TRON Inc SEC Filings

Tron Inc. reported the results of its virtual annual meeting of stockholders held on December 16, 2025. Shareholders owning 224,850,056 votes, or about 87.45% of the 257,115,400 common shares outstanding as of the November 18, 2025 record date, were represented, establishing a quorum.

All five director nominees — Richard Miller, Weike Sun, Zhihong Liu, Zi Yang, and Christopher Melton — were elected to one-year terms, each receiving about 222.6–222.8 million votes for and no votes against. Shareholders also ratified the appointment of M&K CPAS, PLLC as Tron Inc.’s independent registered public accounting firm for the fiscal year ending December 31, 2025, with 224,814,102 votes for, 21,159 against, and 14,795 abstentions.

Tron Inc. filed a current report to share that it released a press release on November 12, 2025. The information is provided under Regulation FD, which is intended to ensure fair and equal access to material company information for all investors.

The press release is attached as Exhibit 99.1 and incorporated by reference, but its contents are not detailed here. Tron’s common stock trades on The Nasdaq Capital Market under the symbol TRON, and the report is signed by Chief Executive Officer Richard Miller.

Tron Inc. reported Q3 2025 results, highlighting a shift to a dual-segment model (toys and a TRX-focused digital asset treasury). For the quarter, sales were $1.10M with gross profit of $297,898. Operating loss was $656,748, but other income—driven by fair value changes in digital assets—reached $16.29M, resulting in net income of $12.17M for Q3 and $12.99M year-to-date. A $3.45M deferred tax expense was recorded.

On the balance sheet, cash was $10.60M and digital assets (TRX/sTRX) were $228.42M. Total assets were $244.60M versus $6.31M at year-end 2024, reflecting the June private placements and token receipt. Cash used in operations was $1.02M for the nine months, while financing provided $10.27M. The company had 257,115,400 common shares outstanding as of November 5, 2025. Subsequent to quarter-end, an S-3 shelf was filed for up to $1.0B.

Management adopted ASU 2023-08, measuring crypto assets at fair value with changes in earnings, and reports two operating segments with toys generating $3.54M year-to-date revenue and digital assets contributing the period’s gains.

Tron Inc. (Nasdaq: TRON) filed Amendment No. 2 to a Form S-3 shelf registration to offer up to $1,000,000,000 of common stock, preferred stock, debt securities, warrants, rights, and units, to be sold in one or more offerings from time to time after effectiveness. Specific terms, pricing, selling arrangements, and net proceeds will be set in applicable prospectus supplements.

The company describes a strategic transformation toward blockchain‑integrated treasury management focused on TRON (TRX) tokens. Recent activities include a June 2025 PIPE and an August 2025 warrant exercise paid in TRX, after which Bravemorning owned approximately 86.6% of outstanding common stock. As of October 13, 2025, Tron Inc. held approximately 549,676,892 sTRX tokens and approximately 94 TRX tokens, reflecting its staking‑oriented approach.

The prospectus notes potential sales methods that may include direct sales, agents, or underwriters, with details provided in future supplements. The filing also highlights comprehensive risk factors tied to the toy and souvenir business and to digital asset exposure, including TRX price volatility, regulatory uncertainty, and smart contract risks.

Yong Rong (HK) Asset Management Ltd reports beneficial ownership of 2,170,000 shares of Tron Inc. common stock, representing approximately 0.86% of the outstanding class. The filer indicates sole voting and sole dispositive power over all reported shares and certifies the holdings were not acquired to change or influence control of the issuer. The filing is a Schedule 13G amendment reporting a passive ownership position and clarifies that the stake does not constitute a group holding or ownership on behalf of others.

Tron Inc. filed a current report to share that it issued a company press release on September 2, 2025. The press release is provided to investors as Exhibit 99.1 under a Regulation FD disclosure item, meaning the information is being broadly furnished for fair public access.

TRON Inc. reported a major ownership and capital structure change tied to a previously disclosed warrant financing. Bravemorning Limited, controlled by director Weike Sun, exercised PIPE warrants to acquire 220,000,000 shares of common stock at an exercise price of $0.50 per share. The company received $110,000,000 of consideration, paid in 312,500,100 TRX tokens, and issued the shares in a private, unregistered transaction under Section 4(a)(2) of the Securities Act.

After this share issuance, Mr. Sun, through Bravemorning, owns approximately 86.6% of TRON’s outstanding common stock, resulting in a change of control; the company was not previously controlled by any single shareholder. Separately, TRON filed a charter amendment, under prior shareholder approval, to increase its authorized common stock from 100,000,000 to 1,000,000,000 shares.

Form 144 filed for TRON reports a proposed sale of 100,000 shares of common stock through First Command Brokerage Services, Inc., with an aggregate market value listed as $500,000 and an approximate sale date of 09/02/2025. The filing shows 34,114,829 shares outstanding.

The securities were acquired on 12/07/2022 under a subscription agreement from "Tron fka SRM," with 200,000 shares acquired and payment recorded on 12/12/2022 by check. The filing also discloses a prior sale on 06/23/2025 by Deborah McDaniel-Hand of 100,000 shares for gross proceeds of $941,000. The filer attests there is no undisclosed material adverse information and includes the required signature/representation language.

TRON Inc. entered into an amendment to previously issued PIPE warrants that allow Bravemorning Limited to acquire up to 220,000,000 shares of common stock at an exercise price of $0.50 per share. Under the amendment, Bravemorning may now pay the exercise price in TRON tokens (TRX), in addition to the existing cash or cashless exercise methods.

The fair market value of TRX used to satisfy the exercise price will be based on the closing TRX price published on CoinMarketCap on the calendar day immediately before exercise. The amendment was approved by the Board of Directors, with director Weike Sun (who controls Bravemorning) recusing himself from the decision. All other terms of the PIPE warrants remain unchanged.