STOCK TITAN

Upexi posts $246M loss amid Solana pivot

Upexi grew digital asset revenue and Solana holdings but posted a $246 million loss and ended fiscal 2026 with negative equity and substantial debt.

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

UPEXI, INC. (UPXI) reported fiscal 2026 results highlighting a major pivot to its Solana-focused digital asset treasury strategy. Total revenue was about $25.0 million, up from $15.8 million in 2025, driven by $17.4 million of digital asset (mainly staking) revenue while traditional revenue declined.

The company recorded a large net loss of $246.1 million ($3.87 per share) versus a $13.7 million loss in 2025, primarily from $195.1 million of unrealized losses on digital assets plus higher general and administrative and stock-based compensation expenses. At June 30, 2026, Upexi held about 2.34 million SOL with an average purchase price of $154, roughly 95% of which was staked.

Cash increased to $5.8 million, but the balance sheet showed $57.3 million of short-term treasury debt and $162.4 million of convertible notes, resulting in negative stockholders’ equity of $53.8 million. Upexi repurchased about 2.9 million shares and retired roughly $19.5 million of a secured convertible note, and later issued about 2.5 million shares via its at-the-market program for approximately $2.5 million in gross proceeds.

Positive

  • Total revenue rose to $25.0 million from $15.8 million in fiscal 2025, driven by expansion of digital asset revenue, which reached $17.4 million, reflecting meaningful scale in the company’s Solana-focused treasury strategy.
  • Upexi held a substantial 2.34 million SOL as of June 30, 2026, with about 95% staked, supporting recurring staking income and aligning with its stated goal to build a large Solana treasury.
  • The company retired approximately $19.5 million on its secured convertible note and later reduced the interest rate on its BitGo Prime credit facility from 11.5% to 7.5% per year, improving its debt profile and lowering interest costs.

Negative

  • Upexi reported a net loss of $246.1 million in fiscal 2026 versus a $13.7 million loss in 2025, mainly due to $195.1 million of unrealized losses on digital assets plus additional realized losses tied to digital asset activities.
  • General and administrative expenses more than doubled to $26.4 million from $11.9 million, and stock-based compensation climbed to $21.9 million from $2.4 million, significantly pressuring profitability.
  • The balance sheet showed negative stockholders’ equity of $53.8 million at June 30, 2026, alongside $57.3 million of short-term treasury debt and $162.4 million of convertible notes, indicating a highly leveraged capital structure.
  • Traditional (non-digital-asset) revenue fell to $7.6 million from $14.8 million, and the company recorded $4.9 million of realized loss on converting digital asset revenue to USD plus $6.8 million of realized loss on digital asset sales.

Filing Explained

The filing presents a mixed holder picture: more common shares outstanding alongside lower stated credit-facility interest and collateral requirements.

A Form 8-K reports specified material events within four business days; this filing reports Upexi's fiscal-year results and actions completed after year-end.

The company reports $82,102,474 shares of common stock outstanding as of September 15, 2026, versus $78,702,358 shares issued at June 30, 2026. Because the additional shares were issued under the program, total shares are higher and, absent offsetting changes, existing holders' percentage ownership is lower.

An at-the-market program allows gradual sales of new shares into the open market at prevailing prices rather than a single priced deal; the release says Upexi issued approximately $2.5 million of shares for approximately $2.5 million in gross proceeds.

The post-year-end BitGo facility amendment reduced the stated interest rate from 11.5% to 7.5% per year and lowered the required collateral.

At June 30, 2026, cash was $5,778,586; against the latest reported quarterly operating cash outflow of $3,717,677, that equals 141.4 days of the last reported operating cash use.

Sources and calculations
  • Upexi Form 8-K and Exhibit 99.1 (2026-09-17)
  • Form 8-K purpose (undated)
  • At-the-market program (undated)
  • Dilution (undated)
  • Upexi fiscal 2026 fourth-quarter fundamentals (2026Q4)
  • Available liquidity against the last reported quarterly operating outflow, in days at that rate $5,778,586 / ($3,717,677 / 91) = 141.4 days
Total revenue $25.0 million Fiscal year ended June 30, 2026, versus $15.8 million in 2025
Digital asset revenue $17.4 million Fiscal year ended June 30, 2026; mainly staking income
Net loss $246.1 million Fiscal year ended June 30, 2026, versus $13.7 million in 2025
Unrealized loss on digital assets $195.1 million Fiscal year ended June 30, 2026
Solana (SOL) holdings 2,340,000 SOL Approximate SOL held as of June 30, 2026; about 95% staked
Cash balance $5.8 million Cash as of June 30, 2026, up about 94% from June 30, 2025
Convertible notes payable $162.4 million Convertible notes outstanding as of June 30, 2026
Stockholders’ equity -$53.8 million Total stockholders’ equity as of June 30, 2026
digital asset revenue financial
"Digital asset revenue, which primarily consists of staking income, totaled $17.4 million."
staking technical
"Digital asset revenue, which primarily consists of staking income, totaled $17.4 million."
Staking is the practice of locking up digital tokens to help run a blockchain network in return for rewards, similar to leaving money in a time deposit that pays interest while it’s unavailable. It matters to investors because staking can generate regular income and affect a token’s circulating supply and price, but it also ties up assets and can carry risks like lock-up periods, reduced liquidity, or technical and platform failures.
Solana treasury financial
"Solana Treasury as of June 30, 2026"
unrealized loss on digital assets financial
"Unrealized loss (gain) on digital assets | | | 195,059,336"
at-the-market program financial
"issued approximately 2.5 million shares of common stock under the Company’s at-the-market program"
An at-the-market program is a way for a company to sell new shares of its stock gradually over time directly into the stock market, rather than all at once. This approach allows the company to raise money as needed while giving investors the opportunity to buy shares at current market prices. It helps manage the timing and price of new stock offerings, providing flexibility for both the company and investors.
Total revenue $25.0 million Increased from $15.8 million in fiscal 2025.
Digital asset revenue $17.4 million Increased from $1.0 million in fiscal 2025.
Traditional revenue $7.6 million Decreased from $14.8 million in fiscal 2025.
Net loss $246.1 million Widened from a $13.7 million net loss in fiscal 2025.
Unrealized loss on digital assets $195.1 million Compared with a $0.1 million unrealized gain in fiscal 2025.
General and administrative expenses $26.4 million Increased from $11.9 million in fiscal 2025.
Stock-based compensation $21.9 million Increased from $2.4 million in fiscal 2025.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How did UPEXI (UPXI) perform financially in fiscal year 2026?

Upexi reported total revenue of $25.0 million for fiscal 2026, up from $15.8 million in 2025, driven by $17.4 million of digital asset revenue. The company recorded a net loss of $246.1 million ($3.87 per share), compared with a $13.7 million loss in fiscal 2025.

What were UPEXI (UPXI)’s main drivers of the $246.1 million net loss in 2026?

The $246.1 million net loss was primarily driven by $195.1 million of unrealized losses on digital assets, plus $4.9 million realized loss on digital asset revenue conversions, $6.8 million realized loss on digital asset sales, and higher general and administrative and stock-based compensation expenses.

How much Solana (SOL) does UPEXI (UPXI) hold and how is it used?

As of June 30, 2026, Upexi held about 2.34 million SOL with an average purchase price of $154 per SOL, and approximately 95% of its SOL holdings were staked, generating digital asset revenue that totaled $17.4 million for the fiscal year.

What is UPEXI (UPXI)’s debt and equity position at June 30, 2026?

At June 30, 2026, Upexi reported $57.3 million of short-term treasury debt and $162.4 million of convertible notes payable. Stockholders’ equity was negative $53.8 million, compared with positive $90.1 million at June 30, 2025.

How did UPEXI (UPXI)’s digital asset revenue compare to traditional revenue in 2026?

In fiscal 2026, digital asset revenue was $17.4 million, up from $1.0 million in 2025, while traditional revenue was $7.6 million, down from $14.8 million. Overall revenue reached $25.0 million, illustrating a shift toward digital asset-driven income.

What capital markets and balance sheet actions did UPEXI (UPXI) take in 2026?

Upexi repurchased about 2.9 million shares, retired approximately $19.5 million on a secured convertible note, and after year-end issued about 2.5 million shares under its at-the-market program for roughly $2.5 million in gross proceeds. It also amended its BitGo Prime credit facility to lower the interest rate.

When is UPEXI (UPXI)’s fiscal 2026 earnings conference call?

The fiscal 2026 earnings conference call is scheduled for Thursday, September 17, 2026, at 5:30 p.m. E.T. Investors can join via the listed U.S. and international dial-in numbers or through the webcast on Upexi’s investor relations website.

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

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EXHIBIT 99.1

 

Upexi Reports Financial Results for Fiscal Year Ended June 30, 2026

 

Digital Asset Revenue Totaled $17.4 Million for Fiscal Year 2026

 

Solana Treasury Totaled Approximately 2.34 Million SOL as of June 30, 2026

 

Conference Call Scheduled for Today, September 17, 2026, at 5:30 P.M. E.T.

 

TAMPA, Fla., Sept. 17, 2026 -- Upexi, Inc. (NASDAQ: UPXI) (the “Company” or “Upexi”), a leading Solana-focused digital asset treasury company and consumer brands owner, today announced its financial results for the fiscal year ended June 30, 2026.

 

“Fiscal 2026 marked the first full year of our Solana treasury strategy, and in a subdued market for digital assets we focused on what we could control,” said Allan Marshall, Chief Executive Officer of Upexi. “We fortified the balance sheet by retiring debt, increasing our cash position, and, subsequent to year-end, cutting the interest rate on our credit facility. We also completed our efficiency initiative, and expect staking revenue to exceed ongoing cash operating expenses beginning with the current quarter. The market will inevitably turn, and our improved balance sheet and expense base position us well.”

 

Financial Highlights for the Fiscal Year Ended June 30, 2026

 

 

·

Total revenue for the fiscal year was approximately $25.0 million, compared to $15.8 million for the fiscal year ended June 30, 2025.

 

·

Digital asset revenue, which primarily consists of staking income, totaled $17.4 million.

 

·

General and administrative expenses were $26.4 million, compared to $11.9 million in the prior year, primarily reflecting the build-out of the treasury strategy.

 

·

Net loss totaled $246.1 million, or $3.87 per share, compared to a net loss of $13.7 million, or $1.73 per share, for fiscal 2025. The net loss was primarily driven by $195.1 million of unrealized losses on digital assets.

 

·

Cash totaled $5.8 million as of June 30, 2026, up approximately 94% from June 30, 2025.

 

·

As of September 15, 2026, the Company had 82,102,474 shares of common stock outstanding.

 

Solana Treasury as of June 30, 2026

 

 

·

Total SOL held of approximately 2.34 million, with an average purchase price of $154 per SOL.

 

·

Approximately 95% of SOL held was staked.

 

Operational and Other Highlights During and Subsequent to the Fiscal Year

 

 

·

Repurchased approximately 2.9 million shares of common stock.

 

·

Retired approximately $19.5 million on the Company’s secured convertible note.

 

·

Subsequent to fiscal year-end, amended the Company’s credit facility with BitGo Prime, LLC, reducing the interest rate from 11.5% to 7.5% per year and lowering the required collateral.

 

·

Subsequent to fiscal year-end, issued approximately 2.5 million shares of common stock under the Company’s at-the-market program for approximately $2.5 million of gross proceeds.

 

The Company’s Annual Report on Form 10-K for this period is available on the SEC’s website and on Upexi’s IR website.

 

 
1

 

 

Conference Call Information

 

Event: Upexi Fiscal Year 2026 Earnings Call

Date: Thursday, September 17, 2026

Time: 5:30 p.m. E.T.

Live Call: 1-877-407-9716 (U.S. Toll-Free) or 1-201-493-6779 (International)

Webcast: https://ir.upexi.com/news-events/ir-calendar

 

For interested individuals unable to join the conference call, a dial-in replay of the call will be available until October 1, 2026, and can be accessed by dialing 1-844-512-2921 (U.S. Toll Free) or 1-412-317-6671 (International) and entering replay pin number: 13762518.

 

About Upexi, Inc.

 

Upexi, Inc. (Nasdaq: UPXI) is a leading digital asset treasury company, where it aims to acquire and hold as much Solana (SOL) as possible in a disciplined and accretive fashion. In addition to benefiting from the potential price appreciation of Solana - the cryptocurrency of the leading high-performance blockchain - Upexi utilizes three key value accrual mechanisms in intelligent capital issuance, staking, and discounted locked token purchases. The Company operates in a risk-prudent fashion to position itself for any market environment and to appeal to investors of all kinds, and it currently holds over two million SOL. Upexi also continues to be a brand owner specializing in the development, manufacturing, and distribution of consumer products. Please see www.upexi.com for more information.

 

Follow Upexi on X - https://x.com/upexitreasury

Follow CEO, Allan Marshall, on X - https://x.com/upexiallan

Follow CSO, Brian Rudick, on X - https://x.com/thetinyant

 

Forward-Looking Statements

 

This news release contains “forward-looking statements” as that term is defined in Section 27A of the United States Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Statements in this press release which are not purely historical are forward-looking statements and include any statements regarding beliefs, plans, expectations, or intentions regarding the future. For example, the Company is using forward looking statements when it discusses the anticipated use of proceeds. Actual results could differ from those projected in any forward-looking statements due to numerous factors. Such factors include, among others, the inherent uncertainties associated with business strategy, potential acquisitions, revenue guidance, product development, integration, and synergies of acquiring companies and personnel. These forward-looking statements are made as of the date of this news release, and we assume no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those projected in the forward- looking statements. Although we believe that the beliefs, plans, expectations, and intentions contained in this press release are reasonable, there can be no assurance that such beliefs, plans, expectations or intentions will prove to be accurate. Investors should consult all of the information set forth herein and should also refer to the risk factors disclosure outlined in our annual report on Form 10-K and other periodic reports filed from time-to-time with the Securities and Exchange Commission.

 

Company Contact

 

Brian Rudick, Chief Strategy Officer

Email: brian.rudick@upexi.com

Phone: (203) 442-5391

 

Investor Contact

 

KCSA Strategic Communications

Valter Pinto or Jack Perkins

Upexi@KCSA.com

 

 
2

 

 

UPEXI, INC.

CONSOLIDATED BALANCE SHEETS

 

 

 

June 30, 2026

 

 

June 30, 2025

 

ASSETS

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash

 

$ 5,778,586

 

 

$ 2,975,150

 

Accounts receivable, net

 

 

97,244

 

 

 

157,515

 

Inventory, net

 

 

265,961

 

 

 

1,152,870

 

Due from VitaMedica transition

 

 

10,766

 

 

 

228,017

 

Prepaid expenses and other assets

 

 

988,542

 

 

 

350,836

 

Current digital assets at fair value

 

 

109,625,166

 

 

 

49,913,655

 

Purchase price receivable - VitaMedica

 

 

-

 

 

 

2,000,000

 

Total current assets

 

 

116,766,265

 

 

 

56,778,043

 

Property and equipment, net

 

 

208,044

 

 

 

2,052,573

 

Intangible assets, net

 

 

86,353

 

 

 

163,113

 

Goodwill

 

 

673,854

 

 

 

848,854

 

Deferred tax asset

 

 

5,948,858

 

 

 

5,948,858

 

Digital assets at fair value, net of current

 

 

55,675,516

 

 

 

56,083,525

 

Other assets

 

 

163,223

 

 

 

192,123

 

Right-of-use asset, net

 

 

598,678

 

 

 

1,739,755

 

Total noncurrent assets

 

 

63,354,526

 

 

 

67,028,801

 

Total assets

 

$ 180,120,791

 

 

$ 123,806,844

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Accounts payable

 

$ 277,644

 

 

$ 1,039,370

 

Accrued compensation

 

 

5,277,309

 

 

 

3,470,296

 

Deferred revenue

 

 

4,519

 

 

 

13,155

 

Accrued liabilities

 

 

1,675,521

 

 

 

356,064

 

Accrued interest

 

 

2,349,162

 

 

 

792,449

 

Acquisition payable

 

 

260,652

 

 

 

260,652

 

Current portion of promissory notes

 

 

-

 

 

 

560,000

 

Short-term treasury debt

 

 

57,295,723

 

 

 

20,000,000

 

Current portion of Cygnet subsidiary notes payable

 

 

3,694,721

 

 

 

5,380,910

 

Current portion of operating lease payable

 

 

295,167

 

 

 

691,010

 

Total current liabilities

 

 

71,130,418

 

 

 

32,563,906

 

Operating lease payable, net of current portion

 

 

362,235

 

 

 

1,145,440

 

Convertible notes payable

 

 

162,442,056

 

 

 

-

 

Total long-term liabilities

 

 

162,804,291

 

 

 

1,145,440

 

Stockholders' equity

 

 

 

 

 

 

 

 

Preferred stock, $0.00001 par value, 10,000,000 shares authorized, and 150,000 shares issued and outstanding

 

 

2

 

 

 

2

 

Common stock, $0.00001 par value, 1,000,000,000 shares authorized, 78,702,358 and 38,270,571 shares issued, as of June 30, 2026 and June 30, 2025, respectively

 

 

787

 

 

 

383

 

Additional paid in capital

 

 

252,793,813

 

 

 

150,640,935

 

Accumulated deficit

 

 

(306,608,520 )

 

 

(60,543,822 )

Total stockholders' equity

 

 

(53,813,918 )

 

 

90,097,498

 

Total liabilities and stockholders' equity

 

$ 180,120,791

 

 

$ 123,806,844

 

 

 
3

 

 

UPEXI, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

 

 

 

Year Ended

June 30, 2026

 

 

Year Ended

June 30, 2025

 

Revenue

 

 

 

 

 

 

Revenue

 

$ 7,568,822

 

 

$ 14,826,336

 

Digital asset revenue

 

 

17,429,206

 

 

 

985,009

 

Total revenue

 

 

24,998,028

 

 

 

15,811,345

 

Cost of revenue

 

 

2,630,320

 

 

 

4,943,305

 

Gross profit

 

 

22,367,708

 

 

 

10,868,040

 

Operating expenses

 

 

 

 

 

 

 

 

Sales and marketing

 

 

2,898,473

 

 

 

4,001,094

 

Distribution costs

 

 

2,627,626

 

 

 

4,691,964

 

General and administrative

 

 

26,398,877

 

 

 

11,935,582

 

Unrealized loss (gain) on digital assets

 

 

195,059,336

 

 

 

(105,474 )

Realized loss on digital asset revenue conversion to USD

 

 

4,931,791

 

 

 

-

 

Realized loss on sale of digital assets

 

 

6,773,418

 

 

 

-

 

Stock-based compensation

 

 

21,895,814

 

 

 

2,356,862

 

Amortization of acquired intangible assets

 

 

76,760

 

 

 

76,758

 

Impairment on assets from manufacturing shut down

 

 

1,422,289

 

 

 

-

 

Impairment on acquired intangible assets

 

 

750,000

 

 

 

-

 

Depreciation

 

 

379,489

 

 

 

681,000

 

Lease Impairment (gain on settlement), Delray Beach facility

 

 

-

 

 

 

(269,994 )

Total operating expenses

 

 

263,213,873

 

 

 

23,367,792

 

Loss from operations

 

 

(240,846,165 )

 

 

(12,499,752 )

Other expense, net

 

 

 

 

 

 

 

 

Interest expense, net

 

 

(13,561,210 )

 

 

(1,173,714 )

Gain on extinguishment of debt

 

 

10,288,342

 

 

 

-

 

Other expense, net

 

 

(1,945,665 )

 

 

(10,743 )

Other expense, net

 

 

(5,218,533 )

 

 

(1,184,457 )

Loss on operations before income tax

 

 

(246,064,698 )

 

 

(13,684,209 )

Income tax benefit (expense)

 

 

-

 

 

 

-

 

Net loss

 

$ (246,064,698 )

 

$ (13,684,209 )

Basic and diluted loss per share

 

$ (3.87 )

 

$ (1.73 )

Basic and diluted weighted average shares outstanding

 

 

63,539,613

 

 

 

7,914,268

 

 

 
4

 

Filing Exhibits & Attachments

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