Note 9. Short-Term Treasury Debt, Cygnet Subsidiary Notes Payable, and Convertible Notes

Short-Term Treasury Debt

The following table summarizes the Company’s short-term treasury debt as of September 30, 2026 and June 30, 2026:

The Company maintains a credit facility with BitGo Prime, LLC (“BitGo”) under a master loan agreement. Each individual loan under the facility is negotiable as to the amount, term, prepayment or recall (payment demand), and is collateralized by the Company’s treasury assets held at BitGo. There are no requirements or fees for non-use of the credit facility and the facility can be increased in the future based on the value of the assets BitGo is the custodian of for the Company. As of September 30, 2026, there was no remaining availability under the facility.

The loan has no fixed maturity date. BitGo may demand repayment upon 30 days’ notice to the Company, and the Company may repay the loan upon 30 days’ notice to BitGo.

During September 2026, the Company entered into a loan borrower request with BitGo under its existing master loan agreement. The loan borrower request reduced the interest rate on the outstanding borrowings from 11.50% to 7.50% per annum and revised the required collateral and certain margin thresholds.

Cygnet Subsidiary Notes Payable

The following table summarizes the Company’s Cygnet subsidiary notes payable as of September 30, 2026 and June 30, 2026:

As of June 30, 2026, the entire SBA note payable balance of $3,694,721 was classified as current because scheduled payments were past due. The SBA note payable maturity date of October 6, 2031 presented above reflects the original contractual maturity date.

During the three months ended September 30, 2026, the Company reclassified the SBA note payable of $3,694,721 and related accrued interest of $1,080,201 to Long-term contingent liabilities in the Condensed Consolidated Balance Sheets. The June 30, 2026 balances retain their previously reported classifications. See Note 17 Commitments and Contingencies, for additional information.

Convertible Notes

The following table summarizes the Company’s convertible notes as of September 30, 2026 and June 30, 2026: 

The following table summarizes the outstanding principal balances and contractual settlement terms of the Company’s convertible notes as of September 30, 2026:

_______________

On July 16, 2025, the Company entered into securities purchase agreements with certain investors, pursuant to which the Company agreed to sell and issue to the investors in a private placement offering secured convertible notes (the “Convertible Notes – July 2025 Issuance”) in exchange for locked and spot Solana in the aggregate, original principal amount of approximately $151.2 million, with a maturity date of July 16, 2027. The applicable interest rate is an annual rate equal to 2.00%. Interest shall be calculated on the basis of a 365-day year and the actual number of days elapsed, and accrues daily commencing on July 16, 2025, with interest paid quarterly. At the maturity date, the holders of the notes are entitled to an amount equal to the accrued and unpaid interest and liquidated damages (if any) and, to the extent unpaid principal remains, the return of the subscription amount (pro-rated to the extent principal was paid down) in the form of digital assets paid to the Company. At any time after the issue date until the notes are no longer outstanding, the notes shall be convertible into shares of common stock of the Company at the option of the holder, at any time and from time to time. The conversion price is $4.25 per share. Furthermore, the Company may deliver forced conversion notices. Under the terms of the forced conversion, if after the legend removal date, the volume-weighted average price for each of the 30 consecutive trading days exceeds $6.37, the Company may within five trading days deliver a notice to the holders to cause the holder to convert all or part of the outstanding principal on the notes.

On January 9, 2026, the Company entered into a securities purchase agreement with an investor, pursuant to which the Company issued to the investor a secured convertible note (the “Convertible Note – January 2026 Issuance”) in the original principal amount of approximately $36.0 million, in exchange for the transfer and contribution of 265,500 units of Solana in the form of locked Solana, with a maturity date of January 9, 2028. The note bears interest at a rate of 1.00% per annum, payable quarterly in cash. At maturity, or upon acceleration following an event of default, to the extent the note has not been converted in full, the investor is entitled to receive a pro rata return of the digital assets corresponding to the outstanding principal balance of the note at such time. The principal amount of the note is convertible, in whole or in part, at the option of the investor at any time, into shares of the Company’s common stock at a fixed conversion price of $2.39 per share, subject to customary adjustments, ownership limitations, and other conditions set forth in the agreement. Furthermore, the Company may deliver forced conversion notices. The note also provides for forced conversion under certain circumstances, subject to satisfaction of specified conditions, including trading price and liquidity thresholds, the effectiveness of a resale registration statement covering the shares issuable upon conversion, and the absence of events of default. The outstanding principal balance of the Convertible Note – January 2026 Issuance was $16.4 million as of September 30, 2026, and June 30, 2026. During June 2026, approximately $19.5 million of principal was exchanged for equity.

The Company accounts for convertible notes as a single debt instrument measured at amortized cost. The Company has not identified any embedded features contained within its convertible notes that would require bifurcation from the debt host. As applicable, any debt discount and debt issuance costs incurred in connection with the issuance of the convertible notes are recorded as a direct deduction from the carrying amount of the convertible notes. These amounts are amortized to interest expense using the effective interest method over the expected term of the convertible notes. Upon conversion, the carrying amount of the convertible notes, including any unamortized debt issuance costs and unamortized discounts, are reduced by the amount converted, with any difference being reflected as a change in equity.

During July 2025, the Company issued 276,238 shares of common stock upon conversion of a portion of the Convertible Notes – July 2025 Issuance, resulting in a reduction of the outstanding principal balance of $1,173,046 and accrued interest of $964.