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Nakamoto Inc. SEC Filings

NAKA NASDAQ

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.

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Kindly MD, Inc. reported that it has released its financial results for the fiscal quarter ended September 30, 2025, through a press release. The company furnished this information in a current report under Item 2.02, which covers results of operations and financial condition, and attached the press release as Exhibit 99.1. Kindly MD’s common stock trades on The Nasdaq Stock Market under the symbol NAKA, and its tradeable warrants trade on the OTC Pink Market under NAKAW. The company is identified as an emerging growth company, and the report is signed by its Chief Executive Officer, David Bailey.

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Rhea-AI Summary

KindlyMD, Inc. (NAKA) reported a sharp expansion in scale and losses for the quarter ended September 30, 2025, driven by its new Bitcoin treasury strategy and the Nakamoto merger. Net loss for the nine months reached $89,487,606, compared with $2,616,126 a year earlier, as the company recorded a $59,753,811 loss on the Nakamoto acquisition, a $14,454,485 loss on debt extinguishment, and $22,105,029 of unrealized losses on digital assets.

Revenue from healthcare operations declined to $388,209 for the quarter from $647,867, while operating expenses rose to $10,793,731, reflecting higher salaries, professional fees, insurance, and marketing. The company ended the period with digital assets of 5,398 Bitcoin at a fair value of $615,798,837 and investments of $45,956,627, funded largely by $518,080,468 of PIPE financings and a $203,017,500 credit facility. Common shares outstanding surged to 427,152,834 at quarter-end and 439,850,889 by mid-November.

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Kindly MD, Inc. (NAKA) filed a Form 12b-25 to notify a late filing of its Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, citing the complexity of accounting for its merger with Nakamoto Holdings and related U.S. GAAP and PCAOB review procedures. The company expects to file within the five-day extension under Rule 12b-25.

The company also signaled a significant change in results. Preliminary figures include a realized loss on digital assets of $1,411,201, an unrealized loss on digital assets of $22,066,010, a loss on extinguishment of debt of $14,454,485, and a loss on acquisition of Nakamoto of $59,753,811, partially offset by a positive change in fair value of contingent liability of $21,845,000. These estimates are preliminary and may change upon completion of quarter-end closing and review.

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Filing
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annual report
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Kindly MD, Inc. scheduled its 2025 Annual Meeting for December 17, 2025 at 8:30 a.m. Mountain Time as a fully virtual event. Stockholders will vote on four items: electing two Class I directors (Perianne Boring and Greg Xethalis), approving the conversion from a Utah corporation to a Delaware corporation, ratifying Sadler, Gibb & Associates, LLC as auditor for fiscal year 2025, and authorizing a potential adjournment to solicit additional proxies if needed.

The Board recommends a “FOR” vote on all proposals. For Proposal 1, directors are elected by a plurality of votes cast. Proposal 2 requires a majority of votes cast; broker non-votes and abstentions have the same effect as “Against” for this item. Proposal 3 requires a majority of votes cast and is considered routine, allowing brokers discretion to vote. Proposal 4 requires a majority of votes cast.

Record date is October 23, 2025; 431,653,091 shares of Common Stock were outstanding and entitled to one vote per share as of that date. Stockholders may vote via the Internet or by mail, and may attend and vote virtually at the meeting if properly registered.

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Kindly MD, Inc. filed a preliminary proxy for its 2025 Annual Meeting, to be held virtually on December 17, 2025 at 8:30 a.m. MT. Stockholders will vote on four proposals.

Proposal 1 seeks to elect two Class I directors—Perianne Boring and Greg Xethalis—for three-year terms. Proposal 2 requests approval to convert the company from a Utah corporation to a Delaware corporation. Proposal 3 asks stockholders to ratify Sadler Gibb & Associates as independent auditor for the fiscal year ended December 31, 2025. Proposal 4 authorizes potential adjournment to solicit additional proxies if needed.

The meeting is virtual at https://meeting.vstocktransfer.com/KINDLYDEC25. Holders of common stock as of the October 23, 2025 record date may vote. The Board recommends “FOR” all proposals. The proxy also outlines board independence, committee compositions, executive/Director biographies, compensation disclosures, and the company’s insider trading policy.

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Kindly MD, Inc. (NAKA) director Eric Weiss filed an Initial Statement of Beneficial Ownership (Form 3) dated 08/14/2025. The filing lists Weiss's address in Salt Lake City, UT, confirms his status as a director, and states "No securities are beneficially owned." The form also references an Exhibit 24 - Power of Attorney and is signed by Eric Weiss.

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Kindly MD, Inc., through its wholly owned subsidiary Naka SPV 2, LLC, entered into a Master Loan Agreement with Antalpha Digital Pte. Ltd. for a term loan facility of 206,000,000 USDT bearing interest at 7.0% per year. The loan will be funded in tranches over up to five days, with the first tranche of up to 150,000,000 USDT, and will mature 30 days after the initial tranche, with an option for a further 30‑day extension.

The facility is secured solely by Bitcoin or other agreed digital assets and includes customary covenants, loan‑to‑value requirements, representations, warranties, and events of default. Kindly MD plans to use the proceeds to fully repay its existing Master Loan Agreement with Two Prime Lending Limited and to cover related costs. The company also disclosed a non‑binding agreement to indicative terms with Antalpha for a potential issuance of up to $250,000,000 of secured convertible notes, subject to negotiation and definitive documentation.

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Kindly MD, Inc. entered into a new term loan agreement through its subsidiary with Two Prime Lending Limited for $203,017,500 at 8.5% annual interest, maturing on September 30, 2026. The loan is secured by Bitcoin or other agreed digital assets and can be prepaid at any time without penalty.

The company used the loan proceeds to repay in full its secured convertible debenture held by a Yorkville-managed fund, making a cash payment of $203,000,000 plus $17,500 in reimbursed fees. This repayment terminates the debenture purchase agreement, related security documents (other than indemnification rights), and a registration rights agreement.

Separately, director Eric Weiss resigned from the board and governance committee, without any disagreement with the company, and the board named Mark Yusko as chair and Perianne Boring as a member of the nominating and corporate governance committee. Yusko will receive an additional annual cash fee of $25,000 for this committee role.

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Kindly MD, Inc. reported that its board of directors set December 17, 2025 as the date for the company’s 2025 Annual Meeting of Stockholders, which will be held as a virtual meeting by live internet webcast. The board also set October 23, 2025 as the record date for determining which stockholders are entitled to receive notice of and vote at the meeting.

Because this meeting date is more than 30 days earlier than the prior annual meeting, the company established a new deadline of October 6, 2025 for receipt of qualified stockholder proposals and director nominations, including those seeking inclusion in the proxy materials under Rule 14a-8 and those subject to Rule 14a-19. The company also highlighted that material information about Kindly MD and its subsidiary Nakamoto Holdings may be provided through its and Nakamoto’s websites, SEC filings, press releases, and various social media accounts.

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FAQ

How many Nakamoto (NAKA) SEC filings are available on StockTitan?

StockTitan tracks 103 SEC filings for Nakamoto (NAKA), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Nakamoto (NAKA)?

The most recent SEC filing for Nakamoto (NAKA) was filed on November 19, 2025.