Overview
Compare with BTC Digital Ltd., Janover or DarkHorse Technologies Inc., or pick any stock.
- TickerTONX on Nasdaq2
- IndustryFinance Services2
- HeadquartersSacramento, United States2
- Incorporated inNV3
- Business address2300 West Sahara Avenue, Suite 800, Las Vegas, Nv 891023
- Filer categoryNon-accelerated filer, Smaller reporting company3
- Legal formCorporation2
- LEI54930048C3BMORBXZM882
- StatusActive2
- LEI statusLapsed (not renewed)2
- Registered addressc/o PARACORP INCORPORATED, 318 N CARSON ST #208, 89701 Carson City, United States2
- Registered withBusiness Center (Secretary of State), E0609422012-32
See how the biggest companies compare on our leaderboards
November 15, 2024, the Company formed Go Fund Yourself Show LLC (“Go Fund Yourself”), a Nevada limited liability company.5 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
-285.2%Operating margin6
-1161.9%Net margin6
1327.8%Revenue growth, 20256
-36.5%Return on equity6
-$20.9MFree cash flow6
What sells
Revenue by product, business segment and region, as the company reports it to the SEC.
Products and services
MARKET.live brought in 54% of the revenue TON Strategy Co broke down this way in fiscal 2025.
Products and services by year
| Products and services | 2024 | 2025 |
|---|---|---|
| MARKET.live | $637.0K | $4.8M |
| Go Fund Yourself | $258.0K | $4.0M |
Business segments
MARKET.live brought in 37% of the revenue TON Strategy Co broke down this way in fiscal 2025.
Business segments by year
| Business segments | 2024 | 2025 |
|---|---|---|
| MARKET.live | $637.0K | $4.8M |
| Go Fund Yourself | $258.0K | $4.0M |
| Ton | $4.0M |
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue30¢$3.9M
- Other costs68¢$8.7M
- Income tax2¢$234.0K
Out of $12.8M in revenue.6 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.6
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Total Revenue | $12.8M | $895.0K |
| Cost of revenue, exclusive of depreciation and amortization shown separately below | $3.9M | $224.0K |
| Depreciation and amortization | $1.3M | $1.1M |
| Impairment | $3.1M | |
| General and administrative | $40.9M | $11.2M |
| Total costs and expenses | $49.2M | $12.5M |
| Operating loss | -$36.4M | -$11.6M |
| Interest income | $1.0M | $692.0K |
| Unrealized loss on short-term investments | -$44.0K | |
| Interest expense | -$1.0K | -$237.0K |
| Financing costs | -$90.0K | |
| Other income, net | -$113.2M | $813.0K |
| Total other income (expense), net | -$112.2M | $1.1M |
| Net loss before income taxes | -$148.6M | -$10.5M |
| Income tax expense (benefit) | -$234.0K | |
| Net loss | -$148.4M | -$10.5M |
| Less: Net income (loss) attributable to non-controlling interests | $88.0K | -$181.0K |
| Net loss attributable to Ton Strategy Company | -$148.5M | -$10.3M |
| Preferred Stock dividend payable | -$152.0K | -$243.0K |
| Deemed dividend due to redemption of Preferred Stock | -$1.0M | -$900.0K |
| Net loss to common stockholders | -$149.6M | -$11.5M |
| Net income (loss) per share - basic | -$5.96 | -$19.36 |
| Net income (loss) per share - diluted | -$5.96 | -$19.36 |
| Weighted average number of common shares outstanding - basic | 25.1M shares | 592.5K shares |
| Weighted average number of common shares outstanding - diluted | 25.1M shares | 592.5K shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 4 fiscal years (annual) or 4 quarters (quarterly), latest first.6
| Period ending | 2025-12-31 | 2025-07-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|---|
| Cash and cash equivalents | $39.5M | $7.6M | ||
| Restricted cash | $169.0K | $878.0K | ||
| Accounts receivable, net of allowance for credit losses of $5 and $0 as of December 31, 2025 and 2024, respectively | $441.0K | $350.0K | ||
| ERC receivable short-term | $734.0K | $2.5M | ||
| Short-term investments - trading | $4.9M | |||
| Prepaid expenses and other current assets | $1.5M | |||
| Total current assets | $42.4M | $16.5M | ||
| Long-lived assets, net | $389.0K | $3.7M | ||
| Intangible assets, net | $48.0K | $178.0K | $117.0K | |
| Goodwill | $5.2M | |||
| TON - unrestricted | $89.6M | |||
| TON restricted | $267.2M | |||
| Other non-current assets | $6.4M | |||
| Total assets | $411.2M | $20.6M | ||
| Accrued expenses | $589.0K | $2.3M | ||
| Contract liabilities | $155.0K | $134.0K | ||
| Accrued payroll | $828.0K | $425.0K | ||
| Accrued officers compensation | $245.0K | $534.0K | ||
| Notes payable, current | $20.0K | |||
| Operating lease liabilities, current | $129.0K | $124.0K | ||
| Contingent liability, current | $500.0K | |||
| Total current liabilities | $4.6M | $4.3M | ||
| Notes payable, non-current | $98.0K | |||
| Contingent liability, non-current | $100.0K | |||
| Operating lease liabilities, non-current | $80.0K | $222.0K | ||
| Total liabilities | $4.8M | $4.6M | ||
| Common stock, $0.0001 par value, 400,000,000 shares authorized, 56,530,617 and 993,120 shares issued and outstanding as of December 31, 2025 and 2024 | $6.0K | $1.0K | ||
| Additional paid-in capital | $743.2M | $203.3M | ||
| Accumulated deficit | -$336.7M | -$187.1M | ||
| Stockholders equity in Ton Strategy Company | $406.5M | $16.2M | ||
| Non-controlling interests | -$93.0K | -$181.0K | ||
| Total stockholders equity | $406.4M | $16.0M | $3.1M | |
| Total liabilities and stockholders equity | $411.2M | $20.6M | ||
| Allowance for credit losses | $5.0K | $0 | ||
| Common stock, par value | $0.00 | $0.00 | $0.00 | |
| Common stock, shares authorized | 400.0M shares | 400.0M shares | ||
| Common stock, shares issued | 56.5M shares | 993.1K shares | ||
| Common stock, shares outstanding | 56.5M shares | 993.1K shares |
| Period ending | 2025-12-31 | 2025-07-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|---|
| Cash and cash equivalents | $39.5M | $7.6M | ||
| Restricted cash | $169.0K | $878.0K | ||
| Accounts receivable, net of allowance for credit losses of $5 and $0 as of December 31, 2025 and 2024, respectively | $441.0K | $350.0K | ||
| ERC receivable short-term | $734.0K | $2.5M | ||
| Short-term investments - trading | $4.9M | |||
| Prepaid expenses and other current assets | $1.5M | |||
| Total current assets | $42.4M | $16.5M | ||
| Long-lived assets, net | $389.0K | $3.7M | ||
| Intangible assets, net | $48.0K | $178.0K | $117.0K | |
| Goodwill | $5.2M | |||
| TON - unrestricted | $89.6M | |||
| TON restricted | $267.2M | |||
| Other non-current assets | $6.4M | |||
| Total assets | $411.2M | $20.6M | ||
| Accrued expenses | $589.0K | $2.3M | ||
| Contract liabilities | $155.0K | $134.0K | ||
| Accrued payroll | $828.0K | $425.0K | ||
| Accrued officers compensation | $245.0K | $534.0K | ||
| Notes payable, current | $20.0K | |||
| Operating lease liabilities, current | $129.0K | $124.0K | ||
| Contingent liability, current | $500.0K | |||
| Total current liabilities | $4.6M | $4.3M | ||
| Notes payable, non-current | $98.0K | |||
| Contingent liability, non-current | $100.0K | |||
| Operating lease liabilities, non-current | $80.0K | $222.0K | ||
| Total liabilities | $4.8M | $4.6M | ||
| Common stock, $0.0001 par value, 400,000,000 shares authorized, 56,530,617 and 993,120 shares issued and outstanding as of December 31, 2025 and 2024 | $6.0K | $1.0K | ||
| Additional paid-in capital | $743.2M | $203.3M | ||
| Accumulated deficit | -$336.7M | -$187.1M | ||
| Stockholders equity in Ton Strategy Company | $406.5M | $16.2M | ||
| Non-controlling interests | -$93.0K | -$181.0K | ||
| Total stockholders equity | $406.4M | $16.0M | $3.1M | |
| Total liabilities and stockholders equity | $411.2M | $20.6M | ||
| Allowance for credit losses | $5.0K | $0 | ||
| Common stock, par value | $0.00 | $0.00 | $0.00 | |
| Common stock, shares authorized | 400.0M shares | 400.0M shares | ||
| Common stock, shares issued | 56.5M shares | 993.1K shares | ||
| Common stock, shares outstanding | 56.5M shares | 993.1K shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.6
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$148.4M | -$10.5M |
| Depreciation and amortization | $1.3M | $1.1M |
| Share-based compensation | $19.1M | $2.1M |
| Impairment | $3.1M | |
| Realized (Gains) / Losses on Digital Assets | -$259.8M | |
| Unrealized (Gains) / Losses on Digital Assets | $373.9M | |
| Unrealized loss on investment in equity securities | $26.0K | |
| Income tax expense (benefit) | -$234.0K | |
| Reserve for credit losses | $622.0K | |
| Non-cash consideration received in the form of convertible promissory notes | -$3.3M | |
| Non-cash transaction fees paid with digital assets | $254.0K | |
| Non-cash staking and custody fees paid with digital assets | $442.0K | |
| Amortization of debt discount | $99.0K | |
| Amortization of debt issuance costs | $73.0K | |
| Non-cash finance costs | $90.0K | |
| Unrealized loss on short-term investments | $44.0K | |
| Change in fair value of derivative liability | -$1.0K | |
| Accounts receivable | -$693.0K | -$350.0K |
| ERC receivable | $1.7M | -$930.0K |
| Operating lease right-of-use assets | $135.0K | $66.0K |
| Other assets | -$67.0K | |
| Contract liabilities | $21.0K | $134.0K |
| Operating lease liabilities | -$137.0K | -$73.0K |
| Net cash used in operating activities | -$20.8M | -$8.8M |
| Purchase of digital assets | -$295.0M | |
| Purchases of investments trading securities | -$811.0K | -$5.5M |
| Proceeds from sale of investments trading securities | $5.7M | $545.0K |
| Purchase of LyveCom, Inc., net of cash acquired | -$4.2M | |
| Purchases of software development costs | -$100.0K | |
| Purchases of property and equipment | -$88.0K | -$342.0K |
| Purchases of intangible assets | -$46.0K | -$86.0K |
| Net cash used in investing activities | -$294.5M | -$5.4M |
| Proceeds from PIPE offering, net of offering costs | $361.4M | |
| Proceeds from sale of common stock | $7.2M | $18.6M |
| Repurchases of common stock | -$20.6M | |
| Proceeds from sales of preferred stock offering | $5.0M | |
| Redemption of Series D Preferred Stock | -$6.2M | |
| Payments for offering costs related to common stock offerings | -$105.0K | |
| Payments for offering costs related to preferred stock offerings | -$300.0K | -$180.0K |
| Payment of note payable | -$118.0K | -$19.0K |
| Net cash provided by financing activities | $346.5M | $18.3M |
| Net change in cash, cash equivalents and restricted cash | $31.2M | $4.1M |
No quarter-by-quarter statement was filed.
Corporate structure
TON Strategy Co sits at the top of its group. 9 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of TON Strategy Co
- ARISTEIA CAPITAL, L.L.C. Filed SCHEDULE 13G/A on TON Strategy Co, latest Apr 2, 2026 (2 filings since Feb 17, 2026)
- Manuel Stotz Filed SCHEDULE 13D/A on TON Strategy Co, latest Aug 18, 2025 (2 filings since Aug 14, 2025)
- Rory J. Cutaia Filed SCHEDULE 13D/A on TON Strategy Co, latest Aug 11, 2025 (3 filings since Jul 14, 2025)
- James P. Geiskopf Filed SCHEDULE 13D/A on TON Strategy Co, latest Aug 8, 2025 (3 filings since Jul 14, 2025)
- CORSAIR CAPITAL MANAGEMENT, L.P. Filed SCHEDULE 13G/A on TON Strategy Co, latest Feb 14, 2025 (4 filings since Oct 16, 2024)
- Streeterville Capital LLC Filed SC 13G on TON Strategy Co, latest Sep 5, 2023
- Hyperscale Data, Inc. Filed SC 13G/A on TON Strategy Co, latest Feb 13, 2023 (2 filings since May 6, 2022)
- TON Strategy Co Sacramento, California, United States
- Go Fund Yourself Show, LLC Subsidiary · Nevada, United States
- Lyvecom, Inc. Subsidiary · Delaware, United States
- Verb Acquisition Co., LLC Subsidiary · Nevada, United States
- Verb Direct LLC Subsidiary · Nevada, United States
- VERB Subsidiary 1, Corp. Subsidiary · Nevada, United States
- VERB Subsidiary 2, Corp. Subsidiary · Nevada, United States
- VERB Subsidiary 3, Corp. Subsidiary · Nevada, United States
- verbMarketplace, LLC (d/b/a MARKET.live) Subsidiary · Nevada, United States
Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What TON Strategy Co reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, before depreciation | $459.0K11 Dec 31, 2024 | $117.0K11 Dec 31, 2023 | +292.3% |
| Accumulated depreciation | $128.0K11 Dec 31, 2024 | $74.0K11 Dec 31, 2023 | +73.0% |
| Property and equipment, net | $258.0K6 Dec 31, 2025 | $331.0K6 Dec 31, 2024 | −22.1% |
| Operating-lease assets (leased space) | $131.0K6 Dec 31, 2025 | $340.0K6 Dec 31, 2024 | −61.5% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $39.5M6 Dec 31, 2025 | $7.6M6 Dec 31, 2024 | +418.5% |
| Marketable securities, current | $4.9M6 Dec 31, 2024 | ||
| Long-term investments | $1.6M6 Dec 31, 2025 |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Goodwill | $5.2M6 Dec 31, 2025 | $9.6M10 Dec 31, 2022 | −46.1% |
| Intangible assets, net (excluding goodwill) | $48.0K6 Dec 31, 2025 | $178.0K6 Dec 31, 2024 | −73.0% |
| Indefinite-lived intangibles (excluding goodwill) | $10.0K6 Dec 31, 2025 | $19.0K6 Dec 31, 2024 | −47.4% |
| Finite-lived intangibles, net | $169.0K6 Dec 31, 2025 | $3.5M6 Dec 31, 2024 | −95.2% |
Properties, in its own words
Our corporate headquarters are located at 2300 West Sahara Avenue, Suite 800, Las Vegas, Nevada 89102. We believe that our facility is sufficient to meet our current needs and that suitable additional space will be available as and when needed.
We own and operate full service video production studios at 10621 Calle Lee, Suite 153 and at 10542 Calle Lee, Suite 114, Los Alamitos, California 90720.
Item 2 of the 10-K filed Mar 31, 2026.5
Leadership
Who has led TON Strategy Co, and when. Pick a name to see everywhere that person has worked.
Chief executive
Chief financial officer
Chief operating officer
201520202025
- Chief executive officerVeronika Kapustina Aug 18, 2025 to now14
- Chief executive officerRory J. Cutaia Nov 10, 2014 to Aug 18, 202515
- ChairRory J. Cutaia Jan 18, 2022 to now16
- PresidentRory J. Cutaia Jan 18, 2022 to now16
- PresidentAaron Meyerson Nov 10, 2014 to Nov 14, 201417
- PresidentRon Gillyard Nov 10, 2014 to Nov 14, 201418
- Chief financial officerSarah Josephine Olsen Aug 11, 2025 to now19
- Chief financial officerBill John Rivard Jun 5, 2023 to Jan 8, 202520
- Chief financial officerJeff Clayborne Sep 27, 2016 to Jul 16, 202121
- Chief operating officerSarah Josephine Olsen Aug 11, 2025 to now19
Board members and other officers (21)
- Chief Accounting OfficerBill John Rivard Jan 8, 2026 to now22
- Chief Product OfficerJulie Ann Holdren Oct 13, 2020 to Oct 13, 202023
- Chief Information OfficerMitchell Duane Bledsoe Oct 13, 2020 to Oct 13, 202024
- Exec. VP Strategic RelationsKim Watson Nov 10, 2014 to Nov 14, 201425
- Executive VP DevelopmentLeigh Collier Nov 10, 2014 to Nov 14, 201426
- Board memberOscar Suarez Aug 18, 2026 to now27
- Board memberEvan Sohn Aug 11, 2025 to now28
- Board memberNicolas Claude Cary Aug 11, 2025 to now29
- Board memberManuel Stotz Aug 18, 2025 to now30
- Board memberTucker Montana Highfield Aug 20, 2025 to now31
- Board memberEdmund Moy Oct 25, 2022 to now32
- Board memberKenneth S. Cragun Apr 18, 2019 to now33
- Board memberPhillip J. Bond Apr 23, 2019 to Jun 23, 202334
- Board memberNancy R. Heinen Dec 23, 2019 to Jan 24, 202235
- Board memberJudith Lynne Hammerschmidt Dec 30, 2019 to Jun 23, 202336
- Board memberMichael Timothy Psomas Jul 28, 2015 to Dec 3, 201537
- Board memberAaron Meyerson Nov 10, 2014 to Nov 14, 201417
- Board memberJames P. Geiskopf Nov 10, 2014 to now38
- Board memberRory J. Cutaia Nov 10, 2014 to now15
- Board memberPeter Krogh Jensen Nov 18, 2014 to Nov 18, 201439
- General counselMary Marbach Jan 8, 2026 to now40
Named in SEC Form D filings
People the company listed in its private-offering notices.
- DirectorCragun S. Kenneth named Apr 25, 202541
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
- Go Fund Yourself Show, LLC Nevada4
- Lyvecom, Inc. Delaware4
- VERB Subsidiary 1, Corp. Nevada4
- VERB Subsidiary 2, Corp. Nevada4
- VERB Subsidiary 3, Corp. Nevada4
- Verb Acquisition Co., LLC Nevada4
- Verb Direct LLC Nevada4
- verbMarketplace, LLC (d/b/a MARKET.live) Nevada4
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Former names
Timeline
- Sep 16, 20268-K Regulation FD disclosure42
- Aug 17, 20268-K Executive or director change43
- Aug 11, 20268-K Results of operations44
- Aug 10, 20268-K Ended a material agreement45
- Jul 1, 20268-K Regulation FD disclosure46
- Jun 23, 20268-K Listing notice or transfer47
- Jun 12, 20268-K Executive or director change; Shareholder vote48
- May 12, 20268-K Results of operations49
- Apr 16, 20268-K Executive or director change50
- Apr 2, 20268-K Executive or director change51
- Mar 31, 20268-K Results of operations52
- Mar 26, 20268-K Director nominations; Other events53
- Aug 18, 2025New chief executive Veronika Kapustina becomes CEO14
- Nov 10, 2014New chief executive Rory J. Cutaia becomes CEO15
- Nov 27, 2012Founded TON Strategy Co is founded2
Calendar
Coming up
- Nov 11, 2026Reports results for the quarter ending Sep/202654
When it reported results
- Aug 11, 2026Reported quarterly or annual results44
- May 12, 2026Reported quarterly or annual results49
- Mar 31, 2026Reported quarterly or annual results52
- Nov 12, 2025Reported quarterly or annual results55
- Dec 15, 2023Reported quarterly or annual results56
- Nov 18, 2022Reported quarterly or annual results57
- Aug 18, 2022Reported quarterly or annual results58
- May 19, 2022Reported quarterly or annual results59
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
288 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 82 major events, 112 insider forms, 17 large holders, 2 private raises, 54 other. The latest 20:
- Sep 16, 20268-K EDGAR
- Sep 8, 20264 EDGAR
- Sep 4, 2026144 EDGAR
- Aug 28, 20264 EDGAR
- Aug 28, 20264 EDGAR
- Aug 28, 20264 EDGAR
- Aug 28, 20264 EDGAR
- Aug 18, 20263 EDGAR
- Aug 17, 20264 EDGAR
- Aug 17, 20268-K EDGAR
- Aug 14, 20264 EDGAR
- Aug 11, 202610-Q EDGAR
- Aug 11, 20268-K EDGAR
- Aug 10, 20268-K EDGAR
- Jul 23, 20264/A EDGAR
- Jul 22, 20264 EDGAR
- Jul 22, 20264 EDGAR
- Jul 22, 20264 EDGAR
- Jul 22, 20264 EDGAR
- Jul 22, 20264 EDGAR
The 288 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
31 open-market trades by officers, directors and large owners since October 2021: 12 buys and 19 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Sep 4, 2026 | Rivard Bill JohnChief Accounting Officer | Sale | 12,500 | $3.30 | $41.2K | Form 4 |
| Aug 14, 2026 | Olsen Sarah JosephineCFO & COO | Sale | 217,450 | $2.75 | $598.0K | Form 4 |
| Aug 14, 2026 | Wilson Kevin MarkChief Executive Officer | Buy | 3,600 | $2.67 | $9.6K | Form 4 |
| Aug 13, 2026 | Wilson Kevin MarkChief Executive Officer | Buy | 3,700 | $2.76 | $10.2K | Form 4 |
| May 15, 2026 | Marbach MaryGeneral Counsel/Corp Secretary | Buy | 1,600 | $3.52 | $5.6K | Form 4 |
| May 14, 2026 | Wilson Kevin MarkChief Executive Officer | Buy | 8,020 | $3.66 | $29.4K | Form 4 |
| May 14, 2026 | Sohn EvanDirector | Buy | 2,770 | $3.59 | $9.9K | Form 4 |
| May 14, 2026 | Sohn EvanDirector | Buy | 2,770 | $3.59 | $9.9K | Form 4 |
| May 14, 2026 | Wilson Kevin MarkChief Executive Officer | Buy | 8,020 | $3.66 | $29.4K | Form 4 |
| May 14, 2026 | Olsen Sarah JosephineCFO & COO | Buy | 7,440 | $3.62 | $26.9K | Form 4 |
| Dec 16, 2025 | CUTAIA RORY J.Director | Sale | 54,494 | $2.53 | $137.9K | Form 4 |
| Dec 15, 2025 | CUTAIA RORY J.Director | Sale | 34,132 | $2.63 | $89.8K | Form 4 |
| Dec 12, 2025 | CUTAIA RORY J.Director | Sale | 38,579 | $2.79 | $107.6K | Form 4 |
| Dec 10, 2025 | CUTAIA RORY J.Director | Sale | 112,870 | $3.14 | $354.4K | Form 4 |
| Dec 5, 2025 | CUTAIA RORY J.Director | Sale | 15,100 | $3.10 | $46.8K | Form 4 |
| Dec 5, 2025 | CUTAIA RORY J.Director | Sale | 15,100 | $309.90 | $4.7M | Form 4 |
| Dec 4, 2025 | CUTAIA RORY J.Director | Sale | 37,200 | $3.63 | $135.0K | Form 4 |
| Dec 4, 2025 | CUTAIA RORY J.Director | Sale | 37,200 | $3.63 | $135.0K | Form 4 |
| Dec 3, 2025 | CUTAIA RORY J.Director | Sale | 26,300 | $3.45 | $90.7K | Form 4 |
| Dec 3, 2025 | CUTAIA RORY J.Director | Sale | 26,300 | $3.45 | $90.7K | Form 4 |
All 31 trades can be filtered by person here when JavaScript is on.
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- ARISTEIA CAPITAL, L.L.C.SCHEDULE 13G/A, 2 filings Feb 17, 2026 to Apr 2, 202660
- Manuel StotzSCHEDULE 13D/A, 2 filings Aug 14, 2025 to Aug 18, 202561
- Rory J. CutaiaSCHEDULE 13D/A, 3 filings Jul 14, 2025 to Aug 11, 202562
- James P. GeiskopfSCHEDULE 13D/A, 3 filings Jul 14, 2025 to Aug 8, 202563
- CORSAIR CAPITAL MANAGEMENT, L.P.SCHEDULE 13G/A, 4 filings Oct 16, 2024 to Feb 14, 202564
- Streeterville Capital LLCSC 13G, 1 filing Sep 5, 202365
- Hyperscale Data, Inc.SC 13G/A, 2 filings May 6, 2022 to Feb 13, 202366
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2025 | Rory J. Cutaia | $549.7K | $7.9M67 | |
| 2025 | Sarah Olsen | $338.1K | $6.3M67 | |
| 2025 | Veronika Kapustina | $338.1K | $4.8M67 | |
| 2025 | Bill Rivard | $235.3K | $757.6K67 | |
| 2024 | Former PresidentChief Executive Officer, Secretary, and Treasurer | $490.0K | $1.7M67 | |
| 2024 | Chief Accounting Officer | $225.0K | $479.0K67 |
Funding
Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.
- Private raises (Form D) $559.3M
Figures by year
| Year | Private raises (Form D) | Total |
|---|---|---|
| 2025 | $559.3M | $559.3M |
Private raises
Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 40. Change is in shares since the quarter before.
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How TON Strategy Co is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARTON Strategy Co1
- CIK0001566610
- Employer ID (EIN)90-11180435
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; a shell company5
- Incorporated inNevada5
- Fiscal year endsDecember 311
- Industry code (SIC)6199 Finance Services1
- SEC reviewing officeOffice of Crypto Assets, Division of Corporation Finance1
- Business address2300 West Sahara Avenue, Suite 800, Las Vegas, NV 891021
- Phone855-250-23001
- Shares outstanding55,071,989 as of Aug 4, 202613
- Public float$6.8M as of Jun 30, 20255
- AuditorGRASSI & CO., CPAs, P.C., Jericho, New York PCAOB ID 606; no auditor attestation of internal control over financial reporting5
- On EDGAR sinceJan 10, 20131
- Filings666 in all: 4 (167), 8-K (167), 10-Q (40), D (38), 3 (34), CORRESP (26), UPLOAD (18), 424B5 (16)1
All 56 form types
4/A (14), S-1/A (14), 10-K (13), 8-K/A (10), DEF 14A (9), EFFECT (9), SC 13D/A (7), SCHEDULE 13D/A (6), S-3 (5), SC 13G (5), 144 (4), S-1 (4), 424B3 (3), DEFA14A (3), FWP (3), PRE 14A (3), S-8 (3), SC 13D (3), SC 13G/A (3), 1-A (2), 1-A/A (2), 10-K/A (2), 10-Q/A (2), 424B4 (2), D/A (2), QUALIF (2), S-3ASR (2), SCHEDULE 13D (2), SCHEDULE 13G/A (2), 1-A-W (1), 25-NSE (1), 253G3 (1), 3/A (1), 424B2 (1), 8-A12B (1), 8-A12G (1), ARS (1), CERT (1), DEF 14C (1), DEFR14A (1), NT 10-K (1), NT 10-Q (1), PRE 14C (1), PRER14A (1), PRER14C (1), S-1MEF (1), S-3MEF (1), SCHEDULE 13G (1)
- Latest filingsAnnual report (10-K) Mar 31, 2026
Quarterly report (10-Q) Aug 11, 2026
Proxy statement (DEF 14A) Apr 30, 2026
Latest 8-K (8-K) Sep 16, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, $0.0001 par value | TONX | The Nasdaq Stock Market LLC |
From the cover page of the 10-K filed Mar 31, 2026 (Section 12(b) of the Exchange Act).5
Risk factors and legal proceedings
The risks TON Strategy Co names in Item 1A of its 10-K filed Mar 31, 2026: 52 risks under these headings, as written.5
- Risks Related to Our TON Treasury Strategy and Toncoin Holdings
- Our financial results and the market price of the common stock may be affected by the price of Toncoin.
- The Company’s Toncoin holdings will be less liquid than existing cash and cash equivalents and may not be able to serve as a source of liquidity for it to the same extent as cash and cash equivalents.
- We have recently announced our new TON treasury strategy, and we may be unable to successfully implement it.
- Our TON treasury strategy requires substantial changes in our day-to-day operations and exposes us to significant operational risks.
- Digital assets do not pay interest, dividends or other returns and must be used in staking or decentralized finance activities to generate revenue, which involves additional risks.
- In connection with our TON treasury strategy, we expect to interact with various smart contracts deployed on TON, which may expose us to risks and technical vulnerabilities.
- A significant decrease in the market value of our Toncoin holdings could adversely affect our ability to satisfy our financial obligations under any future debt financings.
- Unrealized fair value gains on our Toncoin holdings could cause us to become subject to the corporate alternative minimum tax.
- Future developments regarding the treatment of crypto assets for U.S. and non-U.S. tax purposes could adversely impact the Company’s business and liquidity.
- The regulatory and legislative environment for digital assets is evolving rapidly and remains uncertain; changes in applicable law or regulation could materially and adversely affect our ability to execute our TON Treasury Strategy.
- The availability of spot ETPs for digital assets may adversely affect the market price of our common stock.
The other 41 risks
- Our TON treasury strategy will subject us to enhanced regulatory oversight.
- Toncoin trading venues may experience greater fraud, security failures, or regulatory or operational problems than trading venues for more established asset classes.
- Our concentration of Toncoin holdings may heighten the risks inherent in the Company’s TON treasury strategy and limit our ability to sell Toncoin.
- If the Company or its third-party service providers or partners experience a cybersecurity incident or unauthorized parties obtain access to its TON assets, or if a user or other party commits a market-related exploit, the Company may lose some or all of its TON assets and its financial condition and results of operations could be materially adversely affected.
- The Company will face risks relating to the custody of Toncoin it acquires, including the loss or destruction of private keys required to access its Toncoin and cyberattacks or other data loss relating to its Toncoin.
- Blockchain technology may expose us to sanctioned or blocked persons or may result in unintentional or inadvertent violations of economic sanctions laws and regulations.
- Absent federal regulations, there is the possibility that Toncoin may be classified as a “security.” Any classification of Toncoin as a “security” would subject us to additional regulation and could materially impact the operation of our business and potentially cause us to dispose of a substantial majority of the Toncoin we hold.
- If we were deemed to be an investment company under the ICA, applicable restrictions likely would make it impractical for us to continue segments of our business as currently contemplated
- If we engage in derivatives trading activity, we may be deemed to be a “commodity pool” under the CEA and CFTC Rules as a result of our commodity interest trading which could have a material adverse effect on our business, financial condition and results of operations.
- A disruption of the Internet may affect the operation of the cryptocurrency networks, which may adversely affect the cryptocurrency industry and an investment in the Company.
- Toncoin is created and transmitted through TON. If TON is disrupted or encounters any unanticipated difficulties, the value of Toncoin could be negatively impacted.
- The Company’s TON treasury strategy exposes it to risk of non-performance by counterparties.
- We have incurred significant net losses and cannot assure you that we will achieve or maintain profitable operations.
- Public health threats, natural disasters and other events beyond our control, have had and may continue to have a significant negative impact on our business, sales, results of operations and financial condition.
- Our ability to grow and compete in the future will be adversely affected if adequate capital is not available to us or not available on terms favorable to us.
- Our indebtedness, and the agreements governing such indebtedness, subject us to required debt service payments, as well as financial restrictions and operating covenants, any of which may reduce our financial flexibility and affect our ability to operate our business.
- The success of our business is dependent upon our ability to maintain and expand our customer base and our ability to convince our customers to increase the use of our services and/or platform. If we are unable to expand our customer base and/or the use of our services and/or platform by our customers declines, our business will be harmed.
- There is a risk of dependence on one or a group of customers.
- The market in which we operate is intensely competitive and, if we do not compete effectively, our operating results could be harmed.
- We may not be able to increase the number of our strategic relationships or grow the revenues received from our current strategic relationships.
- We may not be able to develop enhancements and new features to our existing service or acceptable new services that keep pace with technological developments.
- Our ability to deliver our services is dependent on third party Internet providers.
- Security breaches and other disruptions could compromise our information and expose us to liability, and any failure by use or our vendors to comply with laws and other requirements relating to the processing of information about individuals, could result in significant liability and cause our business, results of operations, financial condition and reputation to suffer.
- Our success depends, in part, on the capacity, reliability, and security of our information technology hardware and software infrastructure, as well as our ability to adapt and expand our infrastructure.
- We have integrated, and may continue to integrate in the future, AI in certain tools and features available on our platform. AI technology presents various operational, compliance, and reputational risks and if any such risks were to materialize, our business and results of operations may be adversely affected.
- We are dependent on third parties to, among other things, maintain our servers, provide the bandwidth necessary to transmit content, and utilize the content derived therefrom for the potential generation of revenues.
- The success of our business is highly correlated to general economic conditions.
- Our failure to adequately protect our intellectual property rights could diminish the value of our products, weaken our competitive position and reduce our revenue, and infringement claims asserted against us or by us, could have a material adverse effect.
- Natural disasters and other events beyond our control could materially adversely affect us.
- Our future success depends on our key executive officers and our ability to attract, retain, and motivate qualified personnel.
- Risks Related to Our Common Stock
- We could lose our listing on the Nasdaq Capital Market if we do not comply with Nasdaq listing requirements, including obtaining shareholder approval for certain transactions. The loss of our Nasdaq listing would in all likelihood make our common stock significantly less liquid and adversely affect its value.
- Raising additional capital, including through future sales and issuances of our common stock, warrants or the exercise of rights to purchase common stock pursuant to our equity incentive plan could result in additional dilution of the percentage ownership of our stockholders, could cause our share price to fall and could restrict our operations.
- The market price of our common stock has been, and may continue to be, subject to substantial volatility.
- A decline in the price of our common stock could affect our ability to raise further working capital, which could adversely impact our ability to continue operations.
- Because we do not intend to pay any cash dividends on our shares of common stock in the near future, our stockholders will not be able to receive a return on their shares unless and until they sell them.
- Some of the shares issued and equity awards granted under our Incentive Plan may have been issued in transactions that were not registered nor exempt from registration under the Securities Act of 1933 and/or certain state securities laws.
- Risks Related to Our Jurisdiction of Organization
- We ratified certain actions pursuant to Nevada law and filed certificates of correction with the Nevada Secretary of State.
- The elimination of monetary liability against our directors, officers, and employees under Nevada law and the existence of indemnification rights for our obligations to our directors, officers, and employees may result in substantial expenditures by us and may discourage lawsuits against our directors, officers, and employees.
- Anti-takeover effects of certain provisions of Nevada state law hinder a potential takeover of us.
- Our bylaws contain an exclusive forum provision, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, employees or agents.
- General Risk Factors
- If we fail to maintain effective internal controls over financial reporting, we may be unable to accurately or timely report our financial condition or results of operations, which may adversely affect our business.
Legal proceedings
For a discussion of our legal proceedings, refer to Note 14 “Commitments and Contingencies,” in the notes to our audited consolidated financial statements of this Annual Report which is incorporated by reference herein.
The opening of Item 3, Legal Proceedings.5
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1SEC EDGARTON Strategy Co filings on SEC EDGAR
- 2
- 3SEC EDGARTON Strategy Co filings on SEC EDGAR
- 4
- 5
- 6SEC EDGARTON Strategy Co 10-K for fiscal 2025
- 7SEC EDGARTON Strategy Co 10-K for fiscal 2019
- 8SEC EDGARTON Strategy Co 10-K for fiscal 2020
- 9SEC EDGARTON Strategy Co 10-K for fiscal 2021
- 10SEC EDGARTON Strategy Co 10-K for fiscal 2022
- 11SEC EDGARTON Strategy Co 10-K for fiscal 2023
- 12SEC EDGARTON Strategy Co 10-Q for fiscal 2026
- 13SEC EDGARTON Strategy Co 10-Q for fiscal 2026
- 14
- 15
- 16SEC EDGARRory J. Cutaia, Chair
- 17SEC EDGARAaron Meyerson, President
- 18SEC EDGARRon Gillyard, President
- 19
- 20
- 21
- 22
- 23
- 24
- 25
- 26
- 27SEC EDGAROscar Suarez, Board member
- 28SEC EDGAREvan Sohn, Board member
- 29SEC EDGARNicolas Claude Cary, Board member
- 30SEC EDGARManuel Stotz, Board member
- 31
- 32SEC EDGAREdmund Moy, Board member
- 33SEC EDGARKenneth S. Cragun, Board member
- 34SEC EDGARPhillip J. Bond, Board member
- 35SEC EDGARNancy R. Heinen, Board member
- 36
- 37SEC EDGARMichael Timothy Psomas, Board member
- 38SEC EDGARJames P. Geiskopf, Board member
- 39SEC EDGARPeter Krogh Jensen, Board member
- 40SEC EDGARMary Marbach, General counsel
- 41
- 42SEC EDGARRegulation FD disclosure
- 43SEC EDGARExecutive or director change
- 44SEC EDGARResults of operations
- 45SEC EDGAREnded a material agreement
- 46SEC EDGARRegulation FD disclosure
- 47SEC EDGARListing notice or transfer
- 48
- 49SEC EDGARResults of operations
- 50SEC EDGARExecutive or director change
- 51SEC EDGARExecutive or director change
- 52SEC EDGARResults of operations
- 53SEC EDGARDirector nominations; Other events
- 54NasdaqNasdaq calendar
- 55
- 56
- 57
- 58
- 59
- 60
- 61
- 62
- 63
- 64
- 65
- 66
- 67
- 68