SOL策略有限公司2024年度报告

SOL StrategiesInc. None(Title of Class) For annual reports, indicate by check mark the information filed with this Form: ☒Annual information form☒Audited annual financial statements Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of Indicate by check mark whether the Registrant (1)has filed all reports required to be filed by Section13 or 15(d)of theExchange Act during the preceding 12months (or for such shorter period that the Registrant was required to file such YES☒NO☐ Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12months (or for YES☒NO☐ Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule12b-2 of theExchange Act. If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate bycheck mark if the Registrant has elected not to use the extended transition period for complying with any new orrevised financial accounting standards†provided pursuant to Section13(a)of the Exchange Act.☐ † The term “new or revised financial accounting standard” refers to any update issued by the Financial AccountingStandards Board to its Accounting Standards Codification after April5, 2012. Indicate by check mark whether the Registrant has filed a report on and attestation to its management’s assessment ofthe effectiveness of its internal control over financial reporting under Section404(b)of the Sarbanes-Oxley Act (15 If securities are registered pursuant to Section12(b)of the Act, indicate by check mark whether the financialstatements of the Registrant included in the filing reflect the correction of an error to previously issued financial Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis ofincentive-based compensation received by any of the Registrant’s executive officers during the relevant recovery SOL StrategiesInc. EXPLANATORY NOTE SOL StrategiesInc. (the “Registrant”) is a Canadian corporation eligible to file its Annual Report pursuant toSection13(a)of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on Form40-F. The Registrantis a “foreign private issuer” as defined in Rule3b-4 under the Exchange Act. Equity securities of the Registrant are CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS Certain statements in this Annual Report on Form40-F are forward-looking statements within the meaning ofSection21E of the Exchange Act and Section27A of the Securities Act of 1933, as amended (the “Securities Act”).Additionally, the safe harbor provided in Section21E of the Exchange Act and Section27A of the Securities Actapplies to any forward-looking information provided pursuant to “Off-Balance Sheet Arrangements” and “Disclosureof Contractual Obligations” in this Annual Report on Form40-F. Please see “Caution Regarding Forward-Looking DIFFERENCES IN UNITED STATES AND CANADIAN REPORTING PRACTICES The Registrant is permitted, under a multijurisdictional disclosure system adopted by the United States, to prepare thisAnnual Report on Form40-F in accordance with Canadian disclosure requirements, which are different from those of The Registrant prepares its consolidated financial statements, which are filed with this Annual Report on Form40-F, inaccordance with International Financial Reporting Standards as issued by the International Accounting Standards Unless otherwise indicated, all dollar amounts in this Annual Report on Form40-F are in United States dollars. Theexchange rate of Canadian dollars into United States dollars, on September30, 2025, based upon historical rates Purchasing, holding, or disposing of securities of the Registrant may have tax consequences under the laws of theUnited States and Canada that are not described in this Annual Report on Form40-F. PRINCIPAL DOCUMENTS Annual Information Form The Registrant’s Annual Information Formfor the fiscalyear ended September30, 2025 is filed as Exhibit99.1 andincorporated by reference in this Annual Report on Form40-F. Audited Annual Financial Statements The audited consolidated financial statements of the Registrant for the fiscalyear ended September30, 2025, includingthe report of Davidson& Company LLP, the Registrant’s Independent Registered Public Accounting Firm, are filed as Management’s Discussion and Analysis The Registrant’s Management’s Discussion and Analysis for the fiscalyear ended September30, 2025 is filed asExhibit99.3 and incorporated by reference in this Annual Report on Form40-F. CONTROLS AND PROCEDURES Certifications The required certifications are included in Exhibits 99.4, 99.5, 99.6 and 99.7 of this Annual Report on Form40-F. Disclosure Controls and Procedures At the end of the period covered by this report