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Stablecoin Development Corp (SDEV) SEC Filings

SDEV NYSE
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Stablecoin Development Corporation amended its resale registration covering up to 212,876,259 common shares: 45,337,032 issued shares and 167,539,227 shares issuable under January 2026 pre-funded warrants. The amendment registers no additional securities. Selling stockholders may resell only after effectiveness; the company receives no resale proceeds, but may receive $0.05 per share on cash exercises, up to approximately $8.4 million, and no additional cash on cashless exercises. Once shares become eligible for sale, purchasers and affiliates are limited to aggregate daily sales of 10% of the prior 30 consecutive trading days’ average daily trading volume; for R01 and Framework, the cap also includes all common shares and equivalents beneficially owned by them and their affiliates.

The updated business disclosure says the company held approximately 2,321,910,691 SKY as of October 2, 2026, approximately 10% of total supply, with more than 99% deployed in staking; staking revenue was $4.7 million for the six months ended June 30, 2026. It also describes phased warrant exercise dates, investor rights, and risks involving dilution, concentrated ownership, digital-asset prices, custody, and protocol governance.

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Stablecoin Development Corporation (SDEV) reported approximately 2,321,910,691 SKY held as of October 2, 2026, representing approximately 10% of total SKY supply; it held 2,286,511,374 SKY as of June 30, 2026. SKY remains its only approved digital-asset investment and sole staked asset, and acquisitions are made through open-market transactions.

For the six months ended June 30, 2026, SDEV earned 67,132,900 SKY in staking rewards, recognized as $4.7 million in revenue; second-quarter rewards were 31,746,251 SKY ($2.2 million). The published annualized reward rate was approximately 6.6% as of October 2, 2026. More than 99% of its SKY was deployed in staking as of that date; SDEV says it can unstake at any time without a lockup.

Approximately $83.2 million remained available under the $100.0 million ATM Program as of September 30, 2026. Full exercise of pre-funded warrants could issue up to 167,539,227 shares, compared with 51,751,359 common shares outstanding as of October 2, 2026; SDEV would receive only the $0.05-per-share exercise price, or no additional cash in a cashless exercise. SDEV also describes governance, custody, liquidity and regulatory risks.

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Stablecoin Development Corp. (SDEV) said it became aware of unusual trading activity in its common stock on the NYSE American on September 29, 2026. After making inquiries, the company said it did not believe corrective actions were appropriate. It also said it was unaware of material non-public information or a pending transaction involving the company, its stockholders, directors or officers that could be causing the activity. The company reported no previously undisclosed material development in its business and affairs and, to its knowledge, no other reason for the unusual market action.

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Stablecoin Development Corp. (SDEV) will ask stockholders at its November 10, 2026 annual meeting to elect Michael Kazley, Yenyou (Jeff) Zheng and Russell Preston Cann as Class I directors and ratify CBIZ CPAs P.C. as its independent registered public accounting firm for fiscal 2026. The Board recommends voting “FOR” both proposals.

The company has shifted from pharmaceuticals to a capital allocation strategy centered on digital assets. As of September 13, 2026, it held approximately 2,314,948,613 SKY tokens, about 10% of total supply, identified as its principal treasury asset. In January 2026, it completed a private placement of pre-funded warrants to purchase 167,539,227 common shares in exchange for $25.0 million in cash and approximately $109.0 million in SKY tokens and stablecoins.

As of September 18, 2026, R01 Fund LP and Framework Ventures IV L.P. together held approximately 87.6% of voting power. Under the 2026 Plan, the company granted 21,684,431 RSUs on April 1, including 15,445,603 CEO performance-based RSUs subject to stock-price or digital-asset-net-asset-value hurdles. No bonuses were awarded to named executive officers for 2025 performance.

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Stablecoin Development Corporation (SDEV) filed a pre‑effective amendment to its shelf registration covering the resale of up to 212,876,259 shares of common stock by existing investors. This consists of 45,337,032 outstanding shares and up to 167,539,227 shares issuable upon exercise of January 2026 pre‑funded warrants at $0.05 per share.

The company is not issuing new securities in this amendment; it updates disclosure about the Sky Protocol, the SKY token, and digital‑asset activities, and adds an “Our Business” section. SDEV will receive cash only if the pre‑funded warrants are exercised for cash, having already raised about $134.0 million in the January 2026 private placement, largely in SKY tokens and stablecoins.

SDEV has pivoted from its prior pharmaceutical focus to become an on‑chain holding company centered on the Sky Protocol, holding about 10% of SKY’s total supply and generating protocol‑level economics via staking. The amendment also details governance rights granted to major investors, extensive staking and custody arrangements, and risk factors tied to concentration, potential dilution, and the evolving crypto regulatory environment.

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Stablecoin Development Corp (SDEV) filed an initial ownership report identifying Rios David Garcia as a director and reporting insider. The filing reports no equity transactions or derivative positions and includes an Exhibit 24 Power of Attorney authorizing representation for SEC reporting matters.

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Stablecoin Development Corporation (SDEV) reports two main changes: a new board member and a cleanup of its preferred stock structure. On September 2, 2026, the board appointed David Garcia Rios as a Class II director, with his term running until the 2027 annual meeting. He was nominated under an Investors’ Rights Agreement by Sky Frontier Foundation, which, together with other investors, previously entered a Securities Purchase Agreement under which investors purchased approximately $134 million of pre-funded warrants, including about $16 million by Sky Frontier Foundation; Sky Frontier Foundation beneficially owns about 9.99% of SDEV’s outstanding common stock. Garcia Rios will receive standard director cash compensation of $40,000 per year and has an indemnification agreement with the company but is not eligible for an initial equity award due to his affiliation with a designating stockholder. Separately, as of September 2, 2026, SDEV had no outstanding shares of its Series A–F preferred stock and filed multiple Certificates of Withdrawal in Delaware eliminating each related Certificate of Designation. Those shares return to authorized preferred stock, leaving 5,000,000 preferred shares available for future designation and issuance under the certificate of incorporation.

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Stablecoin Development Corp (SDEV) received an amended Schedule 13D from Sky Frontier Foundation updating its beneficial ownership position tied to a warrant. The change stems from a second tranche of the warrant, for 6,000,000 shares of common stock, becoming exercisable within 60 days as of August 17, 2026.

Together with the first tranche for 4,000,000 shares, a total of 10,000,000 shares underlying the warrant are now exercisable or will become exercisable within 60 days. Due to a 9.99% Beneficial Ownership Limitation, Sky Frontier Foundation may be deemed to beneficially own 5,617,689 shares, or approximately 9.99% of the outstanding common stock, based on 50,615,437 shares outstanding as of July 27, 2026. The warrant has not been exercised and Sky Frontier Foundation currently holds no SDEV common shares of record.

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Tether Global Investments Fund, S.I.C.A.F., S.A., Tether Investments, S.A. de C.V., and Giancarlo Devasini report beneficial ownership of 5,617,689 shares of Stablecoin Development Corp common stock through warrants. This represents 9.99% of the outstanding common stock, calculated using 50,615,437 issued and outstanding shares plus the warrant shares.

The warrants held by Tether Investments are subject to an Ownership Limitation that caps aggregate beneficial ownership of the reporting persons and their affiliates at 9.99%. They disclaim beneficial ownership of an additional 16,257,311 shares of common stock that could otherwise be issued upon conversion of the remaining warrants because exercising them would exceed this cap.

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Stablecoin Development Corporation has filed a shelf registration to permit selling stockholders to resell up to 212,876,259 shares of common stock. This consists of 45,337,032 already-issued shares and up to 167,539,227 shares underlying January 2026 pre-funded warrants with a $0.05 per-share exercise price.

The company is not selling shares in this offering and will not receive proceeds from stockholder resales; it will receive only the warrant exercise price if exercised for cash, which it plans to use for general corporate purposes, including acquiring additional digital assets. Resales are contractually limited to 10% of the trailing 30-day average trading volume per day for each purchaser.

Stablecoin Development is an on-chain holding company focused on protocol-aligned digital asset ecosystems, initially the Sky Protocol. As of June 30, 2026, it held 2,286,511,374 SKY tokens, about 10% of SKY’s total supply, deployed in staking and governance activities. As of July 27, 2026, common shares outstanding were 50,615,437, so full warrant exercise would materially increase the share count over time.

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FAQ

How many Stablecoin Development (SDEV) SEC filings are available on StockTitan?

StockTitan tracks 40 SEC filings for Stablecoin Development (SDEV), 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 Stablecoin Development (SDEV)?

The most recent SEC filing for Stablecoin Development (SDEV) was filed on October 6, 2026.