TON Strategy (NASDAQ: TONX) stakes 82% of its Toncoin reserves

Rhea-AI Filing Summary

TON Strategy Company filed a current report describing a new approach to its Toncoin (“$TON”) holdings. The company announced that it has staked 82% of its Toncoin reserves, and referred readers to a related press release, furnished as Exhibit 99.1, for more detail on its staking and repurchasing strategy.

The report also explains how TON Strategy shares important information with the public. The company highlights its website, SEC filings, press releases, conference calls, webcasts, and social media accounts on Telegram and X.com as distribution channels that may include information that could be material for investors. It notes that posts by its CEO, Mr. Stotz, on his personal X.com account may also contain information about the company.

8-K Event Classification

3 items: 7.01, 8.01, 9.01

3 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

false 0001566610 0001566610 2025-09-29 2025-09-29 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 29, 2025

TON Strategy Company

(Exact Name of Registrant as Specified in Charter)

Nevada		001-38834		90-1118043
(State or Other Jurisdiction		(Commission		(IRS Employer
of Incorporation)		File Number)		Identification No.)

3024 Sierra Juniper Ct
Las Vegas, Nevada		89138
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (855) 250-2300

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.0001		TONX		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01. Regulation FD Disclosure.

On September 29, 2025, TON Strategy Company (the “Company”) issued a press release announcing the staking of 82% of the Company’s Toncoin (“$TON”) reserves and further describing the Company’s staking and repurchasing strategy. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 8.01. Other Events.

As announced in its press release, the Company has staked 82% of its $TON reserves.

Disclosure Channels to Disseminate Information

Company investors and others should note that the Company announces material information to the public about the Company, its strategy and other items through a variety of means, including on the Company website (https://www.tonstrat.com/), the investor relations and email alerts subscription sections thereof, its filings with the SEC, press releases, public conference calls, webcasts, and its various social media accounts in order to achieve broad, non-exclusionary distribution of information to the public. The Company encourages its investors and others to review the information it makes public in the locations below as such information could be deemed to be material information.

The Company posts information about the Company (which may or may not be material) via the following social media accounts: the Company’s Telegram handle (@tonstrat) and its X.com handle (@tonstrat). Mr. Stotz posts information about the Company (which may or may not be material) through his social media accounts, including his X.com handle (@ManuelStotz). The social media channels used by the Company and Mr. Stotz may be updated by the Company and Mr. Stotz, respectively, from time to time.

Although the Company does not intend for its social media accounts to be its primary method of disclosure for material information, it is possible that certain information the Company posts on its social media accounts may be deemed material to investors. Therefore, the Company is notifying investors, the media and other interested parties that it uses the aforementioned social media accounts, together with its investor relations website, traditional press releases, and filings with the SEC, to publish important information about the Company, including information that may be deemed material to investors. The Company encourages investors, the media and other interested parties to review the information it posts on its aforementioned investor relations website and social media channels, in addition to information announced by the Company through its filings with the SEC, press releases, webcasts and other presentations. Information available on or through websites mentioned in this Current Report on Form 8-K is not incorporated herein by reference, and any website references are intended to be inactive textual references only.

Item 9.01 Financial Statements and Exhibits

Exhibit No.		Description
99.1		Press Release, dated September 29, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: September 29, 2025	TON Strategy Company
	By:	/s/ Veronika Kapustina
	Name:	Veronika Kapustina
	Title:	Chief Executive Officer

FAQ

What did TON Strategy Company (TONX) announce in this 8-K filing?

The company reported that it has staked 82% of its Toncoin ($TON) reserves and pointed to a press release for more detail on its staking and repurchasing strategy.

How much of TON Strategy Companys Toncoin reserves are staked?

TON Strategy Company stated that it has staked 82% of its Toncoin ($TON) reserves, as described in its accompanying press release.

Where can investors find more details on TON Strategy Companys Toncoin staking strategy?

More details are provided in a press release dated September 29, 2025, which is attached as Exhibit 99.1 to the report and incorporated by reference.

What communication channels does TON Strategy Company (TONX) use to share information with investors?

The company uses its website, investor relations pages, SEC filings, press releases, conference calls, webcasts, and social media accounts on Telegram (@tonstrat) and X.com (@tonstrat) to share information.

Can TON Strategy Companys social media posts contain material information for TONX investors?

Yes. The company notes that information posted on its social media accounts and on CEO Mr. Stotzs X.com account (@ManuelStotz) may at times be deemed material information for investors.

Is information on TON Strategy Companys website incorporated into this report?

No. The company states that information available on or through the mentioned websites is not incorporated by reference into the report and that website references are intended as inactive textual references only.