Welcome to our dedicated page for Nakamoto SEC filings (Ticker: NAKA), 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.
The Kindly MD, Inc. (NAKA) SEC filings page provides access to the company’s official regulatory disclosures as a publicly traded issuer. KindlyMD, a patient-first and healthcare data company with integrated healthcare services and a Bitcoin treasury strategy via its subsidiary Nakamoto Holdings Inc., uses filings with the U.S. Securities and Exchange Commission to report material events, corporate actions, and financial information.
Among the key documents available are Current Reports on Form 8-K, which the company uses to disclose significant developments. Recent 8-K filings have addressed topics such as the completion of the merger with Nakamoto, entry into and termination of material loan agreements secured by Bitcoin or other digital assets, authorization of a share repurchase program, receipt of a Nasdaq minimum bid price notice, and the establishment of dates and record dates for annual shareholder meetings. These filings also cover matters like redemption of a secured convertible debenture and the company’s financing arrangements with lenders focused on digital assets.
Investors can also review proxy materials, including the Definitive Proxy Statement on Schedule 14A, which outlines proposals submitted to stockholders, such as the election of directors, approval of converting Kindly MD from a Utah corporation to a Delaware corporation, ratification of the independent registered public accounting firm, and potential adjournment of the annual meeting. Notifications of late filing on Form 12b-25 (NT 10-Q) provide context when additional time is needed to complete quarterly reports, including explanations related to the accounting complexity of the merger with Nakamoto.
On Stock Titan, these filings are complemented by AI-powered tools that help summarize lengthy documents and highlight key points, such as new financing obligations, changes in capital structure, or updates on the company’s Bitcoin treasury strategy. Users can quickly locate information about quarterly and annual reporting, material agreements, shareholder votes, and listing status, as well as track how KindlyMD’s integrated healthcare operations and Bitcoin-focused activities are reflected in its regulatory record.
Nakamoto Inc. filed Amendment No. 1 to a shelf registration registering up to $6,993,570,615.16 of securities, including an at-the-market program component of $4,993,570,615.16. The amendment updates disclosure items and files auditor consents, and it replaces a prior ASR registration that became unusable after the Company’s 2025 Form 10-K.
The prospectus describes a shelf for common stock, preferred stock, debt securities, warrants, rights, purchase contracts and units. Recent material actions disclosed include the August 2025 reverse merger and PIPE financing, repayment of a $200.0 million convertible debenture, the February 2026 acquisitions of BTC Inc. and UTXO, and Bitcoin holdings of 5,342 BTC valued at $467.5 million as of December 31, 2025.
Nakamoto Inc. filed an amendment to a shelf registration to combine prior resale registrations and update its preliminary prospectus. The filing registers resale by selling stockholders of up to 413,354,801 shares of Common Stock and registers the issuance by the Company of Common Stock issuable upon exercise of registered warrants.
The prospectus discloses 61,704,975 Pre-Funded Warrant Shares, PIPE Shares of 264,444,723, IPO Warrant exercise prices of $6.33 (tradable) and a Pre-Funded Warrant exercise price of $0.001. The company held approximately 5,342 Bitcoin valued at $467.5 million as of December 31, 2025, and reported roughly 690,018,254 shares outstanding as of April 6, 2026.
Nakamoto Inc. is asking stockholders at a May 8, 2026 virtual special meeting to approve a reverse stock split of its common stock at a ratio between 1‑for‑20 and 1‑for‑50, with the exact ratio set later by the board. The main goal is to raise the per‑share trading price above Nasdaq’s $1.00 minimum bid requirement; the stock most recently closed at $0.24 per share. A second proposal would allow adjournment of the meeting to solicit more votes if needed. The reverse split would reduce the 690,018,254 shares outstanding but leave the 10,000,000,000 authorized shares unchanged, increasing the number of shares available for future issuance and potential dilution.
Nakamoto Inc. has filed a shelf registration to offer up to $6,993,570,615.16 of securities, which includes an at-the-market (ATM) component of $4,993,570,615.16 and an ATM program with agents enabling up to $5.0 billion of common stock sales. The prospectus covers common stock, preferred stock, debt securities, warrants, rights, purchase contracts and units.
The company discloses recent corporate activity: it held approximately 5,342 Bitcoin valued at $467.5 million as of December 31, 2025; repaid in full a secured convertible debenture on September 30, 2025; completed mergers with BTC Inc. and UTXO in February 2026; and reported 690,018,254 shares of common stock issued and outstanding as of April 6, 2026. The prospectus is a shelf base prospectus; specific terms for any offering will be set in prospectus supplements.
Nakamoto Inc. files a shelf registration to register up to 352,543,486 shares of Common Stock and 61,704,975 shares underlying Pre-Funded Warrants for resale, and to register the Company’s offer of shares issuable upon exercise of IPO Warrants. The prospectus covers resale by numerous selling stockholders of up to 414,248,461 Resale Shares previously issued in PIPE and private transactions, and a primary issuance by the Company of shares issuable upon exercise of Registered Warrants. The prospectus states the Company will receive proceeds only from cash exercises of Registered Warrants (aggregate up to approximately $3,725,217.66) and notes last reported Common Stock price of $0.2105 per share on April 8, 2026.
Nakamoto Inc. is soliciting votes at a virtual Special Meeting on May 8, 2026 to approve a Reverse Stock Split and a related adjournment proposal. The Reverse Stock Split would combine outstanding shares at a ratio set by the board between 1-for-20 and 1-for-50. As of the record date, there were 690,018,254 shares outstanding (Record Date: March 31, 2026). The board recommends voting FOR both proposals; approval would permit the board to implement, abandon, or time the split within one year of shareholder approval. The company cited noncompliance with Nasdaq’s minimum bid price and noted a closing price of $0.22 on April 6, 2026, and an initial Nasdaq compliance deadline of June 8, 2026. Fractional shares would be paid in cash.
Nakamoto Inc. filed an amended current report to expand disclosure around its acquisitions of BTC Inc. and UTXO Management GP, LLC. The amendment adds audited 2025 and 2024 financial statements and management discussions for both acquired businesses, plus unaudited pro forma combined results for the year ended December 31, 2025 giving effect to the mergers.
BTC Inc. shows strong growth, with 2025 revenue of $66.0 million versus $31.4 million in 2024 and net income rising to $14.8 million from $3.6 million. Events contributed $53.6 million of 2025 revenue, while newer advisory services added $2.2 million. As of December 31, 2025 BTC held $11.1 million in cash, total assets of $30.2 million, and management concluded there is no substantial doubt about its ability to continue as a going concern.
Nakamoto Inc. files a prospectus supplement updating its S-1 to register 2,059,811 shares of common stock issuable upon exercise of previously issued warrants and to provide for resale of 82,310 shares by selling stockholders. The company states it is not selling shares for its own account and will receive proceeds only if the Warrants are exercised for cash. The supplement incorporates the company's Annual Report on Form 10-K, which discloses a strategic pivot from healthcare to a Bitcoin-focused holding and operating model, including the February 20, 2026 acquisitions of BTC Inc and UTXO. The 10-K reports holding approximately 5,342 Bitcoin valued at $467.5 million as of December 31, 2025, and 690,018,254 shares outstanding as of March 23, 2026. The company warns of material risks tied to the Bitcoin strategy and reports a material weakness in internal control over financial reporting.
Nakamoto Inc. reported fourth-quarter 2025 revenue of $444,924 and net income of $37.3 million, driven largely by a $204.5 million gain from the change in fair value of a related-party call option. This offset a substantial loss on Bitcoin-related items.
For full-year 2025, revenue was $1.8 million and the company recorded an operating loss of $197.1 million and a net loss of $52.2 million, mainly from a $166.1 million loss on changes in the fair value of digital assets and a $9.9 million loss on investments.
Nakamoto has transformed into a Bitcoin-focused operating company, acquiring BTC Inc and UTXO Management, exiting legacy healthcare operations, and completing a buyback of 2,332,206 shares. As of December 31, 2025, it held 5,342 Bitcoin and reported enterprise value of $341 million. Subsequent to year-end, it sold about $20 million of Bitcoin to fund a U.S. dollar operating reserve.
Nakamoto Inc. is transforming from a healthcare provider into a Bitcoin-focused holding company with a Bitcoin treasury and an ecosystem of Bitcoin-native businesses. The company plans to exit its legacy healthcare operations as it reorients around digital assets and related services.
As of December 31, 2025, Nakamoto held approximately 5,342 Bitcoin valued at $467.5 million, based on a Bitcoin price of $87,519. It later acquired BTC Inc, operator of the global Bitcoin Conference and Bitcoin Magazine, and UTXO, a Bitcoin-focused asset manager. Management highlights extreme Bitcoin price volatility, material regulatory uncertainty, a material weakness in internal controls, Nasdaq listing-compliance risk, and legacy healthcare liabilities as key risks for shareholders.