Cypherpunk Technologies Inc 2026年季度报告

FORM10-Q (MarkOne) ☒QUARTERLY REPORT PURSUANT TO SECTION13 OR 15(d)OFTHE SECURITIES EXCHANGEACT OF1934 For the quarterly period ended March 31, 2026 ☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OFTHE SECURITIESEXCHANGE ACT OF1934For the transition period fromto Commission file number:001-37990 CYPHERPUNK TECHNOLOGIES INC. (Exact name of registrant as specified in its charter) (617) 714-0360Registrant’s Telephone Number, Including Area Code N/AFormer Name, Former Address and Former Fiscal Year, if Changed Since Last Report Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on which registered:Nasdaq Capital Market Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file suchreports), and (2) has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period thatthe registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” inRule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).☐Yes☒No As of May 12, 2026, there were 106,464,482 shares of the registrant’s common stock, par value $0.001 per share, outstanding. TABLE OF CONTENTS PagePART I — FINANCIAL INFORMATIONItem 1Financial Statements6Item 2Management’s Discussion and Analysis of Financial Condition and Results of Operations26Item 3Quantitative and Qualitative Disclosures About Market Risk32Item 4Controls and Procedures32PART II — OTHER INFORMATIONItem 1Legal Proceedings33Item 1A Risk Factors33Item 2Unregistered Sales of Equity Securities and Use of Proceeds33Item 3Defaults Upon Senior Securities33Item 4Mine Safety Disclosures33Item 5Other Information33Item 6Exhibits34 SPECIAL NOTEREGARDING FORWARD-LOOKING STATEMENTS AND INDUSTRY DATA This Quarterly Report on Form 10-Q (this “Quarterly Report”) contains forward-looking statements whichreflect our current views with respect to, among other things, our operations and financial performance. Suchstatements are based upon our current plans, estimates and expectations that are subject to various risks anduncertainties that could cause actual results to differ materially from such statements. The inclusion of forward-lookingstatements should not be regarded as a representation that such plans, estimates and expectations will be achieved.Words such as “anticipate,” “expect,” “project,” “intend,” “believe,” “may,” “will,” “should,” “plan,” “could,”“continue,” “target,” “contemplate,” “estimate,” “forecast,” “guidance,” “predict,” “possible,” “potential,” “pursue,”“likely,” and words and terms of similar substance used in connection with any discussion of future plans, actions orevents identify forward-looking statements. Forward-looking statements address various matters including statements relating to the value of theCompany’s ZEC holdings, the investment in ZODL, or digital assets held or to be held by the Company, the expectedfuture market, price, and liquidity of ZEC or other digital assets the Company acquires, the macro and politicalconditions surrounding Zcash or digital assets, the Company’s plan for value creation and strategic advantages, marketsize and growth opportunities, regulatory conditions, competitive position and the interest of other corporations insimilar business strategies, technological and market trends, and future financial condition and performance. Risks anduncertainties of the digital asset treasury strategy include, among others: (a) risks relating to the Company’s operationsand business, including the highly volatile nature of the price of ZEC; (b) the risk that material changes in the price ofZEC, such as decreases in price, will result in significant changes to the Company’s financial statements, such asunrealized losses on fair value of ZEC holdings and net loss; (c) the risk that the price of the Company’s CommonStock may be highly correlated to the price of ZEC; (d) the risk that the Company will fail to realize the anticipatedbenefits of th