{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-25-091281","form_type":"8-K","ticker":"HSDT","cik":"0001610853","company_name":"Solana Co","filed_at":"2025-09-18T23:59:59+00:00","discovered_at":"2026-05-14T18:02:44.481873+00:00","generated_at":"2026-05-17T06:15:10.228074+00:00","sec_items":["1.01","3.02","5.02","5.03","7.01","9.01"],"event_type":"other_material","sentiment":"positive","materiality_score":1.0,"calibrated_materiality_score":1.0,"confidence":"high","headline":"HSDT closes >$500M private placement to launch SOL treasury; appoints Joseph Chee as Executive Chairman","bullets":["Raised $508.7M gross proceeds; potential total >$1.25B if all stapled warrants exercised at $10.134.","Net proceeds to acquire SOL as primary treasury reserve asset; plans to scale holdings over 12-24 months.","Appointed Joseph Chee (Founder/Chairman of Summer Capital, former UBS IB head) as Executive Chairman and Director.","Entered Strategic Advisor Agreements with Pantera Capital and Summer Capital; issued advisor warrants at $0.001 exercise price.","Approved increase in authorized common shares to 800M; filed Certificate of Amendment."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-25-091281","json":"https://secwatch.observer/filing/0001104659-25-091281.json","markdown":"https://secwatch.observer/filing/0001104659-25-091281.md","text":"https://secwatch.observer/filing/0001104659-25-091281.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1610853/000110465925091281/0001104659-25-091281-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1610853/000110465925091281/tm2526455d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-17T06:15:10.228074+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"3dbcb0c1365a34db1d0f651a8c155f7a2edf4b5d","claim":"Solana Co issued stapled warrants to purchase 10,994,199 shares of Common Stock of warrant to accredited investors for $10.134 per underlying Share.","evidence_excerpt":"(ii) stapled warrants (the “Cryptocurrency Stapled Warrants” and together with the Cryptocurrency Pre-Funded Warrants, the “Cryptocurrency Warrants”) to purchase 10,994,199 shares of Common Stock at an exercise price of $10.134 per underlying Share of Common","evidence_source":"SEC 8-K Item 3.02/3.03","evidence_url":"https://www.sec.gov/Archives/edgar/data/1610853/000110465925091281/0001104659-25-091281-index.htm","confidence":0.9,"family_label":"Equity Issuances","details":[{"label":"Security","value":"warrant"},{"label":"Shares","value":"stapled warrants to purchase 10,994,199 shares of Common Stock"},{"label":"Purchaser","value":"accredited investors"},{"label":"Consideration","value":"$10.134 per underlying Share"}],"fact_type":"equity_issuance"},{"claim_id":"4ddabc956305fdd54c9e065bae3421c82d3c3142","claim":"Solana Co issued 37,825,277 shares of common stock to accredited investors for $6.881 per share.","evidence_excerpt":"the Company, in a private placement (the “Cash Offering”), agreed to issue and sell to the Cash Purchasers an aggregate of (i) 37,825,277 shares of Class A common stock of the Company, par value $0.001 per share (the “Common Stock”) at an offering price of $6.881 per share","evidence_source":"SEC 8-K Item 3.02/3.03","evidence_url":"https://www.sec.gov/Archives/edgar/data/1610853/000110465925091281/0001104659-25-091281-index.htm","confidence":0.9,"family_label":"Equity Issuances","details":[{"label":"Security","value":"common stock"},{"label":"Shares","value":"37,825,277 shares"},{"label":"Purchaser","value":"accredited investors"},{"label":"Consideration","value":"$6.881 per share"}],"fact_type":"equity_issuance"},{"claim_id":"62a0c8b229b29e39e9373c0a82f80af274cc01b8","claim":"Solana Co issued pre-funded warrants to purchase 25,121,713 shares of Common Stock of warrant to accredited investors for $6.880 per underlying share.","evidence_excerpt":"(ii) pre-funded warrants (the “Cash Pre-Funded Warrants”) to purchase 25,121,713 shares of Common Stock at an offering price of $6.880 per underlying share of Common Stock","evidence_source":"SEC 8-K Item 3.02/3.03","evidence_url":"https://www.sec.gov/Archives/edgar/data/1610853/000110465925091281/0001104659-25-091281-index.htm","confidence":0.9,"family_label":"Equity Issuances","details":[{"label":"Security","value":"warrant"},{"label":"Shares","value":"pre-funded warrants to purchase 25,121,713 shares of Common Stock"},{"label":"Purchaser","value":"accredited investors"},{"label":"Consideration","value":"$6.880 per underlying share"}],"fact_type":"equity_issuance"},{"claim_id":"ac5ea05ea4e782414fd8f3d1809760c610929907","claim":"Solana Co issued stapled warrants to purchase 62,946,990 shares of Common Stock of warrant to accredited investors for $10.134 per underlying share.","evidence_excerpt":"(iii) stapled warrants (the “Cash Stapled Warrants”) to purchase 62,946,990 shares of Common Stock at an exercise price of $10.134 per underlying share of Common Stock","evidence_source":"SEC 8-K Item 3.02/3.03","evidence_url":"https://www.sec.gov/Archives/edgar/data/1610853/000110465925091281/0001104659-25-091281-index.htm","confidence":0.9,"family_label":"Equity Issuances","details":[{"label":"Security","value":"warrant"},{"label":"Shares","value":"stapled warrants to purchase 62,946,990 shares of Common Stock"},{"label":"Purchaser","value":"accredited investors"},{"label":"Consideration","value":"$10.134 per underlying share"}],"fact_type":"equity_issuance"},{"claim_id":"cf20b7904e3b9807791d99e469f6c50894db7b32","claim":"Solana Co issued pre-funded warrants to purchase 10,994,199 shares of Common Stock of warrant to accredited investors for $6.880.","evidence_excerpt":"(i) pre-funded warrants (the “Cryptocurrency Pre-Funded Warrants”) to purchase 10,994,199 shares of Common Stock at an offering price of $6.880","evidence_source":"SEC 8-K Item 3.02/3.03","evidence_url":"https://www.sec.gov/Archives/edgar/data/1610853/000110465925091281/0001104659-25-091281-index.htm","confidence":0.9,"family_label":"Equity Issuances","details":[{"label":"Security","value":"warrant"},{"label":"Shares","value":"pre-funded warrants to purchase 10,994,199 shares of Common Stock"},{"label":"Purchaser","value":"accredited investors"},{"label":"Consideration","value":"$6.880"}],"fact_type":"equity_issuance"},{"claim_id":"4181e4fcd0127819b14952afa9766fdcde33d6fa","claim":"Solana Co: Increased authorized common stock to 800,000,000 shares via Certificate of Amendment (effective 2025-09-15).","evidence_excerpt":"On September 15, 2025, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to its Certificate of Incorporation (the “Certificate of Amendment”) to effect the Share Increase, which became effective as of September 15, 2025.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1610853/000110465925091281/0001104659-25-091281-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2025-09-15"}],"fact_type":"governance_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}