FORUM MARKETS Inc reported the first quarter ended March 31, 2026 results: revenue $2.9 million. Guidance lowered.
“First Quarter 2026 GAAP Financial Highlights (in millions) For the Quarter Ended March 31, 2026 Revenue $ 2.9 Gross Profit $ 2.9 Cash and Cash Equivalents $ 65.9 ● Revenue of $2.9 million, driven primarily by aircraft engine lease revenue of $1.1 million, staking revenue of $1.8 million ● Net loss from Continuing Operations of $77.5 million, primarily”
Governance Changes
FORUM MARKETS Inc: Elimination of Series B Convertible Preferred Stock designation via Certificate of Elimination (effective 2026-04-24).
“On April 23, 2026, Forum Markets, Incorporated (the “ Company ”) filed a Certificate of Elimination (the “ Certificate of Elimination ”) with the Secretary of State of the State of Delaware, effecting the elimination of the Designations, Preferences, Limitations and Relative Rights of Its Series B Convertible Preferred Stock (the “ Certificate of Designations ”), previously filed by the Company with the Secretary of State of the State of Delaware on September 20, 2024.”
Material Agreements
FORUM MARKETS Inc amended Second Amended and Restated Sales Agreement with Clear Street LLC and TCBI Securities, Inc., doing business as Texas Capital Securities (effective 2026-04-08).
“On April 8, 2026, the Company entered into a Second Amended and Restated Sales Agreement (the “ Second Amended and Restated Sales Agreement ”) with the Agents to cease all sales of Common Stock pursuant to the WKSI Registration Statement and WKSI Prospectus Supplement and to transition the program back to the June Registration Statement and Initial Prospectus Supplement.”
Earnings Releases
FORUM MARKETS Inc updated its the fourth quarter and full year ended December 31, 2025 guidance (initiated).
“On March 31, 2026, Forum Markets, Incorporated (the “ Company ”) issued a press release announcing its financial results for the fiscal quarter and year ended December 31, 2025.”
Material Agreements
FORUM MARKETS Inc entered into Purchase Commitment with Zippy Loans, LLC valued at $15,000,000 (effective 2026-03-23).
“EMM and Zippy Loans entered into the first Purchase Commitment under the MLPA (the “ Purchase Commitment ”), covering the period from March 23, 2026 through June 30, 2026, with a commitment amount of up to $15,000,000.”
Material Agreements
FORUM MARKETS Inc entered into Master Loan Servicing Agreement with Zippy Loans, LLC (effective 2026-03-23).
“a Master Loan Servicing Agreement (the “ MLSA ”) with Zippy Loans, LLC, a Delaware limited liability company (“ Zippy Loans ”).”
Material Agreements
FORUM MARKETS Inc entered into Master Loan Purchase Agreement with Zippy Loans, LLC valued at $150,000,000 over a five-year term (effective 2026-03-23).
“On March 23, 2026, Forum Markets, Incorporated (the “ Company ”), through its wholly-owned subsidiary ETHZilla Modular Mortgage LLC, a Florida limited liability company (“ EMM ”), entered into a Master Loan Purchase Agreement (the “ MLPA ”)”
Material Agreements
FORUM MARKETS Inc entered into Warehouse Facility Agreement with Anchored Finance, LLC valued at $10,000,000 (effective 2026-03-05).
“Company”), entered into a Warehouse Facility Agreement, dated as of March 3, 2026 (the “WFA”), with Anchored Finance, LLC, a Connecticut limited liability company (“Anchored Finance”), pursuant to which ETHZilla Auto”
Governance Changes
FORUM MARKETS Inc: Changed company name from ETHZilla Corporation to Forum Markets, Incorporated (effective 2026-02-25).
“On February 24, 2026, Forum Markets, Incorporated (previously known as ETHZilla Corporation) (the “Company”) filed with the Secretary of State of the State of Delaware a Certificate of Amendment”
Governance Changes
FORUM MARKETS Inc: Adopted Fourth Amended and Restated Bylaws enhancing stockholder nomination and proposal procedures, expanding Board authority over meetings, adding a federal forum selection provision, and making technical updates to conform to Delaware law (effective 2026-02-11).
“On February 11, 2026, the board of directors (the “ Board ”) of ETHZilla Corporation (the “ Company ”) adopted, by unanimous written consent, the Fourth Amended and Restated Bylaws of the Company (the “ Amended and Restated Bylaws ”), which became effective as of such date.”
Material Agreements
FORUM MARKETS Inc entered into Zippy Loan Purchase Agreement with Zippy Manufactured Home Credit Fund I L.P. valued at $4,674,595 (effective 2026-01-30).
“Zippy Loan Purchase Agreement and Assignment On January 30, 2026, ETHZilla Corporation (the “ Company ”, “ we ” and “ us ”) , through its newly formed wholly-owned”
M&A Transactions
FORUM MARKETS Inc completed an acquisition involving Avean Engine Solutions, LLC, an affiliate of Aero Engine Solutions, Inc. for $12.2 million (closed 2026-01-17).
“Solutions, Inc., pursuant to the terms of an Engine Sale and Purchase Agreement dated January 12, 2026 (the “Purchase Agreement”). The Engines were acquired for an aggregate of $12.2 million, which was payable in cash, less certain deposits previously paid, and subject to adjustments which provided for the economic closing date to be September 30, 2025. The Engines”
Material Agreements
FORUM MARKETS Inc entered into Zippy Purchase Agreement with Zippy, Inc. valued at $5 million in cash and 1,333,332 shares of common stock with an agreed value of approximately $14 mi (effective 2025-12-09).
“Item 1.01 Entry into a Material Definitive Agreement. On December 9, 2025, ETHZilla Corporation (the “ Company ”, “ we ” and “ us ”), entered into (i) a Series B-3 Preferred Stock Purchase Agreement (the “ Zippy Purchase Agreement ”) with Zippy, Inc., a Delaware corporation (“ Zippy ”); (ii) separate Stock Purchase Agreements (the “ Zippy Stock Purchase Agreements ”) with certain stockholders of Zippy (the “ Zippy Stockholders ”); (iii) a Registration Rights Agreement with Zippy and the Zippy Stockholders (the “ Registration Rights Agreement ”); (iv) a Third Amended and Restated Investors’ Rights Agreement with Zippy and certain significant investors and stockholders of Zippy (the “ Major Holders ” and the “ Zippy Rights Agreement ”); (v) a Third Amended and Restated Right of First Refusal and Co-Sale Agreement with Zippy and the Major Holders (the “ Zippy ROFR Agreement ”); and (vi) a Third Amended and Restated Voting Agreement with Zippy and the Major Holders (the “ Zippy Voting Agre”
Equity Issuances
FORUM MARKETS Inc issued 2,905,064 shares of its Series B-3 Preferred Stock of preferred stock to Zippy, Inc. for $5 million in cash; and 1,333,332 shares of our common stock with an agreed value of approximately $14 million, based on a price per share of $10.50.
“Pursuant to the Zippy Purchase Agreement, Zippy sold us 2,905,064 shares of its Series B-3 Preferred Stock (the “ Zippy Series B-3 Shares ”) representing 13.492% of Zippy’s fully-diluted capitalization in consideration for (a) $5 million in cash; and (b) 1,333,332 shares of our common stock (the “ Zippy Shares ”) with an agreed value of approximately $14 million, based on a price per share of $10.50 (the “ Per-Share Price ”).”
M&A Transactions
FORUM MARKETS Inc completed an acquisition involving Zippy, Inc. (closed 2025-12-09).
“The Zippy Securities were acquired on December 9, 2025, upon the Closing, as discussed in greater detail in Item 1.01, above”
Material Agreements
FORUM MARKETS Inc entered into Karus Series A Preferred Stock Rights Agreement with Karus and certain significant stockholders of Karus valued at Sets forth rights of Karus Series A Preferred Stock including liquidation preference, conversion rig (effective 2025-12-02).
“On December 2, 2025, ETHZilla Corporation (the “ Company ”, “ we ” and “ us ”), entered into (i) a Purchase and Subscription Agreement (the “ Karus Purchase Agreement ”) with Karus Inc., a Delaware corporation (“ Karus ”), (ii) separate Stock Purchase Agreements (the “ Karus Stock Purchase Agreements ”) with certain stockholders of Karus (the “ Karus Stockholders ”); and (iii) a Series A Preferred Stock Rights Agreement with Karus and certain significant stockholders of Karus (the “ Key Holders ”, and the “ Karus Rights Agreement ”).”
Material Agreements
FORUM MARKETS Inc entered into Karus Stock Purchase Agreements with certain stockholders of Karus valued at 181,488 shares of common stock valued at $2 million for 310,945 shares of Karus common stock and 44, (effective 2025-12-02).
“On December 2, 2025, ETHZilla Corporation (the “ Company ”, “ we ” and “ us ”), entered into (i) a Purchase and Subscription Agreement (the “ Karus Purchase Agreement ”) with Karus Inc., a Delaware corporation (“ Karus ”), (ii) separate Stock Purchase Agreements (the “ Karus Stock Purchase Agreements ”) with certain stockholders of Karus (the “ Karus Stockholders ”); and (iii) a Series A Preferred Stock Rights Agreement with Karus and certain significant stockholders of Karus (the “ Key Holders ”, and the “ Karus Rights Agreement ”).”
Material Agreements
FORUM MARKETS Inc entered into Karus Purchase Agreement with Karus Inc. valued at $3 million cash and 453,721 shares of common stock valued at $5 million for 1,421,464 shares of Karu (effective 2025-12-02).
“On December 2, 2025, ETHZilla Corporation (the “ Company ”, “ we ” and “ us ”), entered into (i) a Purchase and Subscription Agreement (the “ Karus Purchase Agreement ”) with Karus Inc., a Delaware corporation (“ Karus ”), (ii) separate Stock Purchase Agreements (the “ Karus Stock Purchase Agreements ”) with certain stockholders of Karus (the “ Karus Stockholders ”); and (iii) a Series A Preferred Stock Rights Agreement with Karus and certain significant stockholders of Karus (the “ Key Holders ”, and the “ Karus Rights Agreement ”).”
M&A Transactions
FORUM MARKETS Inc completed an acquisition involving Satschel, Inc. for $5 million in cash and 556,174 shares of common stock with an agreed value of $10 million (closed 2025-10-22).
“Agreement, Satschel sold us shares of its Class A Common Stock representing 15% of its fully-diluted capitalization (the “ Satschel Securities ”), in consideration for (a) $5 million in cash; and (b) 556,174 shares of our common stock with an agreed value of $10 million, which are subject to a six month lock-up (the “ Satschel Shares ”). The Purchase”
Governance Changes
FORUM MARKETS Inc: Certificate of Amendment to Second Amended and Restated Certificate of Incorporation to effect a 1-for-10 reverse stock split (effective 2025-10-20).
“On October 14, 2025, we filed a Certificate of Amendment to our Second Amended and Restated Certificate of Incorporation, as amended (the “ Certificate of Amendment ”) with the Secretary of State of the State of Delaware to effect the Reverse Stock Split.”
Governance Changes
FORUM MARKETS Inc: Increased authorized shares of common stock from 1,000,000,000 to 5,000,000,000 via Certificate of Amendment to Second Amended and Restated Certificate of Incorporation (effective 2025-10-08).
“On October 8, 2025, we filed a Certificate of Amendment to our Second Amended and Restated Certificate of Incorporation, as amended (the “ Certificate of Amendment ”) with the Secretary of State of the State of Delaware to increase the Company’s authorized number of shares of common stock, par value $0.0001 per share from one billion (1,000,000,000) shares to five billion (5,000,000,000) shares, which became effective when filed on October 8, 2025.”
Equity Issuances
FORUM MARKETS Inc issued convertible note.
“the Company and the Investor agreed to partially waive and modify certain terms of the Existing Convertible Notes and the Securities Purchase Agreement, including: (i) to reduce the interest rate from 4% to 2% (ii) permitting the Company to Stake (as defined in the Security Purchase Agreement) the collateral held in the Company’s crypto control accounts, (iii) allowing the Company to use the yield of any cash held in the controlled accounts (less the accrued and unpaid interest on the Convertible Notes and any other amounts then due and payable to the Investor), in the ordinary course of business, and (iv) to permit one or more additional subsequent placements (not including any variable rate transaction) solely consisting of the sale of common stock (x) with gross proceeds not in excess of an aggregate of $1 billion, subject to certain pre-requisites, or (y) at any time if such applicable purchase price exceeds $4.00 (as adjusted for stock splits, stock dividends, stock combinations,”
Equity Issuances
FORUM MARKETS Inc issued convertible note to an institutional investor for aggregate principal amount of $350 million in exchange for cash equal to 97.25% of the New Principal Amount.
“The New Convertible Notes were sold to the Investors on September 23, 2025 (the “ Effective Date ”), in the aggregate principal amount of $350 million (the “ New Principal Amount ”) in exchange for cash equal to 97.25% of the New Principal Amount (the “ New Debt Financing ”).”
Debt Financings
FORUM MARKETS Inc amended convertible notes of same $156,250,000 aggregate principal amount (Existing Convertible Notes); plus New $350 million New Convertible Notes with investment funds managed by an institutional investor at reduced from 4% to 2% maturing September 23, 2028 (for New Convertible Notes).
“”), under which the Company agreed to sell and issue to the Investor senior secured convertible notes (the “ Existing Convertible Notes ”) in aggregate principal amount of $156,250,000 (the “ Original Principal Amount ”) in exchange for cash equal to 96.0% of the Original Principal Amount (the “ Original Debt Financing ”). On September 21, 2025, the Company”
Debt Financings
FORUM MARKETS Inc incurred convertible notes of $350 million with investment funds managed by an institutional investor at 2.00% per annum through the maturity date, increasing to 18.0% per annum upon an maturing September 23, 2028.
“The New Convertible Notes were sold to the Investors on September 23, 2025 (the " Effective Date "), in the aggregate principal amount of $350 million (the " New Principal Amount ") in exchange for cash equal to 97.25% of the New Principal Amount (the " New Debt Financing ").”
Equity Issuances
FORUM MARKETS Inc issued convertible note.
“the Company and the Investor agreed to partially waive and modify certain terms of the Existing Convertible Notes and the Securities Purchase Agreement”
Equity Issuances
FORUM MARKETS Inc issued 114,754,098 shares of common stock of convertible note to investment funds managed by an institutional investor for cash equal to 97.25% of the New Principal Amount.
“The New Convertible Notes were sold to the Investors on September 22, 2025, in the aggregate principal amount of $350 million (the “ New Principal Amount ”) in exchange for cash equal to 97.25% of the New Principal Amount (the “ New Debt Financing ”). The Company closed the New Debt Financing simultaneously with the signing of the Amendment Agreement (the “ Effective Date ”). The New Convertible Notes were issued in a private placement in reliance upon an exemption from registration provided by Section 4(a)(2) of the Securities Act.”
Debt Financings
FORUM MARKETS Inc amended convertible notes with investment funds managed by an institutional investor at reduced from 4% to 2%.
“the Company and the Investor agreed to partially waive and modify certain terms of the Existing Convertible Notes and the Securities Purchase Agreement, including: (i) to reduce the interest rate from 4% to 2%”
Debt Financings
FORUM MARKETS Inc incurred convertible notes of $350 million with investment funds managed by an institutional investor at 2.00% per annum maturing August 8, 2028.
“New Convertible Notes were sold to the Investors on September 22, 2025, in the aggregate principal amount of $350 million”
Debt Financings
FORUM MARKETS Inc incurred convertible notes of aggregate principal amount of $156,250,000 with investment funds managed by an institutional investor at 0.00% per annum for the first six months, and 4.00% per annum for the following maturing the third year anniversary of the issuance date of the Convertible Notes.
““ Investor ”), under which the Company agreed to sell and issue to the Investor senior secured convertible notes (the “ Convertible Notes ”) in aggregate principal amount of $156,250,000 (the “ Principal Amount ”) in exchange for cash equal to 96.0% of the Principal Amount (the “ Debt Financing ”). The Company closed the Debt Financing simultaneously with the”
Governance Changes
FORUM MARKETS Inc: Amended and Restated Bylaws to reflect the name change to ETHZilla Corporation (effective 2025-08-18).
“the Board approved an amendment to the Company’s Second Amended and Restated Bylaws solely to reflect the Name Change (the “ Amended and Restated Bylaws ”). The Amended and Restated Bylaws will become effective immediately after the Name Change on August 18, 2025.”
Governance Changes
FORUM MARKETS Inc: Company name changed to ETHZilla Corporation via Certificate of Amendment to the Charter (effective 2025-08-18).
“On August 12, 2025, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment (the “ Certificate of Amendment ”) to the Charter, which will effect the Name Change at 12:01 a.m. on August 18, 2025.”
Debt Financings
FORUM MARKETS Inc incurred convertible notes of aggregate principal amount of $156,250,000 with investment funds managed by an institutional investor at 0.00% per annum for the first six months, and 4.00% per annum for the following maturing the third year anniversary of the issuance date of the Convertible Notes.
““ Investor ”), under which the Company agreed to sell and issue to the Investor senior secured convertible notes (the “ Convertible Notes ”) in aggregate principal amount of $156,250,000 (the “ Principal Amount ”) in exchange for cash equal to 96.0% of the Principal Amount (the “ Debt Financing ”). The Company closed the Debt Financing simultaneously with the”
Governance Changes
FORUM MARKETS Inc: Increased authorized shares of common stock from 100,000,000 to 1,000,000,000 (effective 2025-07-24).
“On July 24, 2025, at the Annual Meeting of the Company, the stockholders of the Company approved, among other things, an amendment to the Company’s Second Amended and Restated Certificate of Incorporation to increase the Company’s authorized number of shares of common stock from one hundred million (100,000,000) shares to one billion (1,000,000,000) shares”
Jay Goodman resigned as Director at FORUM MARKETS Inc.
“Resignation of Jay Goodman”
Blair Jordan changed role as Principal Accounting/Financial Officer at FORUM MARKETS Inc.
“As a result of the Appointment, Blair Jordan, the Chief Executive Officer (Principal Executive Officer) of the Company, who had served as the Principal Accounting/Financial Officer of the Company since October 16, 2024, stepped down from such role, also effective on February 15, 2025.”
Eric R. Van Lent was appointed as Chief Accounting Officer at FORUM MARKETS Inc.
“Effective on February 15, 2025, the Board of Directors of 180 Life Sciences Corp. (the “ Company ”, “ we ” and “ us ”), appointed Eric R. Van Lent as the Chief Accounting Officer (Principal Accounting/Financial Officer) of the Company (the “ Appointment ”), which Appointment was effective as of the same date.”
Blair Jordan was appointed as Chief Executive Officer at FORUM MARKETS Inc.
“approved the appointment of Mr. Blair Jordan as Chief Executive Officer of the Company (previously Mr. Jordan was Interim Chief Executive Officer of the Company)”
Ryan Smith was appointed as Lead Independent Director at FORUM MARKETS Inc.
“appointed independent director Ryan Smith, as Lead Independent Director of the Company”
M&A Transactions
FORUM MARKETS Inc underwent a change of control involving Elray Resources, Inc. (closed 2024-12-27).
“As a result of the voting rights associated with the Series B Convertible Preferred Stock, effective on December 27, 2024, Elray Resources, Inc., the holder of all 1,000,000 outstanding shares of Series B Convertible Preferred Stock, obtained the right to vote 1,813,000 total voting shares pursuant to its ownership of the Series B Convertible Preferred Stock, on all stockholder matters, representing 36.3% of the Company’s outstanding voting shares”
Jay Goodman was appointed as Director at FORUM MARKETS Inc.
“Effective October 24, 2024, the Board of Directors of 180 Life Sciences Corp. (the “ Company ”, “ we ” and “ us ”) appointed Jay Goodman (the “ Appointee ” and the “ Appointment ”) as a member of the Board of Directors (“ Board ”), which Appointment was effective as of the same date.”
Governance Changes
FORUM MARKETS Inc: Filed Certificate of Designations for Series B Convertible Preferred Stock, designating 1,000,000 shares with specific voting, dividend, liquidation, and conversion rights (effective 2024-09-30).
“On September 30, 2024, in contemplation of the closing of the transactions contemplated by the Purchase Agreement, and pursuant to the power provided to the Company by the Certificate of Incorporation of the Company, as amended, the Company’s Board of Directors approved the adoption of, and filing of, a Certificate of Designations of 180 Life Sciences Corp. Establishing the Designations, Preferences, Limitations and Relative Rights of Its Series B Convertible Preferred Stock (the “ Series B Designation ”), which was filed with, and became effective with, the Secretary of State of Delaware on the same date.”
M&A Transactions
FORUM MARKETS Inc completed an acquisition involving Elray Resources, Inc. for 1,000,000 shares of newly designated Series B Convertible Preferred Stock and warrants to purchase 3,000,000 shares of common stock (closed 2024-09-30).
“Purchase Agreement, Elray agreed to sell us certain source code and intellectual property relating to an online blockchain casino (the “ Purchased Assets ”) in consideration for 1,000,000 shares of newly designated Series B Convertible Preferred Stock (the “ Preferred Stock ”, and the shares of common stock issuable upon conversion thereof, the “ Conversion Shares”
Omar Jimenez was appointed as Chief Financial Officer and Secretary at FORUM MARKETS Inc.
“On September 11, 2024, the Board resolved to appoint Mr. Omar Jimenez, a current member of the Board, as Chief Financial Officer (Principal Financial/Accounting Officer) and Secretary, to fill the vacancy left by Mr. Pamir’s departure, effective on September 30, 2024.”
Ozan Pamir resigned as Chief Financial Officer and Secretary at FORUM MARKETS Inc.
“On September 10, 2024, Mr. Ozan Pamir, the Chief Financial Officer (Principal Financial/Accounting Officer) and Secretary of 180 Life Sciences Corp. (the “Company ", “we” and “us”), tendered his resignation to the board of directors of the Company (the “Board”), effective September 30, 2024.”
Listing & Compliance Notices
FORUM MARKETS Inc received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)).
“November 15, 2023, the Listing Qualifications department (the “ Staff ”) of The Nasdaq Stock Market LLC (“ Nasdaq ”) notified 180 Life Sciences Corp. (the “ Company ”, “ we ” and “ us ”) that we did not comply with the minimum $2,500,000 stockholders’ equity requirement for continued listing set forth in Nasdaq Listing Rule 5550(b) (the “ Rule ”). Nasdaq provided the Company until January 2, 2024 to submit to Nasdaq a plan to regain compliance. We submitted the plan to regain compliance in a timely manner, and on January 11, 2024, Nasdaq advised the Company that it has determined to grant the”
Dr. Jonathan Rothbard resigned as Chief Scientific Officer at FORUM MARKETS Inc.
“On May 7, 2024, Dr. Jonathan Rothbard resigned as Chief Scientific Officer of the Company effective the same date.”
Dr. James N. Woody resigned as Chief Executive Officer (Principal Executive Officer) at FORUM MARKETS Inc.
“On May 7, 2024, Dr. James N. Woody resigned as Chief Executive Officer (Principal Executive Officer), and as a member of the Board of Directors, of 180 Life Sciences Corp. (the “ Company ”, “ we ” and “ us ”) effective the same date”
Auditor Changes
FORUM MARKETS Inc engaged M&K CPA's, PLLC as its auditor.
“the Company engaged M&K CPA’s, PLLC (“ M&K CPAs ”), as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024, effective immediately”
Auditor Changes
FORUM MARKETS Inc dismissed Marcum LLP as its auditor.
“the Company dismissed Marcum LLP (“ Marcum ”) as the Company’s independent registered public accounting firm, effective immediately”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.