Sphere 3D Corp. — fact timeline

Joel Block was appointed as Chief Executive Officer at Sphere 3D Corp..

“Joel Block, age 42, was appointed Sphere's Chief Executive Officer effective as of the Closing Date”

Timothy Hanley was appointed as Chairman at Sphere 3D Corp..

“Timothy Hanley, has been appointed Chairman”

Nicholas Gates was appointed as director at Sphere 3D Corp..

“Kurt Kalbfleisch, Marcus Dent, Joel Block and Nicholas Gates have been appointed to the Sphere Board”

Joel Block was appointed as director at Sphere 3D Corp..

“Kurt Kalbfleisch, Marcus Dent, Joel Block and Nicholas Gates have been appointed to the Sphere Board”

Marcus Dent was appointed as director at Sphere 3D Corp..

“Kurt Kalbfleisch, Marcus Dent, Joel Block and Nicholas Gates have been appointed to the Sphere Board”

Kurt Kalbfleisch was appointed as director at Sphere 3D Corp..

“Kurt Kalbfleisch, Marcus Dent, Joel Block and Nicholas Gates have been appointed to the Sphere Board”

Susan Harnett resigned as director at Sphere 3D Corp..

“Duncan McEwan and Susan Harnett resigned from the board of directors of Sphere”

Duncan McEwan resigned as director at Sphere 3D Corp..

“Duncan McEwan and Susan Harnett resigned from the board of directors of Sphere”

Sphere 3D Corp. shareholders approved Share Consolidation Proposal to consolidate Sphere Common Shares on a one-for-up-to-five basis at the 2026-05-15 meeting.

“On a vote taken regarding the Share Consolidation Proposal, it was declared that the shareholders approved a special resolution to approve an amendment to the Sphere Articles to potentially consolidate the Sphere Common Shares on a one Sphere Common Share for up to five Sphere Common Shares basis to become effective at an exact ratio and a date to be determined by the Sphere Board or, if the Arrangement is consummated prior to the effectuation of such Consolidation, the New Sphere Board.”

Sphere 3D Corp. shareholders approved Incentive Plan Proposal to amend the Sphere 3D Corp. 2025 Performance Incentive Plan to increase shares available from 639,252 to 2,139,252 at the 2026-05-15 meeting.

“On a vote taken regarding the Incentive Plan Proposal, it was declared that the shareholders approved an ordinary resolution to approve an amendment to the Sphere 3D Corp. 2025 Performance Incentive Plan to increase the number of Sphere Common Shares available for issuance under the Sphere Incentive Plan from 639,252 to 2,139,252, an increase of 1,500,000 shares, to, among other things, issue the Replacement Options and Replacement RSUs pursuant to the terms of the Arrangement Agreement.”

Sphere 3D Corp. shareholders approved Director Election Proposal to elect five nominees as directors to the New Sphere Board effective immediately following the Effective Time at the 2026-05-15 meeting.

“On a vote taken regarding the Director Election Proposal, it was declared that subject to the approval of the Board Size Proposal and effective upon the consummation of the transactions set forth in the Arrangement Agreement, the shareholders approved an ordinary resolution to elect the following five nominees as directors to the New Sphere Board effective immediately following the Effective Time.”

Sphere 3D Corp. shareholders approved Board Size Proposal to fix the number of directors at five as of the Effective Time at the 2026-05-15 meeting.

“On a vote taken regarding the Board Size Proposal, it was declared that subject to the approval of the Share Issuance Proposal and effective upon the consummation of the transactions set forth in the Arrangement Agreement, the shareholders approved an ordinary resolution to approve the fixing of the number of directors, within the minimum and maximum number of directors prescribed under the Sphere Articles, to five directors as of the Effective Time.”

Sphere 3D Corp. shareholders approved Share Issuance Proposal to approve issuance of Consideration Securities in exchange for Cathedra Shares and Cathedra Convertible Securities in connection with the Arrangement at the 2026-05-15 meeting.

“On a vote taken regarding the Share Issuance Proposal, it was declared that the shareholders approved an ordinary resolution to approve the issuance of the Consideration Securities to be issued to Cathedra Shareholders and Cathedra Convertible Security Holders in exchange for Cathedra Shares and Cathedra Convertible Securities in connection with the Arrangement.”

Sphere 3D Corp. reported first quarter of FY 2026 ended March 31, 2026 results: revenue $1.9 million, net income $4.1 million, or a net loss of $1.18 per share, EPS $1.18 per share.

“RESULTS • Bitcoin production during the first quarter of 2026 was 25.3 Bitcoin, compared to 30.5 Bitcoin for the first quarter of 2025. • The Company generated revenue of $1.9 million in the first quarter of 2026 compared to $2.8 million in the first quarter of 2025, primarily driven by a decrease in the fair value of Bitcoin during the period. Results were”

Sphere 3D Corp. shareholders approved Ratification of the Selection of Auditors - shareholders approved a resolution to appoint MaloneBailey LLP as auditors of Sphere 3D Corp. at the 2026-05-13 meeting.

“On a vote taken regarding the ratification of the selection of auditors, it was declared that the shareholders approved a resolution to appoint MaloneBailey LLP as auditors of Sphere 3D Corp. Voting results are as follows: Votes For Votes Withheld Broker Non-Votes 1,243,526 45,718 0”

Sphere 3D Corp. shareholders approved Election of Directors - shareholders approved a resolution to elect the following nominees as directors of Sphere 3D Corp. for the ensuing year or until their successors are duly elected or appointed. at the 2026-05-13 meeting.

“On a vote taken regarding the election of directors, it was declared that the shareholders approved a resolution to elect the following nominees as directors of Sphere 3D Corp. for the ensuing year or until their successors are duly elected or appointed. Voting results are as follows: Nominees Votes For Votes Withheld Broker Non-Votes Timothy Hanley 202,566 15,464 1,071,214 Susan Harnett 204,293 13,737 1,071,214 Duncan J. McEwan 202,808 15,222 1,071,214”

Sphere 3D Corp. shareholders approved Board Size - shareholders approved a resolution to set the size of the board at three members and to elect three directors. at the 2026-05-13 meeting.

“On a vote taken regarding board size, it was declared that the shareholders approved a resolution to set the size of the board at three members and to elect three directors. Voting results are as follows: Votes For Votes Against Broker Non-Votes 983,114 127,056 179,074”

Sphere 3D Corp. entered into Arrangement Agreement with Cathedra Bitcoin Inc. (effective 2026-03-05).

“On March 5, 2026, Sphere 3D Corp., a company existing under the laws of the Province of Ontario, Canada (" Sphere "), S3D Acquisition Corp., a company existing under the laws of the Province of British Columbia, Canada and a wholly-owned subsidiary of Sphere (" Amalco Sub "), and Cathedra Bitcoin Inc., a company existing under the laws of the Province of British Columbia, Canada (" Cathedra "), entered into an Arrangement Agreement (the " Arrangement Agreement ")”

Sphere 3D Corp. reported fiscal year ended December 31, 2025 results: revenue $11.2 million.

“Company mined 111.6 Bitcoin. As of December 31, 2025, the Company had a self-mined balance of 37.3 Bitcoin. FISCAL YEAR 2025 FINANCIAL RESULTS • The Company generated revenue of $11.2 million in fiscal year 2025 compared to $16.6 million in 2024, primarily due to the April 2024 halving event, and the process of removing our older mining equipment and replacing it with”

Sphere 3D Corp. received a nasdaq compliance regained notice regarding minimum bid price (rules 5550(a)(2)).

“February 26, 2026, the Company received written notice from Nasdaq informing the Company that it has regained compliance with Rule 5550(a)(2) and this matter is now closed. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: February 27, 2026 SPHERE 3D CORP. By: /s/ Kurt Kalbfleisch Kurt Kalbfleisch Chief Executive Officer and Chief Financial Officer”

Sphere 3D Corp.: Effected a 1-for-10 share consolidation of common shares via Articles of Amendment (effective 2026-02-09).

“On February 9, 2026, Sphere 3D Corp. (the "Company") filed Articles of Amendment (the "Amendment") to effectuate a share consolidation (the "Share Consolidation") of its issued and outstanding common shares in the ratio of 1-for-10.”

Sphere 3D Corp. issued up to 8,736,422 common shares of warrant to an accredited investor for $0.94 per share exercise price.

“offer letter (the "Inducement Agreement") with the Purchaser whereby the Company offered the Purchaser the ability to exercise its Existing Warrants at an exercise price of $0.94 per share. In addition, pursuant to the Inducement Agreement, the Company offered to issue new warrants (the "New Warrants") to purchase a number of shares equal to 200% of the”

Sphere 3D Corp. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“March 6, 2025, Sphere 3D Corp. ("the Company") received a notice from the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq") stating that the bid price of the Company's common shares for the last 30 consecutive trading days had closed below the minimum $1.00 per share required for continued listing under Listing Rule 5550(a)(2) (the "Listing Rule"). The Company has a period of 180 calendar days, or until September 2, 2025, to regain compliance with the Listing Rule. The notice from Nasdaq has no immediate effect on the listing or trading of the Company's common”

Sphere 3D Corp. shareholders approved Approval of Say-On-Pay Proposal at the 2024-05-15 meeting.

“On a vote taken regarding approval, on an advisory basis, of the compensation of our named executive officers, it was declared that the shareholders approved a resolution, on an advisory basis, of the compensation of our named executive officers.”

Sphere 3D Corp. shareholders approved Approval of the Second Amended and Restated 2015 Performance Incentive Plan at the 2024-05-15 meeting.

“On a vote taken regarding approval of the Second Amended and Restated 2015 Performance Incentive Plan, it was declared that the shareholders approved a resolution to approve the Second Amended and Restated 2015 Performance Incentive Plan which increases the maximum number of common shares that may be issued under the Plan by an additional 500,000 shares.”

Sphere 3D Corp. shareholders approved Ratification of the Selection of Auditors at the 2024-05-15 meeting.

“On a vote taken regarding the ratification of the selection of auditors, it was declared that the shareholders approved a resolution to appoint MaloneBailey LLP as auditors of Sphere 3D Corp.”

Sphere 3D Corp. shareholders approved Election of Directors at the 2024-05-15 meeting.

“On a vote taken regarding the election of directors, it was declared that the shareholders approved a resolution to elect the following nominees as directors of Sphere 3D Corp.”

Sphere 3D Corp. shareholders approved To Set the Number of the Directors at Four at the 2024-05-15 meeting.

“On a vote taken to set the size of the board, it was declared that the shareholders approved a resolution to set the size of the board at four members.”

Sphere 3D Corp. reported first fiscal quarter ended March 31, 2024 results: revenue $6.9 million, net income Net loss was $4.5 million, or a net loss of $0.27 per share, EPS a net loss of $0.27 per share.

“scale, today reported financial results for the first quarter of FY 2024 ended March 31, 2024. 2024 First Quarter Highlights and Recent Developments Revenue increased to $6.9 million during the quarter ended March 31, 2024. Sphere 3D mined 144.8 Bitcoin during the quarter ended March 31, 2024. Sphere 3D ended the quarter with 1.3 EH/s. CEO Comments “As we”

Sphere 3D Corp. reported fiscal year ended December 31, 2023 results: revenue $21.9 million, net income net loss available to common shareholders of $23.4 million, EPS net loss of $1.93 per share.

“not only existing operations, but on executing a plan to weather the halving anticipated in the second quarter of 2024." 2023 HIGHLIGHTS • Revenue increased by $15.8 million, to $21.9 million during the year ended December 31, 2023, due to an increase in revenues from our digital mining operation; • The Company mined 667 Bitcoin in 2023; • The Company ended the year”

Sphere 3D Corp. entered into Share Purchase Agreement with Joseph O'Daniel valued at nominal consideration for sale of HVE Inc.; additionally, $400,000 cash and shares to be paid to Mr. (effective 2023-12-28).

“On December 28, 2023, Sphere 3D Corp. (the " Company ") entered into a Share Purchase Agreement (the " SPA ") with Joseph O'Daniel, the Company's former President, in connection with the Company's strategic decision to transition out of its legacy business and into the cryptocurrency business. Pursuant to the SPA, the Company sold its wholly-owned subsidiary, HVE Inc. (" HVE "), including all liabilities, to Mr. O'Daniel for nominal consideration. In connection with entering into the SPA, on December 28, 2023, Joseph O'Daniel resigned from his position as President of the Company. In connection with Mr. O'Daniel's resignation from the Company, Mr. O'Daniel agreed that in place of a Retention Agreement previously entered into with Mr. O'Daniel that entitled Mr. O'Daniel to $533,802, Mr. O'Daniel will instead be entitled to $400,000 in a combination of cash and common shares of the Company, to be paid in three installments. In connection with Mr. O'Daniel's resignation, Mr. O'Daniel also”

Sphere 3D Corp. shareholders approved Appointment of Auditors at the 2023-12-05 meeting.

“On December 5, 2023, Sphere 3D Corp. (the "Company") held an Annual Meeting of Shareholders ("Meeting").”

Sphere 3D Corp. shareholders approved Election of Directors at the 2023-12-05 meeting.

“On December 5, 2023, Sphere 3D Corp. (the "Company") held an Annual Meeting of Shareholders ("Meeting").”

Sphere 3D Corp. reported nine months ended September 30, 2023 results: revenue $14.2 million, net income $14.6 million, EPS $1.29.

“Total revenue was $14.2 million the first nine months of 2023, compared to $4.6 million for the first nine months of 2022, an increase of 209%.”

Sphere 3D Corp. reported third quarter ended September 30, 2023 results: revenue $5.7 million, net income $6.3 million, EPS $0.50.

“Total revenue was $5.7 million, compared to $1.4 million for Q3 2022, an increase of 307%.”

Sphere 3D Corp. terminated Master Services Agreement with Gryphon Digital Mining, Inc. (effective 2023-10-06).

“On October 6, 2023, Sphere 3D Corp. ("Sphere") terminated, effective immediately, the Master Services Agreement between Sphere and Gryphon Digital Mining, Inc., dated August 10, 2021, as amended on December 29, 2021.”

Sphere 3D Corp. reported second quarter ended June 30, 2023 results: revenue $5.5 million, net income Net loss attributable to common shareholders was $4.8 million, or a net loss of $0.44 per share, EPS a net loss of $0.44 per share.

“scale, today reported financial results for the second quarter ended June 30, 2023. Q2 2023 Highlights and Recent Developments Revenue increased 189% year-over-year to $5.5 million. Mined 178.4 Bitcoin, representing a 381% increase year-over-year. As of June 30, 2023, the Company held 10.2 Bitcoin with a market value of $0.6 million. As of August 11, 2023,”

Sphere 3D Corp. amended Hertford Amendment with Hertford Advisors Ltd. and certain other parties (effective 2023-08-11).

“On August 11, 2023, the Company entered into an Amended and Restated Agreement (the " Hertford Amendment ") with Hertford Advisors Ltd. and certain other parties listed in the Hertford Amendment (together, the "Hertford Group"), which amends and restates in its entirety the purchase agreement between the Company and Hertford Advisors Ltd. dated July 31, 2021, as modified by the amendment to such agreement dated November 7, 2022 (together, the " Original Hertford Agreement ").”

Sphere 3D Corp. entered into Securities Purchase Agreement with two institutional accredited investors valued at $3,047,727 (effective 2023-08-11).

“On August 11, 2023, Sphere 3D Corp. (the " Company ") entered into a Securities Purchase Agreement, which we subsequently amended on August 23, 2023 (the " Purchase Agreement ") pursuant to which the Company expects, upon closing, to issue to two institutional accredited investors (the " Investors "), a total of 13,764 of the Company's Series H Preferred Shares (the " Series H Shares ") and a total of 1,966,292 Common Share Purchase Warrants (the " Warrants "), each of which will entitle the holder to purchase one common share of the Company (the " Warrant Shares "). Per the terms of the Purchase Agreement, upon closing, the Company expects to receive $3,047,727.”

Sphere 3D Corp. reported second quarter ended June 30, 2023 results: revenue $5.5 million, net income Net loss attributable to common shareholders was $4.8 million, or a net loss of $0.44 per share.

“scale, today reported financial results for the second quarter ended June 30, 2023. Q2 2023 Highlights and Recent Developments Revenue increased 189% year-over-year to $5.5 million. Mined 178.4 Bitcoin, representing a 381% increase year-over-year. As of June 30, 2023, the Company held 10.2 Bitcoin with a market value of $0.6 million. As of August 11, 2023,”

Sphere 3D Corp. terminated LDA Agreement with LDA Capital Limited valued at $1,000,000 (effective 2023-08-14).

“On August 14, 2023, in accordance with the terms of the LDA Agreement, the Company repaid the full amount of the LDA Note.”

Sphere 3D Corp. amended Amended and Restated Agreement with Hertford Advisors Ltd. and certain other parties listed in the Hertford Amendment (together, the "Hertford Group") (effective 2023-08-11).

“the Company entered into an Amended and Restated Agreement (the " Hertford Amendment ") with Hertford Advisors Ltd. and certain other parties listed in the Hertford Amendment (together, the “Hertford Group”), which amends and restates in its entirety the purchase agreement between the Company and Hertford Advisors Ltd. dated July 31, 2021, as modified by the amendment to such agreement dated November 7, 2022 (together, the " Original Hertford Agreement ").”

Sphere 3D Corp. entered into Securities Purchase Agreement with two institutional accredited investors valued at $3,500,000 (effective 2023-08-11).

“Sphere 3D Corp. (the " Company ") entered into a Securities Purchase Agreement (the " Purchase Agreement ") pursuant to which the Company issued to two institutional accredited investors (the " Investors "), a total of 13,764 of the Company's Series H Preferred Shares (the " Series H Shares ") and a total of 1,966,292 Common Share Purchase Warrants (the " Warrants "), each of which entitled the holder to purchase one common share of the Company (the " Warrant Shares "). Per the terms of the Purchase Agreement, the Company will receive $3,500,000.”

Sphere 3D Corp. received a nasdaq compliance regained notice regarding minimum bid price (rules 5550(a)(2)).

“July 14, 2023, the Company received written notice from Nasdaq informing the Company that it has regained compliance with Rule 5550(a)(2) and this matter is now closed. On July 17, 2023, the Company issued a press release disclosing the listing notification letter from Nasdaq. The information contained in the press release is incorporated herein by reference and furnished as Exhibit 99.1.”

Sphere 3D Corp.: Articles of Amendment filed to effect a 1-for-7 share consolidation of common shares (effective 2023-06-28).

“On June 28, 2023, Sphere 3D Corp. (the "Company") filed Articles of Amendment to effectuate a share consolidation (the "Share Consolidation") of its issued and outstanding common shares on a 1-for-7 basis.”

Sphere 3D Corp. shareholders approved LDA Transaction at the 2023-06-23 meeting.

“4. LDA Transaction On a vote taken regarding approval of the LDA Transaction, it was declared that the shareholders approved a resolution to approve the issuance and sale of a senior convertible promissory note in the principal amount of $3,000,000 and common share purchase warrants granting the right to acquire 3,191,489 common shares to LDA Capital Limited. Voting results are as follows: Votes For Votes Withheld Broker Non-Votes Abstentions 9,764,381 1,524,231 18,626,772 47,351,211”

Sphere 3D Corp. shareholders approved By-law Amendment at the 2023-06-23 meeting.

“3. By-law Amendment On a vote taken regarding amendment of the By-laws of the Company, it was declared that the shareholders approved a resolution authorizing an amendment of the By-laws of the Company. Voting results are as follows: Votes For Votes Withheld Broker Non-Votes Abstentions 13,137,822 1,528,992 15,248,570 47,351,211”

Sphere 3D Corp. shareholders approved Name Change at the 2023-06-23 meeting.

“2. Name Change On a vote taken regarding a name change of the Company, it was declared that the shareholders approved a special resolution authorizing an amendment of the Articles of the Company providing for a change of name of the Company. Voting results are as follows: Votes For Votes Withheld Broker Non-Votes Abstentions 27,777,858 2,137,526 — 47,351,211”

Sphere 3D Corp. shareholders approved Share Consolidation at the 2023-06-23 meeting.

“1. Share Consolidation On a vote taken regarding a consolidation of the common shares of the Company, it was declared that the shareholders approved a special resolution to amend the Articles of the Company to potentially consolidate the Company’s common shares. Voting results are as follows: Votes For Votes Withheld Broker Non-Votes Abstentions 12,271,709 2,395,105 15,248,570 47,351,211”

Sphere 3D Corp. reported first fiscal quarter ended March 31, 2023 results: revenue $3.0 million, net income $3.5 million, EPS $0.05 per share.

“First Quarter FY 2023 Financial Results: • Bitcoin production during the first quarter of 2023 was 110.25 coins, compared to 18.15 coins for the first quarter of 2022. • Revenue was $3.0 million, compared to $1.4 million for the first quarter of 2022, an increase of 114%. • Operating costs and expenses for the quarter were $6.8 million, compared to $16.5 million for the first quarter of 2022, a reduction of 59%. • Other income (expense), net, for the period totaled $0.3 million, compared to $0.5 million, net, of other income, for the first quarter of 2022. • Digital mining revenue for the first quarter was $2.5 million, compared to $0.7 million for the first quarter of 2022, an increase of 257%. • Depreciation and amortization was $1.0 million, compared to $6.4 million for the first quarter of 2022. • Net loss from operations was $3.5 million, or a net loss of $0.05 per share, compared to a net loss from operations of $14.6 million, or a net loss of $0.23 per share, for the first quart”