognized for the differences between the basis of assets and liabilities for financial statement and income tax purposes.
The Company follows FASB ASC 740, Income Taxes, which require the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates, applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.
FASB ASC 740-10-25 provides criteria for the recognition, measurement, presentation and disclosure of uncertain tax position. The Company must recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate resolution. The Company did not recognize additional liabilities for uncertain tax positions pursuant to FASB ASC 740-10-25 for the three months ended March 31, 2026 and 2025.
Contingencies
Accounting guidance requires that the Company record an estimated loss from a loss contingency when information available prior to issuance of the consolidated financial statements indicates that it is probable that an asset has been impaired or a liability has been incurred at the date of the financial statements and the amount of the loss can be reasonably estimated. Accounting for contingencies such as legal matters requires significant judgment. Many of these legal matters can take years to resolve. Generally, as the time period increases over which the uncertainties are resolved, the likelihood of changes to the estimate of the ultimate outcome increases.
Concentration of Credit Risk
Financial
instruments that potentially subject the Company to concentrations of credit risk are cash arising from its normal business activities.
The Company has its cash in high credit quality institutions. At times, such investments may be in excess of the FDIC insurance limit
of $
The Company currently does not provide for or issue extensions of credit to its clients, vendors or employees. If the Company’s board of directors elected to make a change in current policy, management, pursuant to policy and procedure implementation of the same, would establish methodologies for monitoring and assessing corresponding risks, inclusive of the potential for concentrations and the related adequacy of loss reserves going forward.
| 10 |
Segment Reporting
The Company operates as a single operating and reportable segment, a resource management expertise and services provider. Our Chief Executive Officer is our Chief Operating Decision Maker, (CODM) who evaluates performance and makes operating decisions about allocating resources (see NOTE 5).
Advertising
Costs
associated with advertising and marketing expenses are expensed as incurred. The Company incurred $
Employee Stock Based Compensation
The Company accounts for its share-based compensation plan in accordance with FASB ASC 718, Stock Compensation, which establishes a fair value method of accounting for stock-based compensation. The Company records stock compensation expense based on the grant-date fair value of the stock options or other equity-based compensation issued to employees and consultants, net of estimated forfeitures. The grant date fair value of a stock-based award is recognized as an expense over the requisite service period of the award on a straight-line basis.
For purposes of determining the variables used in the calculation of stock-based compensation, the Company performs an analysis of current market data and historical data to calculate an estimate of implied volatility, the expected term of the option and the expected forfeiture rate. With the exception of the expected forfeiture rate, which is not an input, we use these estimates as variables in the Black-Scholes option pricing model. Depending upon the number of stock options granted any fluctuations in these calculations could have a material effect on the results presented in our consolidated statements of operations. In addition, any differences between estimated forfeitures and actual forfeitures could also have a material impact on our financial statements.
Recently Issued Accounting Pronouncements
In November 2024, the Financial Accounting Standards Board (“FASB”) issued ASU 2024-03, Income Statement—Reporting Comprehensive Income (Subtopic 220-40): Disaggregation of Income Statement Expenses. The update requires public business entities to disclose, in tabular form, certain natural expense categories—such as employee compensation, depreciation, amortization, and inventory or transaction-related costs—within relevant income statement captions.
The Company will adopt ASU 2024-03 at its effective date for annual periods beginning after December 15, 2026. Early adoption has not been elected. The Company is currently evaluating the impact of this standard on its future financial statement disclosures and does not expect it to have a material effect on the recognition or measurement of amounts reported in the consolidated financial statements. Upon adoption, the Company expects the enhanced expense disaggregation disclosures to provide greater transparency and comparability for investors and other financial statement users.
The Company has reviewed all the recent accounting pronouncements issued through the date of these financial statements and has determined that there have been no standards that had, or will have, a material impact on its consolidated financial statements.
NOTE 3. Treasury Lease and Custody Agreement
In July 2025, the Company entered into a Master Treasury Lease and Custody Agreement with GGBR Inc. Under the agreement, GGBR agreed to lease, from the Company, up to 1,000,000 ION.au Gold-backed Digital Assets in connection with GGBR’s further issuance of tokenized digital assets. The purpose of the arrangement is to support GGBR’s digital treasury operations and independently operated and proprietary tokenization platform. The Company’s fulfillment capacity may be derived from closely held ION.au residing on the Company’s balance sheet and/or from third-party-owned ION.au assets controlled under management agreements.
Pursuant to the terms of the MTLCA, the Company retains ownership and/or management control of the underlying ION.au Gold-backed Digital Asset throughout the term of the lease. As a result, GGBR does not record the leased gold-backed digital asset as an asset on its own balance sheet. GGBR is responsible for managing the minting, issuance, and redemption of Goldfish Tokens, and pays the Company in exchange for the use of the ION.au’s which is equal to a percentage of the total Goldfish Token sales.
In
accordance with the MTLCA consideration is paid to the Company in cash and in-kind, however, Goldfish Tokens earned by the Company are
immediately loaned back to GGBR to be used in a liquidity pool managed and controlled by GGBR. Accordingly, while Goldfish Tokens were
earned for the quarter ended March 31, 2025, they were not recorded as intangible assets on the books and instead were recorded as an
other receivable on the balance sheet, as they are to be returned to the Company when certain events occur in the future. As of March
31, 2026 and December 31, 2025 the other receivable recorded for Goldfish Tokens to be returned by GBBR was $
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NOTE 4. Yield Income
The Company entered into a Master Participation Agreement with Regnum Aurum Acquisition Corp. (“RAAC”) in September 2025, pursuant to which the Company deploys tokenized gold-backed assets to support the issuance of stablecoins and related decentralized finance (“DeFi”) yield-generating activities. Under this arrangement, the Company participates in the deployment of capital within the ecosystem and is entitled to a contractually defined share of the net yield generated.
For
the three months ended March 31, 2026, the Company recognized yield income of $
The Company presents yield income as other income in the consolidated statements of operations, as such income is not derived from contracts with customers and therefore is not within the scope of ASC 606, Revenue from Contracts with Customers. The Company recognizes this other income as it is earned based on its contractual participation in the underlying yield-generating activities. Significant judgment is required in determining the appropriate presentation and timing of recognition for such income.
NOTE 5. Segment Reporting
The
Company operates as a
NOTE 6. Prepayments
Prepaid expenses consist primarily of advance payments for regulatory filing services, OTC Markets listing fees, and professional services. These costs are recognized as expense on a straight-line basis over the respective service periods.
EDGAR Filing Services
In
August 2024, the Company renewed its agreement with M2 for EDGAR filing services for the period from August 19, 2024 through August 18,
2025, for an annual fee of $
In
October 2025, the Company paid $
OTC Markets Fees
In
October 2024, the Company paid an annual OTC Markets fee of $
In
March 2025, the Company paid an additional annual OTC Markets fee of $
In
March 2026, the Company paid a semi-annual OTC Markets fee of $
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Professional Services Retainer
During
2025, the Company paid a $
Token Deposit
In
2025, the Company paid a $
Prepaid Expense Balance
As
of March 31, 2026 and December 31, 2025, prepaid expenses were $
NOTE 7. Intangible Assets
As
of March 31, 2026, the net book value of the Company’s intangible assets was $
Internal-use Software
In
January 2023, the Company entered into a service agreement with Nodalium, Inc. (“Nodalium”) to provide workflow automation
for KYC and AML onboarding of gold reserves. The consideration for this project was $
In
March 2023, the Company entered into an agreement with Instruxi Limited to build a technology stack for the tokenization of precious
metal, mineral, and/or commodity asset rights for unextracted deposits. The Company paid $
In
August 2025, the Company engaged Instruxi Limited to upgrade and modify its existing technology platform. As of March 31, 2026, the Company
had capitalized $
Total
amortization expense for intangible assets was $
The
Company expects to record future amortization of $
Indefinite-lived Intangible Assets
The Company’s indefinite-lived intangible assets consist of Orebits AU Certificates, also referred to as ION.au, pmUSD, and xPM, which are gold-backed digital assets. These assets have been determined to have an indefinite life and, accordingly, are not amortized but are evaluated for impairment in accordance with the Company’s accounting policy.
As
of December 31, 2025, the carrying value of the Company’s indefinite-lived intangible assets was $
During
the three months ended March 31, 2026, the Company received
During
the three months ended March 31, 2026, the Company exchanged
As
of March 31, 2026, the carrying value of the Company’s indefinite-lived intangible assets was $
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NOTE 8. Related-Party Transactions
The Company has entered transactions with related parties in the normal course of business.
Advances from Related Party
Through
an entity controlled by Carlos Montoya, the Company’s Chief Executive Officer and controlling stockholder, Mr. Montoya currently
pays substantially all operating expenses and certain capital. During the three months ended March 31, 2026, the related party advanced
$
As
of March 31, 2026 and December 31, 2025, the balance due to this related party was $
Oktane Media LLC
The
Company processes payroll and related expenses on behalf of Oktane Media LLC (“Oktane”), an entity owned by the Company’s
Chief Marketing Officer, and is reimbursed by Oktane for such payments. During the three months ended March 31, 2026, the Company paid
$
As
of March 31, 2026 and December 31, 2025, the Company owed Oktane $
Orebits Acquisition Group LLC (“OAG”)
Orebits Acquisition Group LLC is an entity owned and controlled by the Company’s Chief Executive Officer.
As
of December 31, 2025, the Company had received $
As
of March 31, 2026 and December 31, 2025, the balances of Due to related parties were $
NOTE 9. Loans Payable
In
November 2023, the Company issued promissory notes in the aggregate principal amount of $
Effective
November 1, 2024, the promissory notes were amended to extend the maturity date to July 1, 2025. In connection with the amendment, the
Company incurred an additional financing cost equal to
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During
the year ended December 31, 2025, the notes matured and remained unpaid, resulting in a default. The Company incurred an additional penalty
of
Settlement of Loans Payable
During
the three months ended March 31, 2026, the Company fully settled all outstanding promissory notes and related accrued interest. The total
amount settled was $
The
Company satisfied this obligation through the transfer of
NOTE 10. Convertible Promissory Notes and Embedded Derivative Liabilities
On
December 31, 2025, the Company issued a convertible promissory note (the “Crom Note”) to Crom Structured Opportunities Fund
I, LP with a principal amount of $
During
the three months ended March 31, 2026, the Company issued four additional convertible promissory notes (the “Q1 2026 Notes”)
with a total principal amount of $
The
Crom Note and the Q1 2026 Notes are convertible, at the holder’s option, into shares of the Company’s common stock at a conversion
price equal to
Because the conversion price is variable and based on the market price of the Company’s common stock, the embedded conversion feature is not considered indexed to the Company’s own stock. Accordingly, the embedded conversion feature is accounted for as a derivative liability in accordance with ASC 815, Derivatives and Hedging. The derivative liability is measured at fair value at issuance and remeasured at fair value at each reporting date, with changes in fair value recognized in earnings.
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On
December 31, 2025, at issuance of the Crom Note, the Company recorded a derivative liability of $
The
debt discount recorded for all notes, which includes the original issue discount, issuance costs, one-time interest, and the derivative
allocation, is amortized to interest expense over the term of each note using the effective interest method. For the three months ended
March 31, 2026, the Company recognized $
The fair value of the embedded derivative is classified within Level 3 of the fair value hierarchy due to the use of unobservable inputs, including assumptions related to expected volatility and conversion timing. The fair value of the derivative liability was determined using the Black-Scholes pricing model, which uses inputs that are sensitive to changes in the market price and volatility of the Company’s common stock. Conversion of the Note may result in significant dilution to existing shareholders.
The following assumptions were used in the Black-Scholes model during the three months ended March 31, 2026:
Schedule of Black Scholes Model
| Expected Term | ||||
| Volatility | % | |||
| Expected Dividend Yield | % | |||
| Risk-free interest rate | % | |||
The following table summarizes the change in the derivative liabilities during the three months ended March 31, 2026:
Schedule of Change in Derivative Liabilities
| Derivative liability balance at December 31, 2025 | $ | |||
| Addition of new derivatives recognized as debt discounts | ||||
| Addition of new derivatives recognized as loan fees | ||||
| Gain (loss) on change in valuation of derivative liability | ||||
| Derivative liability balance at March 31, 2026 | $ |
NOTE 11. Stockholders’ Equity
Series A Preferred Stock
In
September 2022, the Company established the Series A Preferred Stock. The authorized number of shares of Series A Preferred Stock is
six thousand (
During
the three months ended March 31, 2026 and 2025 there were
As
of March 31, 2026 and December 31, 2025, there were
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Series B Preferred Stock
In
September 2022, the Company established the Series B Preferred Stock. The authorized number of shares of Series B Preferred Stock is
six thousand (
During
the three months ended March 31, 2026 and 2025 there were
As
of March 31, 2026 and December 31, 2025, there were
Series C Preferred Stock
In
December 2023, the Company established the Series C Preferred Stock with
During
the three months ended March 31, 2026 and 2025 there were
As
of March 31, 2026 and December 31, 2025, there were
Series E Preferred Stock
On
January 5, 2025,
During
the three months ended March 31, 2026 and 2025 there were
As
of March 31, 2026 and December 31, 2025, there were
Common Stock
The
Company is authorized to issue
During
the three months ended March 31, 2026 and 2025 there were
As
of March 31, 2026 and December 31, 2025, there were
NOTE 12. Subsequent Events
The Company follows the guidance in FASB ASC 855-10 for the disclosure of subsequent events. The Company evaluated subsequent events through the date the financial statements were available to be issued and determined that there were no material subsequent events requiring recognition or disclosure in the accompanying consolidated financial statements.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward Looking Statements
This Quarterly Report on Form 10-Q contains forward-looking statements that involve risks and uncertainties. These statements relate to future events or our future financial performance. Words such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” and similar expressions are intended to identify forward-looking statements.
These statements are based on current expectations and assumptions and are subject to risks and uncertainties. Actual results may differ materially. The Company undertakes no obligation to update any forward-looking statements except as required by law.
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements for the three months ended March 31, 2026 and 2025 have been prepared in accordance with U.S. GAAP and applicable SEC rules for interim financial reporting. In the opinion of management, all normal and recurring adjustments necessary for a fair presentation have been included.
The results for the three months ended March 31, 2026 are not necessarily indicative of the results expected for the full year. These financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.
Business Overview
I-ON is a leading-edge developer and provider of asset-digitization and securitization solutions engineered to provide a secure, fast, transparent, and institutional-grade digital asset ecosystem. We specialize in digitizing documentary evidence of ownership into secure, asset-backed digital certificates, thus bringing liquidity and recognized value to a diverse array of asset classes. Our cutting-edge technology includes a hybrid blockchain architecture that incorporates state-of-the-art smart contracts and sophisticated workflow management, inclusive of AI technologies. This system enables the digitization of ownership instruments records for recoverable gold, precious metals, and mineral reserves, transforming them into digital certificates that facilitate value transfer through innovative asset-backed financial instruments.
In 2023 and 2024, I-ON continued to expand its market presence and plans for future product offerings. During this period, we notably acquired Orebits’ gold digitization patent and patent-pending portfolio, trademarks, brand marks, and core intellectual property (see Note 1 of the Notes to Financial Statements). This acquisition has allowed us to enhance our capabilities and broaden our plans for future service offerings, particularly through a new Digital Asset Platform (DAP) designed as a “digital front-end” for banks, broker-dealers, and other financial intermediaries. This platform supports the receipt, management, and reporting of digital assets, reinforcing our commitment to innovation in the banking, financial technology, and mineral asset industries.
The Real World Asset tokenization market is rapidly evolving, with gold digitization and asset-backed securities emerging as a standout segments. I-ON’s ability to unlock the liquidity of reserves still in the ground, enhance transparency, and offer fractional ownership of a time-tested store of value has positioned the company at the forefront of this movement by combining next-generation blockchain technology, robust compliance frameworks, and through its strategic technology partnerships with Instruxi Ltd, Chainlink, Fireblocks and other leading “web 3” technology providers, allowing to expand its service offering and enhance its gold digitization patents. I-ON’s technological edge has deepened its presence in the rapidly evolving RWA tokenization, asset digitization, and asset-backed digital assets marketplace.
Building on evolving capacity and momentum, I-ON expanded its Digital Asset Platform to serve banks and financial intermediaries with advanced tools for asset management, transaction processing, and digital securities reporting. The platform can now deliver faster, more secure blockchain-powered transactions, while also enabling the monetization of in-ground gold without physical extraction—supporting broader sustainable finance initiatives. Strategic partnerships and a regulatory-focused mindset continue to drive innovation, allowing I-ON to meet institutional standards while setting new benchmarks in digital asset infrastructure. These advancements are expected to fuel revenue growth and position I-ON as a long-term leader in the digitization and tokenization of real-world assets.
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Results of Operations
Revenue
For the three months ended March 31, 2026, the Company generated total revenue of $27,000, compared to $0 for the same period in 2025. The revenue recognized in 2026 consisted of revenue under a Master Treasury Lease and Custody Agreement (“MTLCA”) with GGBR Inc. (“GGBR”). Under the agreement, the Company enables GGBR’s minting, issuance, and management of gold-backed digital tokens (“Goldfish Tokens”) by providing its ION.au Gold-backed Digital Assets (“ION.au”) as collateral to back the Goldfish Tokens. The purpose of the arrangement is to support the Company’s digital treasury operations and tokenization platform and resulted in $27,000 worth of revenue during the three months ended March 31, 2026. The reason of the significant change in revenue was the MTLCA commenced in July 2025, so no revenue was recognized under this arrangement in the same period of prior year.
Operating Expenses
Operating expenses for the three months ended March 31, 2026 were $418,139, compared to $348,409 for the same period in 2025. Operating expenses consisted primarily of professional fees and general and administrative expenses. The increase in operating expenses was primarily due to higher professional fees associated with regulatory, legal, and development activities, as well as increased general and administrative expenses to support the Company’s expanding operations.
Income (Loss) from Operations
The Company reported a loss from operations of $391,139 for the three months ended March 31, 2026, compared to a loss of $348,409 for the same period in 2025. The change in operating results was primarily driven by the recognition of revenue offset by an increase in operating expenses in the current period.
Other Income (Expense)
For the three months ended March 31, 2026, the Company recognized other income consisting of yield income of $274,711, a gain on exchange of intangible assets of $4,064,680, a gain on settlement of debt of $440,619, a gain of $14,248 related to the change in fair value of derivative liabilities, and interest expense of $225,377 (including amortization of debt discount of $183,257). The yield income was recognized in connection with the Master Participation Agreement with RAAC. The gain on exchange of intangible assets was recognized in connection with the exchange of the Company’s ION.au gold-backed digital assets for pmUSD and xPM digital tokens. The gain on extinguishment of debt was due to the settlement of promissory notes using ION.au gold-backed digital assets and the interest expense and gain related to the change in fair value of derivative liabilities was due to new notes entered into during the period and subsequent valuation changes. No comparable amounts were recorded in the prior year period.
Net Income (Loss)
The Company reported net income of $4,149,246 for the three months ended March 31, 2026, compared to a net loss of $348,409 for the same period in 2025. The net income recognized in the current period was primarily attributable to non-recurring gains and does not reflect sustained operating profitability.
Liquidity and Capital Resources
Cash Position
As of March 31, 2026, the Company had cash and cash equivalents of $193,012, compared to $158,193 as of December 31, 2025.
Operating Activities
Net cash used in operating activities was $391,217 for the three months ended March 31, 2026, compared to $287,462 for the prior year period. The increase in cash used in operating activities was primarily attributable to changes in working capital accounts, including increases in other receivables and reductions in accounts payable and accrued expenses. The Company also recognized significant non-cash items during the current period, including a gain on exchange of intangible assets of $4,064,680, a gain on settlement of debt of $440,619, offset by the amortization of debt discount of $183,257, and amortization expense of $36,262. In addition, changes in deferred revenue also impacted operating cash flows during the period.
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Investing Activities
The Company did not have any investing activities during the three months ended March 31, 2026 and 2025.
Financing Activities
Net cash provided by financing activities was $426,036 for the three months ended March 31, 2026 compared to $206,787 in the prior year period. For the three months ended March 31, 2026, the net cash provided was attributable to proceeds from convertible notes payable of $577,300 and advances from related parties of $145,742 offset by, repayments to related parties of $297,006. For the three months ended March 31, 2025, the net cash provided was due to advances from related parties of $206,787.
Liquidity Outlook
Although the Company reported net income for the current period, it continues to incur operating losses and negative cash flows from operations. The Company remains dependent on related party support and external financing to fund its operations. Management intends to pursue additional capital raising activities; however, there can be no assurance that such financing will be available on acceptable terms or at all.
Critical Accounting Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts. Significant estimates include the valuation and impairment of digital assets, recognition and classification of digital asset yield income, fair value measurement of derivative liabilities, and the assessment of the Company’s ability to continue as a going concern.
Disclosure Controls and Procedures
As required by Rule 15d-15(b) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), our management, including our principal executive officer and principal financial officer, carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 15d-15(e) under the Exchange Act) as of March 31, 2026, the last day of the period covered by this Quarterly Report.
Based on this evaluation, our management, including our principal executive officer and principal financial officer, concluded that, as of March 31, 2026, our disclosure controls and procedures were not effective at the reasonable assurance level due to material weaknesses in internal control over financial reporting that were previously identified and disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025. Management continues to implement remediation efforts to address these material weaknesses; however, such efforts have not yet been completed.
Limitations on Effectiveness of Controls
Our management, including our principal executive officer and principal financial officer, does not expect that our disclosure controls and procedures or our system of internal control over financial reporting (as defined in Rule 15d-15(f) under the Exchange Act) will prevent or detect all errors and all fraud. A control system, no matter how well designed or operated, can provide only reasonable, but not absolute, assurance that the objectives of the system are met.
The design of our control system reflects the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control failures or instances of fraud, if any, have been detected. These limitations include the possibility of human error, faulty judgment, breakdowns in processes, circumvention of controls by collusion, and management override of controls. In addition, the design of any control system is based in part on assumptions about the likelihood of future events, and there can be no assurance that any control system will succeed in achieving its objectives under all future conditions.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the three months ended March 31, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II – OTHER INFORMATION
| Item 1. | Legal Proceedings |
None.
Item 1A. Risk Factors
N/A
| Item 2. | Unregistered Sales of Equity Securities |
None
| Item 3. | Defaults Upon Senior Securities |
None.
| Item 4. | Mine Safety Disclosures |
Not applicable.
| Item 5. | Other Information |
Rule
10b-5(1) Trading Plans. During the three months ended March 31, 2026, no director or officer of the Company
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| Item 6. | Exhibits |
Exhibit Number |
Exhibit Description | |
| 10.1 | Settlement Agreements with Certain Lenders (incorporated by reference to the Company’s Current Report on Form 8-K filed February 23, 2026 with respect to Item 1.01 and Exhibit 10.1 thereto). | |
| 31.1 | Certification of Chief Executive and Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as amended, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act Of 2002 | |
| 32.1 | Certification of Chief Executive and Financial Officer Pursuant to 18 U.S.C. 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002** | |
| ** | The certifications furnished herein are deemed to accompany this Form 10-Q and are not deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section, nor shall they be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document |
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: May 20, 2026 |
I-ON DIGITAL CORP. | |
| By: | /s/ Carlos X. Montoya | |
| Carlos X. Montoya | ||
Chairman, President (Principal Executive, Financial and Accounting Officer) | ||
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