---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-26-012777"
form_type: "8-K"
ticker: "CRCW"
cik: "0001688126"
company_name: "Crypto Co"
filed_at: "2026-03-26T23:59:59+00:00"
generated_at: "2026-05-15T08:51:00.575301+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# The Crypto Company acquires Frame blockchain assets in milestone-based deal with no upfront cash

## Summary
- Acquired all Frame blockchain assets including IP, source code, and infrastructure via subsidiary Frame Intelligence.
- Consideration: 2.5% of outstanding stock at $100M market cap and $100M Frame valuation; additional tranches up to ~$50.5M.
- No TCC equity issued at closing and no upfront cash; $2M funding committed to Frame Intelligence within 120 days.
- Consulting agreement: $20k/month to Frame Holdings; Sean Docherty eligible as Chief Blockchain Officer and board seat.
- Prior executive officer equity interest in Frame Holdings; Board determined no material conflict.

## SEC filing metadata
- accession: 0001493152-26-012777
- form_type: 8-K
- ticker: CRCW
- cik: 0001688126
- company_name: Crypto Co
- filed_at: 2026-03-26T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 2.01, 3.02, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1688126/000149315226012777/0001493152-26-012777-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1688126/000149315226012777/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-26-012777
- JSON: https://secwatch.observer/filing/0001493152-26-012777.json
- Plain text: https://secwatch.observer/filing/0001493152-26-012777.txt

## Key facts
- M&A Transactions
  Crypto Co completed an acquisition involving Frame Holdings Ltd for up to approximately $50.5 million (closed 2026-03-23).
  - Action: acquisition
  - Counterparty: Frame Holdings Ltd
  - Consideration: up to approximately $50.5 million
  - Closing: 2026-03-23
  source text: ntelligence, LLC, a Nevada limited liability company (“Frame Intelligence”), Frame Holdings Ltd, an exempted Cayman Islands company (“Frame Holdings”), and Sean Docherty.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1688126/000149315226012777/0001493152-26-012777-index.htm
- Material Agreements
  Crypto Co entered into Consulting Agreement with Frame Holdings Ltd valued at $20,000 per month base compensation with potential increases tied to valuation milestones (effective 2026-03-20).
  - Action: entry
  - Agreement: asset purchase
  - Counterparty: Frame Holdings Ltd
  - Value: $20,000 per month base compensation with potential increases tied to valuation milestones
  - Effective: 2026-03-20
  source text: In connection with the Asset Purchase Agreement, the Company entered into a Consulting Agreement with Frame Holdings, effective as of March 20, 2026, pursuant to which Frame Holdings is to provide executive, strategic, technical, architectural, business-development, administrative, reporting, oversight, and related blockchain-related services to the Company and Frame Intelligence through its designee, Sean Docherty.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1688126/000149315226012777/0001493152-26-012777-index.htm
- Material Agreements
  Crypto Co entered into Asset Purchase Agreement with Frame Holdings Ltd valued at 2.5% of Common Stock upon milestone; additional potential value $50.5 million in tranches (effective 2026-03-20).
  - Action: entry
  - Agreement: asset purchase
  - Counterparty: Frame Holdings Ltd
  - Value: 2.5% of Common Stock upon milestone; additional potential value $50.5 million in tranches
  - Effective: 2026-03-20
  source text: On March 23, 2026, The Crypto Company (the “Company”) approved and authorized the execution of an Asset Purchase Agreement, dated as of March 20, 2026 (the “Asset Purchase Agreement”), by and among the Company, its wholly-owned subsidiary, Frame Intelligence, LLC, a Nevada limited liability company (“Frame Intelligence”), Frame Holdings Ltd, an exempted Cayman Islands company (“Frame Holdings”), and Sean Docherty.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1688126/000149315226012777/0001493152-26-012777-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.