--- 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" generated_at: "2026-05-17T06:15:10.228074+00:00" event_type: "other_material" sentiment: "positive" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # HSDT closes >$500M private placement to launch SOL treasury; appoints Joseph Chee as Executive Chairman ## Summary - 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. ## SEC filing metadata - 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 - event_type: other_material - sentiment: positive - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 1.01, 3.02, 5.02, 5.03, 7.01, 9.01 - 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 ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-25-091281 - JSON: https://secwatch.observer/filing/0001104659-25-091281.json - Plain text: https://secwatch.observer/filing/0001104659-25-091281.txt ## Key facts - Equity Issuances 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. - Security: warrant - Shares: stapled warrants to purchase 10,994,199 shares of Common Stock - Purchaser: accredited investors - Consideration: $10.134 per underlying Share source text: (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_url: https://www.sec.gov/Archives/edgar/data/1610853/000110465925091281/0001104659-25-091281-index.htm - Equity Issuances Solana Co issued 37,825,277 shares of common stock to accredited investors for $6.881 per share. - Security: common stock - Shares: 37,825,277 shares - Purchaser: accredited investors - Consideration: $6.881 per share source text: 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_url: https://www.sec.gov/Archives/edgar/data/1610853/000110465925091281/0001104659-25-091281-index.htm - Equity Issuances 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. - Security: warrant - Shares: pre-funded warrants to purchase 25,121,713 shares of Common Stock - Purchaser: accredited investors - Consideration: $6.880 per underlying share source text: (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_url: https://www.sec.gov/Archives/edgar/data/1610853/000110465925091281/0001104659-25-091281-index.htm - Equity Issuances 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. - Security: warrant - Shares: stapled warrants to purchase 62,946,990 shares of Common Stock - Purchaser: accredited investors - Consideration: $10.134 per underlying share source text: (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_url: https://www.sec.gov/Archives/edgar/data/1610853/000110465925091281/0001104659-25-091281-index.htm - Equity Issuances Solana Co issued pre-funded warrants to purchase 10,994,199 shares of Common Stock of warrant to accredited investors for $6.880. - Security: warrant - Shares: pre-funded warrants to purchase 10,994,199 shares of Common Stock - Purchaser: accredited investors - Consideration: $6.880 source text: (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_url: https://www.sec.gov/Archives/edgar/data/1610853/000110465925091281/0001104659-25-091281-index.htm - Governance Changes Solana Co: Increased authorized common stock to 800,000,000 shares via Certificate of Amendment (effective 2025-09-15). - Change: charter amendment - Effective: 2025-09-15 source text: 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_url: https://www.sec.gov/Archives/edgar/data/1610853/000110465925091281/0001104659-25-091281-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.