TON Strategy officer plans sale of 12,500 shares

An officer of TON Strategy Co filed a Rule 144 notice to potentially sell 12,500 shares of TONX common stock derived from equity compensation.

Rhea-AI Filing Summary

TON Strategy Co (TONX) is the issuer for a planned sale of common stock disclosed under Rule 144 by officer Bill John Rivard. The notice covers up to 12,500 shares of common stock held at Charles Schwab & Co., with an indicated aggregate market value of $42,750.00.

The securities to be sold arise from restricted stock units acquired from the issuer as equity compensation on August 4, 2025. The filing lists total common shares outstanding of 55,071,989 and identifies Nasdaq as the trading market.

Key Figures

Shares to be sold under Rule 144: 12,500 shares Aggregate market value of shares: $42,750.00 Common shares outstanding: 55,071,989 shares +2 more

5 metrics

Shares to be sold under Rule 144 12,500 shares Common stock covered by the planned resale notice

Aggregate market value of shares $42,750.00 Indicative value for the 12,500 TONX shares to be sold

Common shares outstanding 55,071,989 shares TON Strategy Co common stock outstanding as listed in the form

Acquisition date of RSUs August 4, 2025 Date restricted stock units were acquired from the issuer as equity compensation

Form 144 notice date September 4, 2026 Date referenced for the planned sale and signature on the notice

Key Terms

Rule 144, restricted stock units, equity compensation, Nasdaq

4 terms

Rule 144 regulatory

"See the definition of "person" in paragraph (a) of Rule 144."

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

restricted stock units financial

"common | 08/04/2025 | restricted stock units | issuer"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

equity compensation financial

"12500 | 08/04/2025 | equity compensation"

Equity compensation is pay given to employees, executives or contractors in the form of company ownership—such as stock, stock options or restricted shares—rather than just cash. It matters to investors because it can align workers' incentives with shareholders (like paying someone in slices of the same pie they help grow), but it also increases the number of shares outstanding and company expenses, affecting ownership percentages and earnings per share.

Nasdaq market

"55071989 | 09/04/2026 | Nasdaq"

The Nasdaq is a stock exchange where many companies' shares are bought and sold, functioning much like a marketplace for investments. It matters to investors because it provides a platform to buy and sell ownership stakes in companies, helping them track the value of those companies and make informed decisions. As one of the largest and most technology-focused markets, it also reflects trends and developments in the business world.

FAQ

What does the Form 144 filing disclose for TONX?

The filing discloses that officer Bill John Rivard has given notice under Rule 144 of a planned sale of up to 12,500 shares of TON Strategy Co common stock through Charles Schwab & Co. The notice is a prerequisite for certain resales of restricted or control securities.

How many TONX shares are covered by Bill John Rivard’s Rule 144 notice?

The notice covers up to 12,500 shares of TON Strategy Co common stock. The filing also reports an indicative aggregate market value of $42,750.00 for these shares, based on the information provided in the securities section.

What is the source of the TONX shares covered by this Form 144?

The shares come from restricted stock units that were acquired from TON Strategy Co on August 4, 2025 as equity compensation. These RSU-derived shares are now the subject of the planned resale notice under Rule 144.

How many TON Strategy Co common shares are outstanding according to the filing?

The filing lists 55,071,989 TON Strategy Co common shares as outstanding. This figure provides context for the size of the potential 12,500-share sale covered by the Rule 144 notice, but it is not itself being registered or sold.

On which market is TONX common stock listed in this Form 144 disclosure?

The Form 144 identifies Nasdaq as the market for TON Strategy Co common stock tied to this planned Rule 144 sale. The shares to be sold are held in a brokerage account at Charles Schwab & Co.

What key dates are associated with the TONX securities in this Form 144?

The restricted stock units underlying the shares were acquired on August 4, 2025. The form also references a date of September 4, 2026 in connection with the planned sale and signature, aligning with the timing of the Rule 144 notice.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/04/2026 - 10:04 AM Accepted by SEC EDGAR 09/04/2026 - 10:00 AM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001980183
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	TON Strategy Co
SEC File Number	001-38834
Address of Issuer	2300 WEST SAHARA AVENUE SUITE 800 LAS VEGAS NEVADA 89102
Phone	855-250-2300
Name of Person for Whose Account the Securities are To Be Sold	Rivard Bill John
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Officer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
common	Charles Schwab & Co 3000 Schwab Way westlake TX 76262	12500	42750.00	55071989	09/04/2026	Nasdaq

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
common	08/04/2025	restricted stock units	issuer			12500	08/04/2025	equity compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks
Date of Notice	09/04/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	Bill Rivard
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)