RYVYL Inc.
For the period ended Dec 31, 2025. Filed Apr 15, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Apr 15, 2026
RTB$5.78-5.5%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
The following documents are filed as part of this Report:
| a) | Financial Statements: |
Our financial statements and the Report of the Independent Registered Public Accounting Firm are included herein on page F-1.
| b) | Financial Statement Schedules: |
The financial statement schedules are omitted as they are either not applicable or the information required is presented in the financial statements and notes thereto on page F-1.
| c) | Exhibits: |
| Exhibit · Incorporated by Reference · Filed or Furnished | |||||
|---|---|---|---|---|---|
| Number | Exhibit Description | Form | Exhibit | Filing Date | Herewith |
| 3.1 | Amended and Restated Articles of Incorporation, filed October 10, 2022 | 8-K | 3.1 | 10/15/2022 | |
| 3.2 | Certificate of Change, filed September 6, 2023 | 8-K | 3.1 | 09/06/2023 | |
| 3.3 | Certificate of Amendment to Amended and Restated Articles of Incorporation, filed November 3, 2023 | 8-K | 3.1 | 11/03/2023 | |
| 3.4 | Amended and Restated Bylaws, adopted effective October 6, 2022 | 8-K | 3.2 | 10/13/2022 | |
| 3.5 | Certificate of Designation of Preferences, Rights and Limitations of Series C Convertible Preferred Stock | 8-K | 3.1 | 10/07/2025 | |
| 3.6 | Certificate of Amendment to Certificate of Designation of Series C Convertible Preferred Stock | 8-K | 3.1 | 12/12/2025 | |
| 3.7 | Certificate of Amendment to Certificate of Incorporation | 8-K | 3.1(i)(a) | 12/30/2025 | |
| 3.8 | Certificate of Change Pursuant to NRS 78.209 to increase the authorized capital | 8-K | 3.1(i)(b) | 12/30/2025 | |
| 4.1 | Form of Series C Warrant | 8-K | 4.1 | 10/07/2025 | |
| 4.4 | Description of Securities | 10-K | 4.4 | X | |
| 10.1+ | Form of Board of Directors Agreement entered into on February 16, 2021, by and between the Company and each of Ms. Baer and Messrs. Caragol and Laniado | 8-K | 10.1 | 02/19/2021 | |
| 10.2+ | 2020 Incentive and Nonstatutory Stock Option Plan | S-8 | 4.1 | 09/03/2020 | |
| 10.3+ | 2021 Incentive and Nonstatutory Stock Option Plan | S-8 | 4.1 | 07/13/2021 | |
| 10.4 | Form of Employment Agreement between George Oliva and Ryvyl Inc. | 8-K | 10.1 | 10/02/2025 | |
| 10.5 | Executive Services Agreement between Ryvyl Inc. and RTB Digital, Inc, dated November 10, 2025. | S-4 | 10.5 | 01/15/2026 | |
| 10.6 | Maxim Group Advisory Agreement | S-4 | 10.6 | 01/15/2026 | |
| 10.7 | Securities Purchase Agreement, dated as of October 6, 2025, relating to the purchase of the Series C Convertible Preferred Stock | 8-K | 10.1 | 10/07/2025 | |
| 10.8 | First Amendment to Securities Purchased Agreement, dated December 9, 2025, relating to the purchase of the Series C Convertible Preferred Stock | 8-K | 10.1 | 12/12/2025 | |
| 10.9 | April 2021 Sublease Agreement with regard to 3131 Camino del Rio North, Suite 1400, San Diego, CA 92108 | 10-Q | 10.3 | 11/15/2021 | |
| Exhibit · Incorporated by Reference · Filed or Furnished | |||||
|---|---|---|---|---|---|
| Number | Exhibit Description | Form | Exhibit | Filing Date | Herewith |
| 14.1 | Code of Business Conduct and Ethics | 8-K | 14.1 | 02/19/2021 | |
| 19.1 | Insider Trading Compliance Manual, adopted February 15, 2024 | 10-K | 19.1 | 03/26/2024 | |
| 21.1 | List of Subsidiaries | X | |||
| 23.1 | Consent of Independent Registered Public Accounting Firm | X | |||
| 31.1 | Certification of Interim Chief Executive Officer and Chief Financial Officer Pursuant to Exchange Act Rule 13a-14(a), As adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | |||
| 32.1* | Certification of Interim Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, As adopted Pursuant to Section 906 of the Sarbanes-Oxley Act 2002 | X | |||
| 97.1 | Executive Compensation Clawback Policy, adopted November 28, 2023 | 10-K | 97.1 | 03/26/2024 | |
| 101.INS | Inline XBRL Instance Document | X | |||
| 101.SCH | Inline XBRL Taxonomy Extension Schema | X | |||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase | X | |||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase | X | |||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase | X | |||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase | X | |||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | ||||
| + | Management contracts or compensation plans or arrangements in which directors or executive officers are eligible to participate. |
| * | In accordance with SEC Release 33-8238, Exhibits 32.1 and 32.2 are being furnished and not filed. |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.