BTCS Inc.
For the period ended Dec 31, 2025. Filed Mar 26, 2026.
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FY2025 · Filed Mar 26, 2026
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Item 15. Exhibits and Financial Statement Schedules
(a) Documents filed as part of the report.
(1) Financial Statements. See Index to Financial Statements, which appears on page F-1 hereof. The financial statements listed in the accompanying Index to Financial Statements are filed herewith in response to this Item.
(2) Financial Statements Schedules. All schedules are omitted because they are not applicable or because the required information is contained in the financial statements or notes included in this report.
(3) Exhibits. See the Exhibit Index.
EXHIBIT INDEX
| Filed/ · Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit No. | Description | Furnished Herewith | Form | Exhibit No. | Filing Date |
| 1.1 | At-The-Market Offering Agreement, dated September 14, 2021, by and between BTCS Inc. and H.C. Wainwright & Co., LLC | 8-K | 1.1 | 9/14/21 | |
| 2.1 | Articles of Merger | 8-K/A | 3.1 | 7/31/15 | |
| 2.2 | Agreement and Plan of Merger | 8-K/A | 3.2 | 7/31/15 | |
| 3.1 | Amended and Restated Articles of Incorporation, as of May 2010 | 10-K | 3.1 | 3/31/11 | |
| 3.1(a) | Certificate of Amendment to Articles of Incorporation – Increase Authorized Capital | 8-K | 3.1 | 3/25/13 | |
| 3.1(b) | Certificate of Amendment to Articles of Incorporation – Name Change and Reverse Stock Split | 8-K | 3.1 | 2/5/14 | |
| 3.1(c) | Certificate of Amendment to Articles of Incorporation – Increased Authorized Capital | 8-K | 3.1 | 2/5/14 | |
| 3.1(d) | Certificate of Amendment to Articles of Incorporation – Reverse Stock Split | 8-K | 3.1 | 2/16/17 | |
| 3.1(e) | Certificate of Amendment to Articles of Incorporation – Reverse Stock Split | 8-K | 3.1 | 4/9/19 | |
| 3.1(f) | Certificate of Change – Reverse Split | 8-K | 3.1 | 8/17/21 | |
| 3.1(g) | Certificate of Designation – Series V | 8-K | 3.1 | 1/31/23 | |
| 3.1(h) | Certificate of Amendment to the Series V Certificate of Designation | 8-K | 3.1 | 4/19/23 | |
| 3.1(i) | Certificate of Amendment to Articles of Incorporation – Increase Authorized Capital | 8-K | 3.1 | 7/13/23 | |
| 3.2 | Amended and Restated Bylaws of BTCS Inc. | 8-K | 3.1 | 7/5/24 | |
| 4.1 | BTCS Inc. 2021 Equity Incentive Plan, as amended | (2) | 10-Q | 4.1 | 8/11/23 |
| 4.2 | Description of Securities | 10-K | 4.2 | 3/21/24 | |
| 10.1 | Employment Agreement - Charles Allen | (2) | 10-K | 10.8 | 6/23/17 |
| 10.1(a) | Amendment to Employment Agreement - Charles Allen | (2) | 10-K | 10.15(a) | 3/23/20 |
| 10.1(b) | Amended and Restated Employment Agreement - Charles Allen | (1) | 10-K | 10.1(b) | 3/25/26 |
| 10.2 | Offer Letter – Michael Prevoznik | (2) | 10-K | 10.4 | 3/11/22 |
| 10.3 | Form of Securities Purchase Agreement – May 2025 ATW | 8-K | 10.1 | 5/14/25 | |
| 10.4 | Form of Original Issue Discount Senior Secured Convertible Note – May 2025 ATW | 8-K | 10.2 | 5/14/25 | |
| 10.5 | Form of Warrant – May 2025 ATW | 8-K | 10.3 | 5/14/25 | |
| 10.6 | Form of Securities Purchase Agreement – July 2025 ATW | 8-K | 10.1 | 7/21/25 | |
| 10.7 | Form of Original Issue Discount Secured Convertible Note – July 2025 ATW | 8-K | 10.2 | 7/21/25 | |
| 10.8 | Form of Warrant – July 2025 ATW | 8-K | 10.3 | 7/21/25 | |
| 19.1 | Insider Trading Policy | 10-K | 19.1 | 3/21/24 | |
| 21.1 | List of Subsidiaries | (1) | |||
| 23.1 | Consent of RBSM LLP | (1) | |||
| 31.1 | Certification of the Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | (1) | |||
| 31.2 | Certification of the Principal Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | (1) | |||
| 32 | Certification of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | (3) | |||
| 97.1 | Clawback Policy | 10-K | 97.1 | 3/21/24 | |
| 101.INS | Inline XBRL Instance Document | (1) | |||
| 101.SCH | Inline XBRL Taxonomy Extension Schema | (1) | |||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase | (1) | |||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase | (1) | |||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase | (1) | |||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase | (1) | |||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101). | (1) | |||
| * | Exhibits and/or Schedules have been omitted. The Company hereby agrees to furnish to the SEC upon request any omitted information. |
| (1) | Filed herein |
| (2) | Indicates a management contract or compensatory plan. |
| (3) | Furnished herein |
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