Welcome to our dedicated page for Nakamoto SEC filings (Ticker: NAKAW), 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 SEC filings page for NAKAW on Stock Titan centers on the regulatory disclosures of Kindly MD, Inc. relating to its tradeable warrants to purchase common stock, which trade on the OTC Pink Market under the NAKAW symbol. These filings provide the primary source of information about the warrants and their context within the company’s capital structure.
Kindly MD, Inc.’s Form 8-K and Form 8-K/A describe several key matters: the identification of NAKAW as tradeable warrants to purchase shares of common stock, the company’s status as an emerging growth company, and its corporate details as a Utah corporation based in Salt Lake City, Utah. The filings also outline an Agreement and Plan of Merger under which Kindly Holdco Corp merged with and into Nakamoto Holdings Inc., with Nakamoto becoming a wholly owned subsidiary of Kindly MD, Inc.
These reports further discuss related financing arrangements, including a PIPE Transaction, the issuance of pre-funded warrants, and a Debt Transaction involving convertible debentures. In a separate Form 8-K, the company details a notice of redemption for a Secured Convertible Debenture, specifying that outstanding amounts not converted by the redemption date will be redeemed at 100% of principal plus a 1.5% payment premium.
On Stock Titan, users can review these filings as they are made available from EDGAR and use AI-powered summaries to understand the significance of items such as merger disclosures, supplemental risk factors, Management’s Discussion and Analysis, and the treatment of warrants and debentures. This helps clarify how NAKAW fits into Kindly MD, Inc.’s overall reporting and capital structure.
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 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. 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. 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. 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. 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. 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. 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. 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.
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.
Evans Tyler Matthew reported acquisition or exercise transactions in this Form 4 filing.
Nakamoto Inc. reported that Chief Investment Officer Evans Tyler Matthew received a grant of 600,000 shares of Common Stock on March 12, 2026. The filing describes this as a fully vested stock award issued under the 2025 Equity Incentive Plan in partial satisfaction of his 2025 bonus payment. Following this award, he directly holds 20,852,678 shares, reflecting compensation rather than an open-market purchase or sale.
Evans Tyler Matthew reported acquisition or exercise transactions in this Form 4 filing.
Nakamoto Inc. reported that Chief Investment Officer Evans Tyler Matthew received a grant of 600,000 shares of Common Stock on March 12, 2026. The filing describes this as a fully vested stock award issued under the 2025 Equity Incentive Plan in partial satisfaction of his 2025 bonus payment. Following this award, he directly holds 20,852,678 shares, reflecting compensation rather than an open-market purchase or sale.
Nakamoto Inc. Chief Investment Officer Evans Tyler Matthew reported multiple equity awards in an amended insider filing. On February 20, 2026, he received 17,841,993 shares of Common Stock as a grant/award, consisting of 5,925,156 shares under a BTC Merger Agreement and 11,916,837 shares under a UTXO Management GP merger agreement. He also was granted several fully vested stock options, each exercisable on a one-for-one basis for Common Stock at a $0.07 exercise price, with expiration dates in 2028 and 2029, which were assumed pursuant to the BTC Merger Agreement. Following these transactions, his direct Common Stock holdings were 20,252,678 shares. The amended Form 4 is stated to be filed solely to correct a scrivener's error in the previously disclosed total beneficial ownership.
Nakamoto Inc. Chief Investment Officer Evans Tyler Matthew reported multiple equity awards in an amended insider filing. On February 20, 2026, he received 17,841,993 shares of Common Stock as a grant/award, consisting of 5,925,156 shares under a BTC Merger Agreement and 11,916,837 shares under a UTXO Management GP merger agreement. He also was granted several fully vested stock options, each exercisable on a one-for-one basis for Common Stock at a $0.07 exercise price, with expiration dates in 2028 and 2029, which were assumed pursuant to the BTC Merger Agreement. Following these transactions, his direct Common Stock holdings were 20,252,678 shares. The amended Form 4 is stated to be filed solely to correct a scrivener's error in the previously disclosed total beneficial ownership.
David Bailey, Chairman and CEO of Nakamoto Inc., filed a Schedule 13D reporting beneficial ownership of 119,361,200 shares of common stock, representing 17.33% of the class, based on 688,942,624 shares outstanding as of February 26, 2026.
Bailey’s stake comes from several transactions: the Nakamoto merger (11,160,572 shares), the UTXO merger (11,916,837 shares), the BTC merger (96,283,791 shares), and 751,879 RSUs granted under a consulting agreement. He holds sole voting and dispositive power over these shares.
Bailey states he holds the securities for long‑term investment but may buy or sell more in the future. His shares are subject to lock‑up agreements tied to the Nakamoto, UTXO, and BTC mergers, and he benefits from registration rights that can support future registered sales, including potential underwritten offerings of at least $25 million.
David Bailey, Chairman and CEO of Nakamoto Inc., filed a Schedule 13D reporting beneficial ownership of 119,361,200 shares of common stock, representing 17.33% of the class, based on 688,942,624 shares outstanding as of February 26, 2026.
Bailey’s stake comes from several transactions: the Nakamoto merger (11,160,572 shares), the UTXO merger (11,916,837 shares), the BTC merger (96,283,791 shares), and 751,879 RSUs granted under a consulting agreement. He holds sole voting and dispositive power over these shares.
Bailey states he holds the securities for long‑term investment but may buy or sell more in the future. His shares are subject to lock‑up agreements tied to the Nakamoto, UTXO, and BTC mergers, and he benefits from registration rights that can support future registered sales, including potential underwritten offerings of at least $25 million.