RELATED PARTY TRANSACTIONS |
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| RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Provenance Blockchain Foundation Term Note In July 2022, the Company entered into an interest bearing term note with the Provenance Blockchain Foundation (“Provenance”), pursuant to which the Company provided Provenance with a $5.0 million loan, which was subsequently amended on June 12, 2023, to increase the total principal amount to $9.1 million. The term note was eligible to be settled in cash or an equivalent value of HASH at maturity. On December 31, 2025, the loan was settled in full. The total loan balance at the time of payoff, including all accrued interest, was $10.1 million. As allowed by the terms of the note, the payoff was satisfied through the transfer of 4,969,120,678 HASH tokens. The per token value of the HASH tokens was determined to be $0.00205, based on a valuation report provided by an independent third party. This valuation resulted in a total transfer value of $10.2 million, which resulted in a payable to related party of $0.1 million as of December 31, 2025. The payable to related party has been settled as of June 30, 2026. Interest earned on the note was $0.4 million for the six months ended June 30, 2025, recorded as “Interest income” in the Condensed Consolidated Statements of Operations. Gas Fee Service Provider In February 2025, FCC entered into a services agreement with Provenance whereby Provenance pays, on behalf of FCC, HASH to cover fees to network validators for processing and validating operations on the blockchain incurred in connection with the purchase or sale of the face-amount certificates issued by FCC and transacted on Provenance’s blockchain (“Provenance Blockchain”). FCC reimburses Provenance in cash in an amount equal to the then-current market value of HASH paid by Provenance. The Company recognized $1 thousand and $5 thousand incurred under the services agreement for the three and six months ended June 30, 2026, respectively, recorded as expense in “Operations and processing” on the Condensed Consolidated Statements of Operations. At June 30, 2026 the Company owed $7 thousand to Provenance recorded in “Accounts payable and accrued liabilities” in the Condensed Consolidated Balance Sheets. Signum Ltd. (dba Hastra) In December 2025, the Company entered into a Software License Agreement (the “Agreement”) with Signum Ltd. (dba Hastra) (“Hastra”). Under the terms of the Agreement, the Company granted Hastra a nonexclusive, non-sublicensable, and nontransferable license to use certain proprietary software to support their protocol. In exchange for the license and ongoing maintenance and support services, Hastra pays the Company a royalty fee equal to 0.50% (50 basis points) of the per-transaction revenue earned from the protocol. The initial term of the Agreement is three years, expiring in December 2028, with automatic one-year renewals thereafter. For the three and six months ended June 30, 2026, the Company recognized $0.4 million and $0.8 million revenue related to this Agreement, classified as Ecosystem and Technology Fees in the Condensed Consolidated Statements of Operations, and had $0.8 million outstanding receivables due from Hastra as of June 30, 2026. Hastra holds YLDS as part of their protocol activity; the YLDS held by Hastra are recorded in “Debt, current to related parties” in the Condensed Consolidated Balance Sheets. Investments in Loan Securitizations The Company retains certain residual interests issued as part of securitization transactions which are reported in the Marketable securities, at fair value caption on the Condensed Consolidated Balance Sheets. See “Note 3—Investments” for additional detail. Executive Officer YLDS Holdings As of June 30, 2026, the Chief Capital Officer holds $2.5 million of YLDS invested in Democratized Prime, recorded as “Debt, current” on the Condensed Consolidated Balance Sheets. The officer’s holdings are on normal market terms and do not include any preferential terms, guarantees, or other arrangements with the Company. Transactions with Equity-Method Investees Reflow In May 2026, the Company fully disposed of its equity-method investment in Reflow Services, LLC. As a result of the sale, the Company recognized a net gain of approximately $5.9 million, which is reported as part of Other income (expense), net in the Condensed Consolidated Statements of Operations. The transaction is also subject to customary post-close purchase price adjustments which are not expected to be material and cannot be reasonably estimated as of June 30, 2026. Domestic Solana Fund The Domestic Solana Fund previously acquired its investments in SOL cryptocurrency via public auction in association with the ongoing bankruptcy proceedings of FTX Trading Ltd. (“FTX”). The Company recorded contributions, net of distributions, to the Domestic Solana Fund in “Other non-current assets” in the Condensed Consolidated Balance Sheets as follows:
See “Note 3—Investments” for detail on the Company’s investment in Domestic Solana Fund, which is accounted for using the equity method. Evergreen Funds The Company had $3.0 million and $3.9 million in outstanding receivables due from and payables due to the VS Evergreen Financing Fund LP as of June 30, 2026, respectively. These amounts are recorded in “Accounts receivable, net” and “Accounts payable and accrued liabilities” financial statement captions, respectively, within the Condensed Consolidated Balance Sheets. Fig SIX Mortgage, LLC The Company had $23.1 million in outstanding receivables due from Fig SIX Mortgage, LLC as of June 30, 2026, recorded in “Other current assets” in the Condensed Consolidated Balance Sheets. Transactions with the Controlling Party The Company incurred $0.3 million and $0.4 million for the three and six months ended June 30, 2026, respectively, and $0.2 million and $0.3 million in the three and six months ended June 30, 2025, respectively, in costs to arrange travel for the Controlling Party and other affiliates, recorded as “General and administrative” expense in the Condensed Consolidated Statements of Operations. As of June 30, 2026, the Controlling Party holds $0.5 million of YLDS invested in Democratized Prime, recorded as “Debt, current” on the Condensed Consolidated Balance Sheets. The Controlling Party’s holdings are on normal market terms and do not include any preferential terms, guarantees, or other arrangements with the Company.
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