Independent
Tenure on this board
3.9 yrs
2 nominees · 5 ballot items.
Five proposals are being voted on at the annual meeting: (1) Charter Proposal to increase the total number of authorized common shares to 10,000,000,000; (2) Election of two Class III directors, Louis Foreman and Nicola Caiano; (3) Ratification of Stephano Slack LLC as the Company’s independent auditor for the year ending December 31, 2025; (4) Redomestication of the Company from Delaware to Texas by conversion; and (5) Adjournment Proposal to allow adjourning the meeting to solicit additional proxies if necessary.
Amend the Certificate of Incorporation to increase the authorized common stock from 500,000,000 to 10,000,000,000 shares; authorizes the Board to issue additional shares without further stockholder approval (subject to law and exchange rules).
Nominates Louis Foreman and Nicola Caiano to serve as Class III directors until the 2028 annual meeting, or longer as allowed by successors; votes are by plurality.
Ratify Stephano Slack LLC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025; expected to not have a representative at the meeting; ratification is not required by the DGCL.
Approve the conversion of the Company from Delaware to Texas by plan of conversion, thereby forming a Texas corporation; effects include governance under Texas law and the Texas Charter and Bylaws.
Authorize the adjournment of the Annual Meeting to a later date if necessary to solicit additional proxies in order to obtain sufficient votes for the foregoing proposals.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | MOZAYYX MANAGEMENT LLC | 4.24% | 16,438,356 | $15M |
| 2 | CoinFund Management LLC | 4.20% | 16,311,288 | $15M |
| 3 | Alyeska Investment Group, L.P. | 4.14% | 16,080,004 | $15M |
| 4 | Pantera Capital Partners LP | 2.88% | 11,178,083 | $10M |
| 5 | BlackRock, Inc. | 0.69% | 2,696,465 | $3M |
| 6 | UBS Group AG | 0.68% | 2,634,568 | $2M |
| 7 | JPMORGAN CHASE CO | 0.67% | 2,618,644 | $2M |
| 8 | JANE STREET GROUP, LLC | 0.67% | 2,595,308 | $2M |
| 9 | MILLENNIUM MANAGEMENT LLC | 0.54% | 2,092,762 | $2M |
| 10 | MMCAP International Inc. SPC | 0.53% | 2,054,795 | $2M |
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