Galaxy Digital Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

For the quarterly period ended June 30, 2025

OR

For the transition period from _______ to _______

Commission file number 001-42655

(Exact name of registrant as specified in its charter)

(212)390-9216

Registrant’s telephone number, including area code

Securities registered pursuant to Section 12(b) of the Act:

Securities registered pursuant to Section 12(g) of the Act: None.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes x Noo

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes x Noo

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

Yeso No☒

As of July 31, 2025, the number of shares of the registrant's Class A common stock outstanding was 172,401,243 and the number of shares of the registrant's Class B common stock outstanding was 203,885,332.

EXPLANATORY NOTE

On May 13, 2025, during the fiscal quarter ended June 30, 2025 to which this Quarterly Report on Form 10-Q relates, Galaxy Digital Inc. (“GDI”), Galaxy Digital Holdings Ltd. (“GDHL”) and Galaxy Digital Holdings LP (“GDH LP”) entered into a series of transactions to implement an internal reorganization, which we collectively refer to as the “Reorganization Transactions.”

Following the consummation of the Reorganization Transactions, GDI succeeded GDHL as the publicly traded company in which former holders of GDHL ordinary shares own their equity interests and GDH LP became the predecessor of GDI for financial reporting purposes in what is commonly referred to as an umbrella partnership corporation structure.

Except as otherwise expressly provided herein, the information in this Quarterly Report on Form 10-Q reflects the consummation of the Reorganization Transactions, which, as mentioned above, occurred during the period covered herein. References to the “Company,” “Galaxy,” “we,” “us,” or “our” refer to GDI, GDH LP, and their subsidiaries and affiliates, or any one of them, as the context suggests.