Skip to main content

Exodus Movement, Inc.

For the period ended Dec 31, 2025. Filed Mar 11, 2026.

View on SEC.gov

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 11, 2026

EXOD$4.08-8.9%Stored close · as of Nov 10, 2026

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

See the whole filing, with its images and exhibits
Contents

Item 15. Exhibits, Financial Statement Schedules

Item 15. Exhibits and Financial Statement Schedules

Financial Statements

The following information required under this item is filed as part of this report:

(a)(1)Financial Statements.
Document:
(i)Report of Independent Registered Public Accounting Firm
(ii)Consolidated Balance Sheets as of December 31, 2025 and 2024
(iii)Consolidated Statements of Operations and Comprehensive (Loss) Income for the Years Ended December 31, 2025 and 2024
(iv)Consolidated Statements of Shareholders’ Equity for the Years Ended December 31, 2025 and 2024
(v)Consolidated Statements of Cash Flows for the Years Ended December 31, 2025 and 2024
(vi)Notes to Consolidated Financial Statements

Exhibits

Exhibit NumberDescriptionSEC Document Reference
2.1Plan of ConversionIncorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed on December 10, 2025.
3.1Amended and Restated Certificate of Incorporation of Exodus Movement, Inc.Incorporated by reference to Exhibit 3.1 to the Company’s Form 10 filed on February 28, 2024.
3.2Certificate of Amendment of Amended and Restated Certificate of Incorporation of Exodus Movement, Inc., dated July 14, 2025Incorporated by reference to Exhibit 3.2 to the Company’s Form 10-Q filed on August 11, 2025.
3.3Certificate of Formation of Exodus Movement, Inc.Incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on December 10, 2025.
3.4Bylaws of Exodus Movement, Inc.Incorporated by reference to Exhibit 3.2 to the Company’s Form 8-K filed on December 10, 2025.
4.1Description of the Registrant’s Capital StockFiled herewith
10.1†Exodus Movement, Inc. 2019 Equity Incentive Plan of Exodus Movement, Inc.Incorporated by reference to Exhibit 6.1 to the Company’s Form 1-A filed April 8, 2021.
10.2Amended form of API Agreement (U.S. Crypto-to-Crypto Exchanges).Incorporated by reference to Exhibit 10.2 to the Company’s Form 10 filed on February 28, 2024.
10.3Form of API Agreement (International Crypto-to-Crypto Exchanges)Incorporated by reference to Exhibit 6.3 to the Company’s Form 1-A filed April 8, 2021.
10.4Platform Services, Transfer Agent and Registrar Agreement, dated as of December 23, 2020, by and between Securitize LLC. and Exodus Movement, Inc.Incorporated by reference to Exhibit 6.5 to the Company’s Form 1-A filed April 8, 2021.
10.5Order Form 2, dated as of January 14, 2021, by and between Securitize LLC and Exodus Movement, Inc.Incorporated by reference to Exhibit 6.6 to the Company’s Form 1-A filed April 8, 2021.
10.6Amendment No. 6 to the Platform Services, Transfer Agent and Registrar AgreementFiled herewith
10.7Digital Transfer Agency Agreement, dated August 8, 2025, by and between Exodus Movement, Inc., and Superstate Services LLCFiled herewith
10.8Master Digital Currency Loan Agreement, dated November 5, 2025, by and among Exodus Movement, Inc. and Galaxy Digital LLCIncorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q filed on November 10, 2025.
10.9Stock Purchase Agreement, dated as of November 24, 2025, by and among Exodus Movement, Inc., W3C Corp., and Garth HowatIncorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on November 24, 2025.
10.10Secured Promissory Note (Pre-Closing Seller Loan), dated as of November 18, 2025, between Exodus Movement, Inc. and Garth HowatIncorporated by reference to Exhibit 10.2 to the Company’s Form 8-K filed on November 24, 2025.
10.11Loan Agreement (Term Facility and Delayed-Draw Term Facility), dated as of November 18, 2025, between, among others, Exodus Movement, Inc. as Lender and W3C Corp as BorrowerIncorporated by reference to Exhibit 10.3 to the Company’s Form 8-K filed on November 24, 2025.
10.12Form of Indemnification Agreement to be entered into between Exodus Movement, Inc. and its directors and officersIncorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on December 10, 2025.
10.13†Exodus Movement, Inc. Amended 2021 Equity Incentive Plan.Filed herewith.
10.14†Form of Restricted Stock Unit Award Agreement under the Exodus Movement, Inc. 2021 Equity Incentive Plan.Incorporated by reference to Exhibit 10.7 to the Company’s Form 10 filed on February 28, 2024.
10.15†Form of Restricted Stock Unit Award Agreement under the Exodus Movement, Inc. 2021 Equity Incentive Plan.Incorporated by reference to Exhibit 10.8 to the Company’s Form 10-K filed on March 6, 2025.
10.16†Director Offer Letter, dated as of August 10, 2023, by and between Exodus Movement, Inc. and Margaret Knight.Incorporated by reference to Exhibit 10.9 to the Company’s Form 10 filed on February 28, 2024.
10.17†Director Offer Letter, dated as of January 26, 2024, by and between Exodus Movement, Inc. and Carol MacKinlay.Incorporated by reference to Exhibit 10.10 to the Company’s Form 10 filed on February 28, 2024.
10.18†Director Offer Letter, dated as of January 24, 2024, by and between Exodus Movement, Inc. and Tyler Skelton.Incorporated by reference to Exhibit 10.11 to the Company’s Form 10 filed on February 28, 2024.
10.19†Offer Letter, dated April 15, 2025, by and between Exodus Movement, Inc and Gerardo Di GiacomoFiled herewith.
10.20†Offer Letter, dated March 15, 2019, by and between Exodus Movement, Inc and James Gernetzke.Filed herewith.
19.1Insider Trading PolicyIncorporated by reference to Exhibit 19.1 to the Company’s Form 10-K filed on March 6, 2025.
21.1Subsidiaries of the RegistrantFiled herewith.
23.1Consent of Deloitte & Touche LLP.Filed herewith.
31.1Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.Filed herewith.
31.2Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.Filed herewith.
32.1Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.Furnished herewith.
32.2Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.Furnished herewith.
97Policy on Recoupment of Incentive CompensationIncorporated by reference to Exhibit 97 to the Company’s Form 10-K filed on March 6, 2025.
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)

†Indicates a management contract or compensatory plan.

Portions of this exhibit indicated by [**] have been omitted from this public filing as they are not material and would

be competitively harmful if disclosed).

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.