Exodus Movement, Inc.
For the period ended Sep 30, 2025. Filed Nov 10, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 10, 2025
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Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of, and under the supervision of, our Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer (Principal Financial Officer), evaluated the effectiveness of the Company’s disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of September 30, 2025. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2025, the Company’s disclosure controls and procedures were not effective due to the material weaknesses in internal control over financial reporting, as described below.
Previously Reported Material Weaknesses
We identified errors in our previously reported financial information as of and for the year ended December 31, 2021. As a result of the errors that were identified, we identified a material weakness in the Company’s control environment whereby the Company did not design and maintain effective internal control over financial reporting with respect to the expertise and quantity of its resources. Specifically, we did not effectively execute a strategy to hire, train, and retain a sufficient quantity of personnel with an appropriate level of training, expertise, and experience in certain areas important to financial reporting. In addition, we also identified a material weakness whereby we did not design and implement effective control activities based on the criteria in the Internal Control -- Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO Framework”). Specifically, the control activities did not adequately (i) address relevant risks, (ii) provide evidence of performance, (iii) provide appropriate segregation of duties, or (iv) operate at a level of precision to identify all potentially material errors. While the Company is progressing in its efforts to remediate the existing material weaknesses in full, certain control activities attributing to those material weaknesses continue to exist as of September 30, 2025.
Remediation Plan Update of Previously Reported Material Weaknesses
Management has continued to execute its remediation plan through the period ended September 30, 2025, to address the previously reported material weaknesses in internal control over financial reporting. Throughout the current fiscal year 2025, the Company has added experienced accounting leadership, enhanced control design and documentation, and implemented review and approval processes to further strengthen oversight of our financial reporting processes. Key remediation actions completed as of September 30, 2025, include:
Hiring and training additional accounting personnel with appropriate level of training and technical expertise and experience to improve segregation of duties and oversight within the financial reporting process;
Replacing certain key accounting leadership positions to enhance supervision and control accountability;
Engaging an external consulting firm with digital asset industry expertise to assist with process improvement, control design, and documentation;
Implementing enhanced financial close procedures, workflow controls, and review-level documentation to increase control precision and evidence of performance; and
Strengthening entity-level and process-level controls, including segregation of duties and IT-related controls, in alignment with the COSO Framework.
As of September 30, 2025, all key remediation measures have been implemented and are in the process of operating. The Company is now performing testing to confirm the operating effectiveness of these enhanced controls.
While management has made significant progress and believes remediation efforts are substantially complete, the material weaknesses will not be considered fully remediated until controls have operated for a sufficient period of time and have been successfully tested for effectiveness. Management, with assistance from external consultants, will continue to monitor and evaluate the enhanced controls to confirm their sustained effectiveness and make additional refinements as necessary.
Changes in Internal Control over Financial Reporting
Except as described above with respect to our remediation plan, there have been no changes in our internal control over financial reporting that occurred during the three months ended September 30, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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