XML 31 R20.htm IDEA: XBRL DOCUMENT
v3.25.3

Stockholders' Equity | 3 Months Ended
--- | ---
Sep. 30, 2025
Stockholders’ Equity [Abstract] |
Stockholders' Equity | 14. Stockholders’ Equity On September 11, 2025, the Company filed an amendment to its articles of incorporation to increase the number of shares of class B common stock that the Company is authorized to issue to 2,000,000,000 shares. Accordingly, as of September 30, 2025, the Company’s authorized capital stock consists of 2,100,000,000 shares, consisting of (i) 2,050,000,000 shares of common stock, par value $0.0001 per share, of which 50,000,000 shares are designated class A common stock and 2,000,000,000 shares are designated as class B common stock; and (ii) 50,000,000 shares of “blank check” preferred stock, par value $0.0001 per share. See also Note 18 for an additional amendment. Common Stock For the Three Months Ended September 30, 2025 On August 20, 2025, the Company issued 375,000 shares of class B common stock pursuant to the terms of a settlement agreement with Boustead Securities, LLC. On August 27, 2025, the Company issued 200,000 shares of class B common stock to a service provider in exchange for the cancellation of amounts owed for legal services in the amount of $416,904. On August 29, 2025, the Company issued 90,172 shares of class B common stock upon a cashless exercise of stock options granted under the Company’s 2022 Equity Incentive Plan, as amended (the “2022 Plan”). On September 2, 2025, the Company issued 200,000 shares of class B common stock to a service provider in exchange for the cancellation of amounts owed for legal services in the amount of $250,000. On September 5, 2025, all remaining 1,875,795 shares of class A common stock were converted into 1,875,795 shares of class B common stock. On September 23, 2025, the Company issued an aggregate of 163,805,420 shares of class B common stock upon the exercise of pre-funded warrants issued on September 5, 2025 (see Warrants below). During the three months ended September 30, 2025, the Company issued an aggregate of 44,114 shares of class B common stock upon the cashless exercise of other warrants. During the three months ended September 30, 2025, the Company issued an aggregate of 300,686 shares of class B common stock upon the exercise of warrants for proceeds of $370,288. During the three months ended September 30, 2025, the Company issued an aggregate of 1,871,681 shares of class B common stock upon the settlement of debt in the amount of $4,089,692 (see also Notes 12 and 13). During the three months ended September 30, 2025, the Company issued an aggregate of 1,215,000 shares of class B common stock upon the grant of restricted stock awards under the Plan, as described in more detail below. During the three months ended September 30, 2025, the Company issued an aggregate of 125,452 shares of class B common stock upon the vesting of a restricted stock unit awards granted under the 2022 Plan. During the three months ended September 30, 2025, the Company issued an aggregate of 6,533,723 shares of class B common stock under the Sales Agreement for gross proceeds of $22,017,432 and net proceeds of approximately $21,357,562. As of September 30, 2025, there were 0 shares of class A common stock and 186,598,270 shares of class B common stock issued and outstanding. For the Three Months Ended September 30, 2024 During the three months ended September 30, 2024, the Company issued an aggregate of 9,166 shares of class B common stock upon the vesting of restricted stock unit awards granted under the 2022 Plan. As of September 30, 2024, there were 270,000 shares of class A common stock and 7,970,085 shares of class B common stock issued and outstanding. Stock Options No options were issued during the three months ended September 30, 2025. During the three months ended September 30, 2025, a holder exercised a stock option issued under the 2022 Plan on a cashless basis for 90,172 shares of class B common stock, resulting in the forfeiture of 29,828 options. In addition, an aggregate of 138,750 options were forfeited following termination of service. Warrants On September 5, 2025, the Company completed an offering of pre-funded warrants to purchase an aggregate of 175,000,420 shares of class B common stock for aggregate gross proceeds of $175,000,420, of which $148,650,530 was paid in cash and $26,349,890 was paid in cryptocurrency. After deducting placement agent fees, reimbursed expenses, and other offering expenses from the total gross proceeds, including both cash and cryptocurrency gross proceeds, the Company received net proceeds of approximately $164,257,145. The pre-funded warrants have a nominal exercise price of $0.0001 (subject to standard adjustments for stock splits, stock dividends, recapitalizations, mergers and similar transactions), include a cashless exercise provision, and may be exercised at any time until all of the pre-funded warrants are exercised in full. On September 23, 2025, 163,805,420 of the pre-funded warrants were exercised for 163,805,420 shares of class B common stock, and accordingly, the Company recorded a current liability of $11,125,000 for the remaining unexercised pre-funded warrants. In connection with this offering and as partial compensation for their services, on September 5, 2025, the Company issued a five-year warrant to purchase 3,150,008 shares of class B common stock to Maxim Group LLC and a five-year warrant to purchase 2,100,005 shares of class B common stock to Curvature Securities LLC and its affiliates. These warrants have an exercise price of $1.33 (subject to standard adjustments for stock splits, stock dividends, recapitalizations, mergers and similar transactions) and may be exercised on a cashless basis if there is no effective registration statement registering the shares underlying the warrants or the prospectus contained therein is not available for the resale of such shares by the holder. On September 5, 2025, the Company also issued to the Asset Manager (i) a five-year warrant to purchase 8,750,021 shares of class B common stock at an exercise price of $1.00 (subject to standard adjustments for stock splits, stock dividends, recapitalizations, mergers and similar transactions) and (ii) a five-year warrant to purchase 5,250,013 shares of class B common stock at an exercise price of $1.33 (subject to standard adjustments for stock splits, stock dividends, recapitalizations, mergers and similar transactions). These warrants may be exercised on a cashless basis if there is no effective registration statement registering the shares underlying the warrants or the prospectus contained therein is not available for the resale of such shares by the holder. All of the foregoing warrants contain a beneficial ownership limitation which provides that the Company will not effect any exercise, and a holder will not have the right to exercise, any portion of a warrant to the extent that, after giving effect to the exercise, such holder (together with such holder’s affiliates) would beneficially own in excess of 4.99% (or, at the election of the holder, 9.99%) of the number of shares of class B common stock outstanding immediately after giving effect to the issuance of shares issuable upon such exercise, which such percentage may be increased or decreased, but not in excess of 9.99%, by the holder upon at least sixty-one (61) days’ prior notice to the Company. During the three months ended September 30, 2025, an aggregate of 300,686 previously issued warrants were exercised for proceeds of $370,288. In addition, an aggregate of 44,114 warrants were exercised on a cashless basis, resulting in the forfeiture of 55,886 warrants. Restricted Stock Awards On July 1, 2025, the Company granted a restricted stock award under the 2022 Plan for 30,000 shares of class B common stock, which vested in full on the date of grant. On July 21, 2025, the Company granted a restricted stock award under the 2022 Plan for 250,000 shares of class B common stock, with half of the shares vesting on the date of grant and the remaining shares vesting quarterly for 5 quarters. On July 21, 2025, the Company granted a restricted stock unit award under the 2022 Plan for 100,000 shares of class B common stock, which vest based on certain revenue targets. On August 21, 2025, the Company granted a restricted stock award under the 2022 Plan for 725,000 shares of class B common stock, which vested in full on the date of grant. On September 5, 2025, the Company granted a restricted stock unit award under the 2022 Plan for 360,000 shares of class B common stock, which vest monthly over one year commencing on October 5, 2025. On September 5, 2025, the Company granted a restricted stock unit award under the 2022 Plan for 120,000 shares of class B common stock, which vest monthly over one year commencing on October 5, 2025. On September 9, 2025, the Company granted a restricted stock award under the 2022 Plan for 15,000 shares of class B common stock, which vested in full on the date of grant. On September 9, 2025, the Company granted a restricted stock award under the 2022 Plan for 20,000 shares of class B common stock, which vested in full on the date of grant. On September 25, 2025, the Company granted a restricted stock award under the 2022 Plan for 175,000 shares of class B common stock, which vested in full on the date of grant. Stock-based Compensation Total stock compensation expense for the three months ended September 30, 2025 and 2024 was $1,167,775 and $182,400, respectively. In addition, $45,640,112 of warrants issued to consultants was recorded as an offset to equity as of September 30, 2025. As of September 30, 2025, total unrecognized stock compensation expense was $2,758,642 with the weighted average period over which it is expected to be recognized of 1.21 years.

X
- References No definition available. + Details
Name: | us-gaap_EquityAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for shareholders' equity and share-based payment arrangement. Includes, but is not limited to, disclosure of policy and terms of share-based payment arrangement, deferred compensation arrangement, and employee stock purchase plan (ESPP). + References Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 718 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/718/tableOfContent Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 505 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/505/tableOfContent + Details
Name: | us-gaap_ShareholdersEquityAndShareBasedPaymentsTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration