Welcome to our dedicated page for Verb Technology Co SEC filings (Ticker: VERB), 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.
The VERB SEC filings page on Stock Titan provides structured access to the regulatory documents of Verb Technology Company, Inc., which has approved a name change to TON Strategy Company and a Nasdaq ticker change from VERB to TONX. These filings, including Forms 8-K, 10-Q, and related exhibits, document the company’s evolution from a social commerce and telehealth technology operator into an issuer with a dedicated TON-based digital asset treasury strategy.
Investors reviewing VERB’s current reports can see detailed disclosures about its large private placement (PIPE) transactions, the use of proceeds to acquire Toncoin (TON), and advisory arrangements connected to its TON treasury strategy. 8-K filings also describe the Certificate of Amendment that changes the corporate name, the symbol change on Nasdaq, the adoption of a stock repurchase program, and the engagement of buyback agents. Additional 8-K items outline key governance developments, such as changes in directors and executive officers, and material agreements related to capital structure and at-the-market offerings.
Periodic reports such as Form 10-Q, referenced in company press releases, provide narrative and tabular information on revenue contributions from business units like MARKET.live and GO FUND YOURSELF, operating expenses, liquidity, and non-GAAP measures such as Modified EBITDA. These documents also include risk factor discussions and management’s commentary on the performance of social commerce, telehealth portals, and the interactive crowdfunding TV show.
On Stock Titan, users can access VERB’s filings as they are made available through EDGAR and use AI-powered summaries to interpret complex sections, such as treasury strategy descriptions, Toncoin holdings, and details of equity and preferred stock arrangements. This helps readers quickly understand what each filing reports about VERB’s financial condition, capital markets activity, and strategic shift toward TON Strategy Company.
TON Strategy Company appointed Kevin Wilson as Chief Executive Officer, effective May 4, 2026. Wilson is an experienced fintech and global markets executive, with prior senior roles at Integral Development Corp. and a 17-year tenure at Citi in FX and electronic trading.
Under a new employment agreement, Wilson will receive a base salary of at least $950,000, a target annual bonus equal to 100% of base salary with the 2026 bonus guaranteed at target (prorated) and at least one-sixth of target for 2027, plus a $250,000 signing bonus. He is also slated to receive time-based restricted stock units covering no less than 2% of fully diluted outstanding shares as of May 4, 2026, and is eligible for severance of one times base salary plus prorated bonus if terminated without cause or if he resigns for good reason.
TON Strategy Company appointed Kevin Wilson as Chief Executive Officer, effective May 4, 2026. Wilson is an experienced fintech and global markets executive, with prior senior roles at Integral Development Corp. and a 17-year tenure at Citi in FX and electronic trading.
Under a new employment agreement, Wilson will receive a base salary of at least $950,000, a target annual bonus equal to 100% of base salary with the 2026 bonus guaranteed at target (prorated) and at least one-sixth of target for 2027, plus a $250,000 signing bonus. He is also slated to receive time-based restricted stock units covering no less than 2% of fully diluted outstanding shares as of May 4, 2026, and is eligible for severance of one times base salary plus prorated bonus if terminated without cause or if he resigns for good reason.
TON Strategy Co insider Anthony M. Frascella filed an initial ownership report on Form 3, showing direct holdings of 467,928 shares of Common Stock. This filing records his beneficial ownership position and does not indicate any recent share purchases or sales.
TON Strategy Co insider Anthony M. Frascella filed an initial ownership report on Form 3, showing direct holdings of 467,928 shares of Common Stock. This filing records his beneficial ownership position and does not indicate any recent share purchases or sales.
TON Strategy Co insider Hla Jonathan M. reported ownership of 10,515 shares of Common Stock held directly. The filing records this share position as of March 31, 2026 without showing any associated purchase or sale transactions.
TON Strategy Co insider Hla Jonathan M. reported ownership of 10,515 shares of Common Stock held directly. The filing records this share position as of March 31, 2026 without showing any associated purchase or sale transactions.
TON Strategy Co insider Lynch Robert H. Jr. filed an initial ownership report showing holdings of the company’s common stock. The filing lists 52,576 shares of Common Stock held with direct ownership. This Form 3 does not report any recent purchases or sales, only the existing position.
TON Strategy Co insider Lynch Robert H. Jr. filed an initial ownership report showing holdings of the company’s common stock. The filing lists 52,576 shares of Common Stock held with direct ownership. This Form 3 does not report any recent purchases or sales, only the existing position.
TON Strategy Co disclosed that Aristeia Master, L.P. holds 3,383,218 shares of its common stock, reported as an indirect position of Aristeia Capital, L.L.C.. Aristeia Capital may be deemed to have voting and investment power over these shares but disclaims beneficial ownership beyond its indirect pecuniary interest.
TON Strategy Co disclosed that Aristeia Master, L.P. holds 3,383,218 shares of its common stock, reported as an indirect position of Aristeia Capital, L.L.C.. Aristeia Capital may be deemed to have voting and investment power over these shares but disclaims beneficial ownership beyond its indirect pecuniary interest.
TON Strategy Co reports a Schedule 13G/A disclosure from an Aristeia Capital-led group showing beneficial ownership of 5,894,057 shares, equal to 10.43% of outstanding Common Stock.
The filing states Aristeia Capital, L.L.C. holds 4,895,110 shares (8.66%) and individual managers (Techar, Frascella, Lynch, Hla) hold specified smaller stakes. Shares outstanding were 56,530,617 as of March 24, 2026, per the issuer's Form 10-K.
TON Strategy Co reports a Schedule 13G/A disclosure from an Aristeia Capital-led group showing beneficial ownership of 5,894,057 shares, equal to 10.43% of outstanding Common Stock.
The filing states Aristeia Capital, L.L.C. holds 4,895,110 shares (8.66%) and individual managers (Techar, Frascella, Lynch, Hla) hold specified smaller stakes. Shares outstanding were 56,530,617 as of March 24, 2026, per the issuer's Form 10-K.
TON Strategy Company filed its annual report outlining a major strategic pivot to a Toncoin-focused digital asset treasury alongside its existing MARKET.live and Go Fund Yourself businesses. Beginning in 2025, the company designated Toncoin as its primary treasury reserve asset, using a large private placement to build and stake holdings on The Open Network blockchain.
As of December 31, 2025, TON Strategy had staked 219,709,826 units of Toncoin and earned 2,185,286 units in staking rewards, recognized as about $4.0 million of revenue. The company reports owning 4.2% of Toncoin’s total supply, making its balance sheet and stock price highly sensitive to Toncoin’s market value, liquidity, regulation, custody and cybersecurity risks, as well as evolving global tax and securities law treatment of digital assets.
The report also describes a $558 million private investment in public equity used largely to acquire Toncoin, integration of LyveCom into the MARKET.live livestream shopping platform, and a highly concentrated risk profile tied to Toncoin price swings, staking performance, regulatory changes and potential classification or tax developments affecting crypto assets.
TON Strategy Company filed its annual report outlining a major strategic pivot to a Toncoin-focused digital asset treasury alongside its existing MARKET.live and Go Fund Yourself businesses. Beginning in 2025, the company designated Toncoin as its primary treasury reserve asset, using a large private placement to build and stake holdings on The Open Network blockchain.
As of December 31, 2025, TON Strategy had staked 219,709,826 units of Toncoin and earned 2,185,286 units in staking rewards, recognized as about $4.0 million of revenue. The company reports owning 4.2% of Toncoin’s total supply, making its balance sheet and stock price highly sensitive to Toncoin’s market value, liquidity, regulation, custody and cybersecurity risks, as well as evolving global tax and securities law treatment of digital assets.
The report also describes a $558 million private investment in public equity used largely to acquire Toncoin, integration of LyveCom into the MARKET.live livestream shopping platform, and a highly concentrated risk profile tied to Toncoin price swings, staking performance, regulatory changes and potential classification or tax developments affecting crypto assets.
TON Strategy Company reported full-year 2025 revenue of $12.8 million, up from $0.9 million in 2024, as it executed its Toncoin-focused treasury strategy and began earning staking income. Staking contributed about $4.0 million of revenue.
The company recorded a loss from operations of $36.4 million and a net loss before income taxes of $148.6 million, driven largely by a $114.2 million net loss on crypto assets tied to realized and unrealized Toncoin fair value changes. Digital assets had a fair value of about $356.8 million and cash and restricted cash totaled $39.7 million at year-end.
TON Strategy held roughly 219.7 million units of Toncoin at December 31, 2025, essentially all staked, and completed its first full quarter of staking in the fourth quarter. The company raised significant capital through a $361.4 million PIPE offering, invested heavily in digital assets and infrastructure, and is searching for a permanent CEO while continuing to operate its MARKET.live and LyveCom commerce businesses.
TON Strategy Company reported full-year 2025 revenue of $12.8 million, up from $0.9 million in 2024, as it executed its Toncoin-focused treasury strategy and began earning staking income. Staking contributed about $4.0 million of revenue.
The company recorded a loss from operations of $36.4 million and a net loss before income taxes of $148.6 million, driven largely by a $114.2 million net loss on crypto assets tied to realized and unrealized Toncoin fair value changes. Digital assets had a fair value of about $356.8 million and cash and restricted cash totaled $39.7 million at year-end.
TON Strategy held roughly 219.7 million units of Toncoin at December 31, 2025, essentially all staked, and completed its first full quarter of staking in the fourth quarter. The company raised significant capital through a $361.4 million PIPE offering, invested heavily in digital assets and infrastructure, and is searching for a permanent CEO while continuing to operate its MARKET.live and LyveCom commerce businesses.
TON Strategy Company has scheduled its 2026 annual meeting of stockholders for June 9, 2026. Stockholders who hold common stock as of the close of business on April 15, 2026 will be entitled to vote at the meeting.
Because the 2026 meeting will be held more than 30 days before the anniversary of the 2025 annual meeting, the company has set revised deadlines. To submit a stockholder proposal for inclusion in the proxy statement under Rule 14a-8, or to bring other business or director nominations under the bylaws, written notice must be received at the principal executive offices by the close of business on April 6, 2026. Stockholders who plan to use the universal proxy rules to solicit proxies for their own director nominees must also provide the notice required by Rule 14a-19 by April 6, 2026.
TON Strategy Company has scheduled its 2026 annual meeting of stockholders for June 9, 2026. Stockholders who hold common stock as of the close of business on April 15, 2026 will be entitled to vote at the meeting.
Because the 2026 meeting will be held more than 30 days before the anniversary of the 2025 annual meeting, the company has set revised deadlines. To submit a stockholder proposal for inclusion in the proxy statement under Rule 14a-8, or to bring other business or director nominations under the bylaws, written notice must be received at the principal executive offices by the close of business on April 6, 2026. Stockholders who plan to use the universal proxy rules to solicit proxies for their own director nominees must also provide the notice required by Rule 14a-19 by April 6, 2026.