SharpLink Inc 2026年季度报告

Form 10-Q (Mark One)☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2026OR☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to ________ Commission file number: 001-41962 SHARPLINK, INC.(Exact name of registrant as specified in its charter) Delaware87-4752260(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.) 33131(Zip Code) Registrant’s telephone number, including area code:(612) 293-0619 Securities registered pursuant to Section 12(b) of the Act: Name of Each Exchange on Which RegisteredThe Nasdaq Capital Market SBET 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 such reports),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 that theregistrant 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, or a smallerreporting company. See the definitions of “large accelerated filer,” “accelerated filer,” “emerging growth company” and “smallerreporting company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Accelerated filer☐Non-accelerated filer☒Smaller reporting company☒Emerging growth company☐ 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 Rule 12b-2 of the Act). Yes☐No☒ As of August 3, 2026, there were 217,223,604 shares of Common Stock issued and outstanding. TABLE OF CONTENTS PAGEPART I. FINANCIAL INFORMATION4ITEM 1. FINANCIAL STATEMENTS:4Condensed Consolidated Balance Sheets as of June 30, 2026 (unaudited) and December 31, 20254Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2026 and 2025(unaudited)5Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three and Six Months Ended June 30,2026 and 2025 (unaudited)6Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2026 and 2025 (unaudited)8Notes to Condensed Consolidated Financial Statements (unaudited)10ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS42ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK62ITEM 4. CONTROLS AND PROCEDURES62PART II. OTHER INFORMATION63ITEM 1. LEGAL PROCEEDINGS63ITEM 1A. RISK FACTORS63ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS70ITEM 3. DEFAULTS UPON SENIOR SECURITIES70ITEM 4. MINE SAFETY DISCLOSURES70ITEM 5. OTHER INFORMATION70ITEM 6. EXHIBITS71SIGNATURES72 The following terms are used throughout this Quarterly Report on Form 10-Q, including the financial statements and notes in Part I,Item 1 and MD&A in Part I, Item 2. Glossary of Defined Terms Total ETH Holdings— The Company’s aggregate ETH exposure, comprising directly held (native) ETH plus the ETH obtainable onan as-if-redeemed basis from the Company’s LsETH and weETH positions, measured in ETH units. ETH Concentration— also referred to as Eth per share. A treasury key performance indicator calculated by dividing Total ETHHoldings by Basic-Equivalent Shares Outstanding and expressing the result per 1,000 shares; because the metric is stated per 1,000shares, it should not be read as ETH per single share. Basic-Equivalent Shares Outstanding— Common shares outstanding plus shares issuable upon exercise of pre-funded warrants,which carry a nominal exercise price. As-If-Redeemed Basis— A presentation that expresses LsETH and weETH holdings as the amount of ETH into which they wouldconvert if redeemed, using the applicable protocol conversion rate as of the measurement date. Native ETH— ETH held directly by the Company (whether unstaked or natively staked), accounted for at fair value under ASC 350-60, as distinguished from ETH held indirectly through liquid staking or restaking receipt tokens. Native Staking— Participation in Ethereum’s proof-of-stake consensus as a delegator, whereby the Company delegates ETH to third-party validators and earns protocol-level rewards; the underlying ETH is not derecognized. Liquid Staking— An arrangement in which ETH is contributed to a third-party proto