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DeFi Development Corp.

For the period ended Dec 31, 2025. Filed Mar 30, 2026.

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About this filing

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 Mar 30, 2026

DFDV$3.43+2.4%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 16. Form 10-K Summary

None.

Exhibit Index

Incorporated by Reference
ExhibitNumberDescriptionSchedule/FormExhibitFiling Date
3.1Amended and Restated Certificate of Incorporation of DeFi Development Corp (formerly Janover Inc.)S-13.17/14/2023
3.2Amended and Restated Bylaws8-K3.24/23/2025
3.3Certificate of Amendment, effective June 8, 2023, to Amended and Restated Certificate of Incorporation for 1-for-6.82 Reverse Stock SplitS-13.57/14/2023
3.4Certificate of Amendment to the Restated Certificate of Incorporation8-K3.14/23/2025
3.5Certificate of Amendment to the Amended and Restated Certificate of Incorporation of DeFi Development Corp.8-K3.15/21/2025
3.6Certificate of Amendment, effective December 23, 2025, to the Amended and Restated Certificate of Incorporation of DeFi Development Corp.8-K3.112/23/2025
3.7Series A Preferred Stock Certificate of DesignationS-13.27/14/2023
4.1Form of note representing 2.50% Convertible Senior Note due 20308-K4.14/7/2025
4.2Form of Warrant 18-K4.24/7/2025
4.3Form of Warrant 28-K4.34/7/2025

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4.4Form of May 2025 Pre-Funded Warrant8-K4.15/5/2025
4.5Indenture, dated as of July 7, 2025, by and between the Registrant and U.S. Bank Trust Company, National Association, as trustee8-K4.17/7/2025
4.6*Description of Securities
4.7Form of note representing the 5.50% Convertible Senior Note due 20308-K4.27/7/2025
4.8Form of August 2025 Pre-Funded Warrant8-K4.18/26/2025
10.1†DeFi Development Corp, 2023 Equity Incentive Plan, as amended and restated8-K10.112/23/2025
10.2†DeFi Development Corp. 2025 Employee Stock Purchase Plan8-K10.212/23/2025
10.3†DeFi Development Corp Restricted Stock Unit Agreement10-Q10.28/14/2025
10.4Form of Securities Purchase Agreement, dated April 4, 2025, by and between the Company and the Investors8-K10.14/7/2025
10.5Form of Prepaid Forward Stock Purchase Confirmation8-K10.17/7/2025
10.6Master Loan Agreement, dated July 25, 2025, between the Registrant and BitGo Hong Kong Limited8-K10.17/31/2025
10.7Form of Subscription Agreement, dated August 24 2025, between the Registrant and the Subscribers8-K10.18/26/2025
10.8Placement Agency Agreement, dated as of August 24, 2025, between the Registrant and Cantor Fitzgerald & Co.8-K10.28/26/2025
10.9†Executive Employment Agreement, effective as of April 15, 2025, by and between the Company and Joseph Onorati8-K10.14/15/2025
10.10†Executive Employment Agreement, effective as of April 15, 2025, by and between the Company and Parker White8-K10.24/15/2025
10.11†Executive Employment Agreement, effective as of April 17, 2025, by and between the Company and John (Fei) Han8-K10.14/23/2025
10.12Securities Purchase Agreement, dated May 1, 2025, by and among the Company and the Investors8-K10.15/5/2025
10.13Registration Rights Agreement, dated May 1, 2025, by and among DeFi Development Corp. and the Investors8-K10.25/5/2025
10.14Asset Purchase Agreement, dated as of May 1, 2025, by and among the Company, Solsync Solutions Partnership, and Parker White8-K2.15/5/2025
10.15Intellectual Property Assignment Agreement, dated as of May 1, 2025, by and among the Company, and Solsync Solutions Partnership8-K10.15/5/2025
10.16Assignment and Assumption Agreement, dated as of May 1, 2025, by and among the Company, and Solsync Solutions Partnership8-K10.25/5/2025
10.17†Employment Agreement, effective as of May 30, 2025, by and between the Company and Bruce Rosenbloom8-K10.16/5/2025
10.18Share Purchase Agreement, dated as of June 11, 2025, by and among DeFi Development Corp., RK Capital Management LLC, North Commerce Parkway Capital LP and TQ Master Fund LP8-K10.16/12/2025
10.19Registration Rights Agreement, dated as of June 11, 2025, by and among DeFi Development Corp., RK Capital Management LLC, North Commerce Parkway Capital LP and TQ Master Fund LP8-K10.26/12/2025
10.20*†Employment Agreement, effective as of September 19, 2025, by and between the Company and Daniel Kang
14.1Code of Ethics

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16.1Letter from dbbmckennon addressed to the Securities and Exchange Commission dated April 24, 20258-K16.14/24/2025
19.1*Insider Trading Policy
21.1*List of Subsidiaries
23.1*Consent of Wolf & Company, P.C.
23.2*Consent of dbbmckennon
31.1*Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*Certification of 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.
97.1*Clawback Policy
101.INSInline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.
101.SCHInline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents
104Cover Page Interactive Data File (embedded within the Inline XBRL document)

*Filed herewith.

†Indicates a management contract or compensatory plan or arrangement.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

DeFi Development Corp.
Date:By:/s/Joseph Onorati
Chief Executive Officer, President andChairman of the Board of Directors(Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed below by the following persons on behalf of the Registrant in the capacities and on the dates indicated.

NameTitleDate
/s/ Joseph OnoratiChief Executive Officer, President and Chairman of the Board of Directors (Principal Executive Officer)March 30, 2026
/s/ Fei (John) HanChief Financial Officer (Principal Financial and Accounting Officer)March 30, 2026
/s/ William CaragolDirectorMarch 30, 2026
/s/ Zachary TaiDirectorMarch 30, 2026
/s/ Thomas PerfumoDirectorMarch 30, 2026
/s/ Blake JanoverDirectorMarch 30, 2026
/s/ Hadley SternDirectorMarch 30, 2026

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ContentsView on SEC.gov

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