Welcome to our dedicated page for UPEXI SEC filings (Ticker: UPXI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Upexi, Inc. filings document the regulatory record of a public company operating a Solana-focused digital asset treasury alongside a consumer brands business. The disclosures address treasury strategy, consumer products operations, financial reporting, capital-structure matters, and material events reported on Form 8-K.
The company’s SEC materials include definitive proxy disclosures on director elections, corporate governance, board committees, executive compensation, beneficial ownership, and auditor ratification. Other filings cover earnings communications, investor-event disclosures, material agreements, share-related capital actions, and risk and governance subjects tied to Upexi’s digital asset and consumer products activities.
Upexi, Inc. reported that on July 30, 2026 it received a notification from Nasdaq that its common stock no longer meets the Nasdaq Listing Rule 5550(a)(2) minimum bid price requirement of $1.00 per share, after trading below that level for 30 consecutive business days from June 16 through July 29, 2026.
The notice does not immediately remove the stock from Nasdaq. Upexi has an initial 180-day compliance period, until January 26, 2027, during which its closing bid must be at least $1.00 for at least ten consecutive business days, or longer if Nasdaq so requires. The company is monitoring its share price and evaluating alternatives, including a possible reverse stock split, but there is no assurance it will regain or maintain Nasdaq listing compliance.
Vanguard Capital Management LLC, together with certain affiliates, reports beneficial ownership of Upexi Inc common stock. The group holds 2,739,596 shares, representing 3.89% of the class, and therefore reports ownership of 5 percent or less of the outstanding shares. Vanguard has sole voting power over 329,876 shares and sole dispositive power over all 2,739,596 shares, with no shared voting or dispositive power. The position includes securities held by Vanguard funds and client accounts over which Vanguard entities exercise voting and/or dispositive authority, while securities beneficially owned by other disaggregated Vanguard affiliates are excluded.
Upexi, Inc. received an amended Schedule 13G/A from a group of former large shareholders indicating they have each fallen below the 5% beneficial ownership threshold of its common stock. The filing covers GSR Growth Investments LP, GSR Growth Investments GP Ltd., GSR Strategies LLC, GSR USA Intermediate LLC, CNC Inversiones Ltd., Carlos Cristian Gil, and Nadia Gil, and is characterized as an exit filing for these entities.
Based on 70,261,828 shares of common stock outstanding as of May 11, 2026, GSR Growth Investments LP and its general partner each report 705,882 shares, or 0.9947% of the class, primarily through shares redeemable upon exercise of convertible notes. GSR Strategies LLC and GSR USA Intermediate LLC each report 54,824 shares, or 0.078%, issuable upon exercise of warrants. CNC Inversiones Ltd., Carlos Cristian Gil, and Nadia Gil each report 2,185,965 shares, or 3.11%, with voting and dispositive power shared among related parties.
Salkind Gene reported acquisition or exercise transactions in this Form 4 filing.
Upexi, Inc. director Gene Salkind received a grant of 100,000 shares of restricted common stock under the company’s 2019 Incentive Stock Plan, as amended. The award vests in four equal quarterly installments, with full vesting on July 1, 2027, subject to continued service. After this grant, Salkind directly holds 318,750 common shares.
Dugan Lawrence reported acquisition or exercise transactions in this Form 4 filing.
Upexi, Inc. director Dugan Lawrence received a grant of 100,000 shares of restricted common stock as equity compensation. The award was issued under the company’s 2019 Incentive Stock Plan and vests in four equal quarterly installments, with full vesting on July 1, 2027, subject to continued service. Following this grant, Lawrence directly holds 216,389 Upexi common shares.
Upexi, Inc. reported an equity compensation grant to Chief Strategy Officer Brian Benjamin Rudick. He acquired 400,000 shares of common stock as restricted stock under the 2019 Incentive Stock Plan, bringing his direct holdings to 1,238,597 shares. The award vests in four equal installments between October 1, 2026 and July 1, 2027, subject to continued service.
MARSHALL ALLAN reported acquisition or exercise transactions in this Form 4 filing.
Upexi, Inc. reported that Chief Executive Officer Marshall Allan received a grant of 2,000,000 shares of restricted common stock under the 2019 Incentive Stock Plan. The award vests in four equal installments on October 1, 2026, January 1, 2027, April 1, 2027 and July 1, 2027, subject to continued service, bringing his direct holdings to 6,046,261 shares.
Norstrud Andrew James reported acquisition or exercise transactions in this Form 4 filing.
Upexi, Inc. reported that Chief Financial Officer and director Andrew James Norstrud received a grant of 400,000 shares of restricted common stock under the company’s 2019 Incentive Stock Plan. These shares vest in four equal installments on October 1, 2026, January 1, 2027, April 1, 2027 and July 1, 2027, subject to continued service. Following this award, Norstrud beneficially owns 1,049,138 shares of Upexi common stock.
Upexi, Inc. is registering for resale by a single institutional selling stockholder up to 12,242,300 shares of Common Stock, consisting of 5,250,000 outstanding shares and 6,992,300 shares issuable upon exercise of Pre-Funded Warrants issued in a June 21, 2026 private placement. The company is not selling shares in this registration and will not receive proceeds from resales, but will receive $0.00001 per share upon any warrant exercise.
In that private placement, an existing holder of Upexi’s Secured Convertible Note applied $19,542,634.54 of note principal as the aggregate purchase price, retiring that amount and leaving $16,419,340.46 outstanding on the original $35,961,975 note. The securities are subject to a 9.99% beneficial ownership limitation aggregating Shares, Pre-Funded Warrants, warrant shares and the note. Shares of Common Stock outstanding were 73,452,358 prior to this offering and 85,694,658 assuming full exercise of all Pre-Funded Warrants; this is a baseline figure, not the amount being offered. Upexi operates as a diversified consumer-brand owner and maintains a digital asset treasury program that allocates a substantial portion of its balance sheet to Solana (SOL), with SOL price volatility highlighted as a key risk.