TON Strategy (TONX) general counsel gives up 311,908 unvested RSUs

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

TON Strategy Co General Counsel and Corporate Secretary Mary Marbach reported a restructuring-related compensation change. She voluntarily forfeited 311,908 restricted stock units that had been granted on October 6, 2025. The award had not vested or settled, and no common stock holdings are reported following this transaction.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Marbach Mary

Role General Counsel/Corp Secretary

Type	Security	Shares	Price	Value
Other	Common Stock	311,908	$0.00	--

Holdings After Transaction: Common Stock — 0 shares (Direct, null)

Footnotes (1)

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Key Figures

RSUs forfeited: 311,908 units Transaction date: April 29, 2026 Grant date of RSUs: October 6, 2025 +3 more

6 metrics

RSUs forfeited 311,908 units Voluntary forfeiture of restricted stock units coded as J

Transaction date April 29, 2026 Date of Form 4-reported RSU forfeiture

Grant date of RSUs October 6, 2025 Original grant date of forfeited RSU award

Price per share $0.0000 Reported transaction price per share for common stock line

Common shares after transaction 0 shares Total TON Strategy Co common stock held following transaction

Restructuring shares 311,908 units Shares classified under restructuring in transaction summary

Key Terms

restricted stock units ("RSUs"), voluntary forfeiture, transaction code "J", Form 4, +1 more

5 terms

restricted stock units ("RSUs") financial

"Reflects a voluntary forfeiture by the Reporting Person of restricted stock units ("RSUs") that were previously granted"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

voluntary forfeiture financial

"Reflects a voluntary forfeiture by the Reporting Person of restricted stock units ("RSUs")"

transaction code "J" regulatory

"transaction_code": "J","transaction_code_description": "Other acquisition or disposition""

Form 4 regulatory

"INSIDER FILING DATA (Form 4): { "issuerName": "TON Strategy Co""

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

General Counsel/Corp Secretary financial

""officer_title": "General Counsel/Corp Secretary""

Form 4 Insider Transactions: What Each Field Means →

05/01/2026 - 07:31 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Marbach Mary

(Last)

(First)

(Middle)

C/O TON STRATEGY COMPANY

2300 W. SAHARA AVENUE, SUITE 800

(Street)

LAS VEGAS

NEVADA

89102

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
TON Strategy Co [ TONX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	General Counsel/Corp Secretary

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/29/2026		J⁽¹⁾		311,908	D	⁽¹⁾	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Reflects a voluntary forfeiture by the Reporting Person of restricted stock units ("RSUs") that were previously granted on October 6, 2025. At the time of forfeiture, the RSU award was not vested or settled, in full or in part.

	/s/ Mary Marbach	05/01/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did TONX insider Mary Marbach report in this Form 4 filing?

Mary Marbach reported a voluntary forfeiture of 311,908 restricted stock units. These RSUs were previously granted as equity compensation, had not yet vested or settled, and were given up as part of an "other" restructuring-type transaction.

How many TONX restricted stock units did Mary Marbach forfeit?

She forfeited 311,908 restricted stock units. According to the disclosure, these RSUs were originally granted on October 6, 2025 and remained entirely unvested and unsettled at the time they were voluntarily surrendered.

Was the TONX Form 4 transaction a stock sale or purchase?

No, the transaction was not a stock sale or purchase. It is coded as "J" (other) and reflects a voluntary forfeiture of unvested restricted stock units, not an open-market trade in TON Strategy Co common stock.

What is the status of Mary Marbach’s TONX common stock after this filing?

The filing shows zero TON Strategy Co common shares held following the reported transaction. The event involved cancelling unvested restricted stock units only, so no actual common shares were issued, sold, or acquired in this Form 4.

When were the forfeited TONX restricted stock units originally granted?

The restricted stock units were originally granted on October 6, 2025. The Form 4 notes that at the time of their voluntary forfeiture, this RSU award had not vested or settled in full or in part.

What does transaction code "J" mean in this TONX Form 4?

Transaction code "J" in this Form 4 indicates "other acquisition or disposition." Here, it corresponds to a voluntary forfeiture of unvested RSUs, a compensation-related adjustment rather than a typical stock market transaction.