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I-ON Digital (OTCQB: IONI) turns Q1 profit, slashes debt with digital-asset gains

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

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.

Positive

  • Substantial net income driven by asset gains: Net income of $4.15 million, including a $4.1 million gain on sale or exchange of digital assets, materially strengthens results for the quarter.
  • Meaningful debt and liability reduction: The company eliminated $781,000 of accrued interest, retired $550,000 in loans, and settled $1.33 million in bridge loans and accrued interest using ION.au units, significantly improving leverage and equity.

Negative

  • Core operations remain small and loss-making: Subscription revenue was only $27,000, digital asset yield income $274,711, and the company reported a $116,429 loss from operations, indicating reliance on non-recurring digital-asset gains for profitability.

Insights

One-time digital-asset gains and major debt cleanup drive a profitable quarter.

I-ON Digital Corp. posted Q1 2026 net income of $4.15 million, largely from a $4.1 million gain on sale or exchange of digital assets. Core operations were modest, with subscription revenue of $27,000 and digital asset yield income of $274,711, alongside a loss from operations of $116,429.

The company used its ION.au gold-backed digital assets to strengthen its balance sheet. It eliminated $781,000 of accrued interest, retired $550,000 in loans payable, and settled $1.33 million in bridge loans and accrued interest using ION.au units. These steps helped lift stockholders’ equity to $18.41 million and reduced leverage.

Strategically, management highlights growth in gold-backed tokenization and real-world-asset structures, including yield-generating DeFi participation. Future filings will clarify how much earnings continue to come from recurring subscription and yield income versus potentially less predictable digital-asset gains.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Net income $4,149,246 First quarter ended March 31, 2026
Gain on sale or exchange – digital assets $4.1 million First quarter 2026
Loss from operations $116,429 First quarter 2026 operating performance
Subscription revenue $27,000 First quarter 2026
Digital asset yield income $274,711 First quarter 2026
Total assets $22.92 million As of March 31, 2026
Stockholders’ equity $18.41 million As of March 31, 2026
Debt and interest reductions $2.66 million+ Accrued interest, loans payable, bridge loans and interest reduced in Q1 2026
real-world-asset (RWA) tokenization financial
"I- continues to strengthen its presence in the real-world-asset (RWA) tokenization sector"
Real-world-asset (RWA) tokenization is the process of converting physical assets—such as property, commodities, or artwork—into digital tokens that can be bought, sold, and stored electronically. This allows investors to access and trade interests in tangible assets more easily and efficiently, similar to dividing a property into smaller shares. It matters because it opens up new opportunities for investment, making it simpler to diversify and manage assets across different markets.
decentralized finance (DeFi) financial
"Participation in yield-generating decentralized finance (DeFi) structures"
Decentralized finance (DeFi) is a system that allows people to access financial services—such as borrowing, lending, or trading—directly through digital platforms without relying on traditional banks or financial institutions. It uses blockchain technology to operate transparently and securely, giving investors more control over their money and potentially reducing costs. This innovation matters because it can expand financial access and create new opportunities for wealth building around the world.
diluted EPS financial
"Diluted EPS: $0.04 (basic EPS: $0.12)"
Diluted earnings per share (EPS) shows how much profit a company makes for each share of stock, assuming all possible shares from stock options or convertible securities are used. It provides a more conservative estimate than basic EPS, accounting for potential share increases that could dilute ownership. Investors use diluted EPS to get a clearer picture of a company's true profitability on a per-share basis.
bridge loans financial
"Settled $1.33 million in bridge loans and accrued interest using ION.au units"
A bridge loan is a short-term loan used to cover immediate cash needs until a company secures longer-term financing or completes a sale. Like a temporary bridge that gets you across a river while a permanent bridge is built, it keeps operations moving but often comes with higher interest or stricter terms, so investors watch them for signs of cash stress, possible extra costs, or changes in ownership and dilution risk.
accrued interest financial
"Accrued interest reduced to zero, down from $781,000 at year-end"
Accrued interest is the amount of interest that has built up on a loan, bond, or similar investment since the last payment date but has not yet been paid. For investors this matters because when you buy or sell a fixed‑income security between payment dates you compensate the other party for that earned interest—think of it like buying a house mid‑month and reimbursing the seller for days of heating already used—so it affects the actual cash you pay, the yield you receive, and short‑term returns.
gold-backed digital assets financial
"The Company’s ION.au gold-backed digital assets, which was acquired through the Orebits transaction"
Net income $4,149,246
Subscription revenue $27,000
Digital asset yield income $274,711
Loss from operations $116,429
Gain on sale or exchange – digital assets $4.1 million
Diluted EPS $0.04
Understanding 8-K Material Events →
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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

 

May 21, 2026

 

Date of Report (Date of earliest event reported)

 

 

 

I-ON Digital Corp.

(Exact name of registrant as specified in its charter)

 

Delaware   000-54995   46-3031328
(State of   (Commission   (I.R.S. Employer
incorporation)   File Number)   Identification Number)

 

1244 N. Stone Street, Unit 3

Chicago, Illinois 60610

(Address of principal executive offices) (Zip code)

 

(866) 440-2278

(Registrant’s telephone number, including area code)

 

 

 

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: None

 

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).

 

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. ☐

 

 

 

 
 

 

Item 2.02 Results of Operations and Financial Condition.

 

On May 21, 2026, I-ON Digital Corp. issued a press release announcing its financial results for the first quarter ended March 31, 2026. A copy of the press release is attached hereto as Exhibit 99.1.

 

The information in this Item 2.02 and the attached Exhibit 99.1 are being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this Item 2.02 and the attached exhibit shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.

   Description
99.1   Press Release
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

2
 

 

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.

 

Date: May 21, 2026 By: /s/ Carlos X. Montoya
    Carlos X. Montoya
    Chief Executive Officer

 

3

 

 

Exhibit 99.1

 

FOR IMMEDIATE RELEASE

 

I-ON Digital Corp. Reports First Quarter 2026 Financial Results, Reflecting Multiple Revenue Streams and Net Profit

 

Company Strengthens Balance Sheet, Reduces Debt, and Advances Real-World-Asset Digitization Strategy

 

Chicago, IL — May 20, 2026 — I-ON Digital Corp. (“I-ON” or the “Company”) (OTCQB: IONI), 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, today announced financial results for the first quarter ended March 31, 2026.

 

The Company reported net income of $4.2 million, driven primarily by gains associated with its digital-asset ecosystem and continued expansion of its gold-backed tokenization activities.

 

“Our first-quarter results reflect the strategic momentum we’ve built across our digital-asset platform,” said Carlos Montoya, Chief Executive Officer of I-ON Digital Corp. “As institutional interest in real-world-asset tokenization accelerates, we believe I-ON is positioned to become a leading provider of secure, compliant, and yield-generating digital asset solutions.”

 

First Quarter 2026 Financial Highlights

 

  ● Revenue from Business Ops: $301,711

 

  ○ $27,000 in subscription revenue
  ○ $274,711 in digital asset yield income

 

  ● Operating expenses: $418,140
  ● Loss from operations: $(116,429)
  ● Gain on Sale or Exchange – Digital Assets: $4.1 million
  ● Net income: $4,149,246
  ● Diluted EPS: $0.04 (basic EPS: $0.12)

 

 
 

 

Balance Sheet Highlights

 

  ● Total assets: $22.92 million, up from $18.31 million at December 31, 2025
  ● Intangible assets: $22.49 million, reflecting the Company’s ION.au gold-backed digital assets and internal-use software
  ● Stockholders’ equity: $18.41 million, an increase of more than $4.1 million from year-end
  ● Cash: $193,012, up from $158,193 on December 31, 2025
  ● Accrued interest reduced to zero, down from $781,000 at year-end
  ● Loans payable reduced to zero, down from $550,000 at year-end

 

Debt Reduction and Capital Structure Improvements

 

During the quarter, I-ON significantly strengthened its balance sheet through a combination of debt extinguishment and liability reductions:

 

  ● Eliminated $781,000 of accrued interest
  ● Retired $550,000 in loans payable
  ● Settled $1.33 million in bridge loans and accrued interest using ION.au units
  ● Reduced related-party payables from $2.09 million to $1.94 million

 

These actions contributed to the Company’s improved equity position and reduced financial leverage.

 

“Cleaning up the balance sheet has been a major priority,” said Montoya. “Reducing debt and eliminating legacy obligations enhances our financial flexibility as we scale our platform and expand commercial adoption,” he continued.

 

Recent Corporate Highlights

 

  ● Expanded participation in gold-backed digital asset ecosystem, generating $274,711 in yield income
  ● Strengthened equity position through a $4.1 million gain on investment
  ● Advanced development of the ION Digital Hybrid Blockchain Platform, supporting enterprise-grade tokenization and custody
  ● Continued delivery on commercial agreements signed in 2025, which contributed $27,000 in subscription revenue and additional service revenue during the quarter

 

 
 

 

Strategic Positioning in the Real-World-Asset (RWA) Market

 

I-ON continues to strengthen its presence in the real-world-asset (RWA) tokenization sector at a time when institutions are increasingly exploring the digitization of physical assets such as gold, commodities, and financial instruments.

 

The Company’s ION.au gold-backed digital assets, which was acquired through the Orebits transaction, served as a foundational component of its RWA strategy, enabling:

 

  ● Digitized claims on underlying physical gold
  ● Participation in yield-generating decentralized finance (DeFi) structures
  ● A scalable model for future third-party asset tokenization

 

“As the RWA market matures, institutional-quality tokenization and compliant digital asset custody will become essential infrastructure of our time,” Montoya added. “Our platform is built specifically for that future, as agency and related regulatory guidance continues to develop and mature around asset tokenization and essential digital asset architecture, we believe that ION Digital will be well-positioned for success within that same marketplace” he continued.

 

About I-ON Digital Corp.

 

I-ON Digital Corp. (OTCQB: IONI) 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 Through its hybrid blockchain platform and strategic ecosystem partnerships, the Company enables secure digitization, yield-generation, and asset-based financial solutions for enterprises and asset owners.

 

For Further Information Please Contact:

 

Investor Relations I-ON Digital Corp.

Phone: (866) 440-2278

Email: info@iondigitalcorp.com

Website: https://iondigitalcorp.com/

 

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 utility, valuation, treasury positioning, and growth of the Company and IONau. These statements involve risks and uncertainties, including fluctuations in gold prices, regulatory developments, digital asset market conditions, and other factors described in the Company’s filings with the U.S. Securities and Exchange Commission. The Company undertakes no obligation to update forward-looking statements except as required by law.

 

 

 

 

Source: View Original Filing on SEC EDGAR

FAQ

How much net income did I-ON Digital Corp. (IONI) earn in Q1 2026?

I-ON Digital Corp. reported net income of $4,149,246 for Q1 2026. Results were driven mainly by a $4.1 million gain on sale or exchange of digital assets, alongside modest subscription and digital asset yield income.

What were IONI’s key revenue components in the first quarter of 2026?

In Q1 2026, I-ON Digital Corp. generated $27,000 in subscription revenue and $274,711 in digital asset yield income. These recurring-style revenues were supplemented by a $4.1 million digital-asset gain that drove overall profitability.

Did I-ON Digital Corp. operate profitably from its core business in Q1 2026?

Core operations were not profitable; I-ON Digital Corp. reported a $116,429 loss from operations in Q1 2026. Profitability came primarily from a $4.1 million gain on sale or exchange of digital assets, rather than ongoing operations.

How did IONI’s balance sheet change during the first quarter of 2026?

Total assets rose to $22.92 million, with stockholders’ equity increasing to $18.41 million. The company eliminated $781,000 of accrued interest, retired $550,000 in loans, and settled $1.33 million in bridge loans and interest using ION.au units.

What debt reductions did I-ON Digital Corp. (IONI) achieve in Q1 2026?

I-ON Digital Corp. eliminated $781,000 of accrued interest and retired $550,000 in loans payable. It also settled $1.33 million in bridge loans and accrued interest with ION.au units, reducing financial leverage and legacy obligations.

What is the role of ION.au in I-ON Digital Corp.’s strategy?

ION.au represents the company’s gold-backed digital assets, acquired through the Orebits transaction. It underpins I-ON’s real-world-asset tokenization strategy by enabling digitized claims on physical gold, participation in yield-generating DeFi, and a scalable model for third-party asset tokenization.

Filing Exhibits & Attachments

4 documents

Press Releases

Other Documents