UPEXI, INC. shareholders approved Ratification of Independent Registered Public Accounting Firm at the 2026-06-15 meeting.
“Proposal 2 — Ratification of Independent Registered Public Accounting Firm The shareholders ratified the appointment of GBQ Partners LLC as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2026. The votes cast were as follows: Votes For Votes Against Abstentions 28,687,393 299,821 226,935”
Shareholder Votes
UPEXI, INC. shareholders approved Election of Directors at the 2026-06-15 meeting.
“Proposal 1 — Election of Directors Stockholders elected all of the Company’s nominees for director for one-year terms expiring at the next annual meeting of stockholders. The voting results were as follows: Nominee Votes For % For Votes Withheld % Withheld Allan Marshall 8,393,207 91.78 % 751,336 8.22 % Andrew J. Norstrud 8,498,007 92.93 % 646,536 7.07 % Gene Salkind 8,264,749 90.38 % 879,794 9.62 % Lawrence Dugan 8,244,570 90.16 % 899,973 9.84 % Thomas Williams 8,261,085 90.34 % 883,458 9.66 % Each of the foregoing nominees received a plurality of the votes cast and was duly elected as a director of the Company.”
Earnings Releases
UPEXI, INC. reported fiscal third quarter ended March 31, 2026 results: revenue approximately $4.6 million, net income $109.3 million, or $1.67 per share, EPS $1.67 per share.
“the network that we believe will revolutionize global finance.” Financial Highlights for the Quarter Ended March 31, 2026 · Total revenue for the quarter was approximately $4.6 million, compared to $3.2 million for the same quarter ended March 31, 2025. · Gross profit totaled $4.4 million, up 179% year-over-year, due to the addition of the digital asset”
Material Agreements
UPEXI, INC. amended Amended Warrant with the Purchaser.
“Effective upon the closing of the Offering, such warrants were amended (the “Amended Warrant”) to reduce the exercise price from $4.00 per share to $2.83 per share and to reduce the redemption price trigger from $8.50 per share to $7.00 per share.”
Material Agreements
UPEXI, INC. entered into Placement Agency Agreement with A.G.P./Alliance Global Partners (effective 2026-02-06).
“the Company entered into a Placement Agency Agreement, dated February 6, 2026 (the “Placement Agency Agreement”) with A.G.P./Alliance Global Partners (“A.G.P” or the “Placement Agent”), which acted as the exclusive placement agent on a reasonable best efforts basis.”
Material Agreements
UPEXI, INC. entered into Purchase Agreement with a single institutional investor valued at approximately $7.4 million (effective 2026-02-06).
“On February 6, 2026, Upexi, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with a single institutional investor (the “Purchaser”) for the issuance and sale of 6,337,000 shares (the “Shares”) of the Company’s common stock, par value $0.00001 per share (the “Common Stock”) and accompanying warrants (the “Warrants”)”
Material Agreements
UPEXI, INC. terminated Common Stock Purchase Agreement dated July 25, 2025 with A.G.P./Alliance Global Partners valued at Terminated for convenience (effective 2026-02-12).
“On February 4, 2026, Upexi, Inc. (the “Company”) delivered written notice to A.G.P./Alliance Global Partners (“AGP”) terminating the Common Stock Purchase Agreement dated July 25, 2025 between the Company and AGP (the “Agreement”), pursuant to Section 8.2 thereof.”
Material Agreements
UPEXI, INC. entered into Common Stock Sales Agreement with A.G.P./Alliance Global Partners (effective 2026-01-30).
“On January 30, 2026, Upexi, Inc., a Delaware corporation (the “Company”), entered into a Common Stock Sales Agreement (the “Sales Agreement”) with A.G.P./Alliance Global Partners (the “Sales Agent”), pursuant to which the Company may offer and sell, from time to time, through the Sales Agent, shares of the Company’s common stock, par value $0.00001 per share (the “Common Stock”), in an “at-the-market” offering as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended (the “Securities Act”).”
Governance Changes
UPEXI, INC.: Increased authorized capital stock to 1,010,000,000 shares, consisting of 1,000,000,000 shares of common stock and 10,000,000 shares of preferred stock, via filing of Certificate of Amendment on January 22, 2026 (effective 2026-01-22).
“On January 22, 2026, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to the Company’s Certificate of Incorporation (the “Certificate of Amendment”), which amended and restated Article V of the Company’s Certificate of Incorporation to increase the Company’s authorized capital stock to 1,010,000,000 shares, consisting of (i) 1,000,000,000 shares of Common Stock, and (ii) 10,000,000 shares of Preferred Stock.”
Material Agreements
UPEXI, INC. entered into Securities Purchase Agreement with Hivemind Validation Master Fund valued at $36 million (effective 2026-01-09).
“Upexi, Inc. (the “Company”) entered into a Securities Purchase Agreement dated January 9, 2026 (the “Purchase Agreement”) with Hivemind Validation Master Fund (the “Investor”), pursuant to which the Company issued to the Investor a secured convertible promissory note in the original principal amount of approximately $36 million (the “Note”)”
Material Agreements
UPEXI, INC. terminated Asset Management Agreement with GSR Strategies LLC (effective 2025-12-26).
“the Asset Management Agreement between the Company and GSR dated April 23, 2025 (the “AMA”) has been terminated effective December 26, 2025”
Material Agreements
UPEXI, INC. entered into Placement Agency Agreement with A.G.P/Alliance Global Partners (effective 2025-11-26).
“The Company also entered into a Placement Agency Agreement (the “Placement Agency Agreement”) with A.G.P., dated November 26, 2025, pursuant to which A.G.P agreed to serve as the exclusive placement agent for the Company in connection with the Offering.”
Material Agreements
UPEXI, INC. entered into Purchase Agreement with a certain institutional investor valued at $10,000,000 (effective 2025-11-26).
“On November 26, 2025, Upexi, Inc., a Delaware corporation (the “Company”), entered into a securities purchase agreement (the “Purchase Agreement”) with a certain institutional investor (the “Purchaser”) pursuant to which the Company agreed to sell and issue to the Purchaser in a private placement offering (the “Offering”): (i) 3,289,474 shares of common stock (the “Shares”), par value $0.00001 per share (the “Common Stock”), and (ii) common stock purchase warrants (the “Warrants”) to purchase up to 3,289,474 shares of Common Stock (the “Warrant Shares”) for an aggregate purchase price of $10,000,000, representing a purchase price of $3.04 per share of Common Stock and accompanying Warrant.”
Equity Issuances
UPEXI, INC. issued 3,289,474 shares of common stock of common stock to institutional investor for aggregate purchase price of $10,000,000.
“On November 26, 2025, Upexi, Inc., a Delaware corporation (the “Company”), entered into a securities purchase agreement (the “Purchase Agreement”) with a certain institutional investor (the “Purchaser”) pursuant to which the Company agreed to sell and issue to the Purchaser in a private placement offering (the “Offering”): (i) 3,289,474 shares of common stock (the “Shares”), par value $0.00001 per share (the “Common Stock”), and (ii) common stock purchase warrants (the “Warrants”) to purchase up to 3,289,474 shares of Common Stock (the “Warrant Shares”) for an aggregate purchase price of $10,000,000, representing a purchase price of $3.04 per share of Common Stock and accompanying Warrant.”
Debt Financings
UPEXI, INC. incurred convertible notes of $151,169,169 with certain investors (the "Purchasers") at two percent (2%) per annum maturing second anniversary of the closing.
“the Company agreed to sell and issue to the Purchasers in a private placement offering (the “Note Offering”) secured convertible notes (the “Notes”) in exchange for locked and spot Solana in the aggregate, original principal amount of $151,169,169. The Notes mature on the second anniversary of the closing and bear interest at a rate of two percent (2%) per annum”
Debt Financings
UPEXI, INC. incurred credit facility of up to $20,000,000 with BitGo Prime, LLC at 11.5% per year maturing one year.
“On May 23, 2025, Upexi, Inc. (the “Company”), entered into a credit facility with BitGo Prime, LLC (“BitGo”). Pursuant to a Master Loan Agreement (the “Agreement”) the Company may borrow up to $20,000,000 of Digital Currency or United States Dollars with interest at the rate of 11.5% per year. The term of the credit facility is for one year and is renewable for successive one year options.”
Brian Rudick was appointed as Chief Strategy Officer at UPEXI, INC..
“On May 22, 2025 (the “Effective Date”), Upexi, Inc., a Nevada corporation (the “Company”), appointed Brian Rudick as Chief Strategy Officer (CSO) of the Company.”
M&A Transactions
UPEXI, INC. completed a disposition involving E-Core Holdings, LLC for $2,000,000 (closed 2024-08-01).
“2024 (the “Agreement”). The principals of the Buyer are the three individuals from whom the Company acquired Neti in October 2022. The purchase price in the transaction was $2,000,000 paid by the Buyer to the Company at closing. In addition, in connection with the closing of the transaction (i) the Company was released as a guarantor from Neti’s commercial”
M&A Transactions
UPEXI, INC. completed a disposition involving Nutra Products LLC, MFA Holdings Corp., and 1000915944 Ontario Inc. for $6,000,000 (closed 2024-06-13).
“Stock Purchase Agreement dated June 1, 2024. MFA Holdings, Corp. is controlled by Allan Marshall, the Company’s CEO and Chairman. The purchase price in the sale transaction was $6,000,000, of which (i) $4,000,000 was paid in cash at closing, (ii) $1,000,000 is in the form of promissory notes issued by the Buyers to the Company, which promissory notes are payable in”
Auditor Changes
UPEXI, INC. dismissed BF Borgers CPA PC as its auditor.
“(a) Dismissal of Previous Independent Registered Public Accounting Firm On May 6, 2024, Upexi, Inc. (the “ Company ”) dismissed BF Borgers CPA PC as the Company’s independent registered public accounting firm, effective immediately, due to the Securities and Exchange Commission’s (the “ Commission ”) entry of an order on May 3, 2024 (the “ SEC Order ”), instituting settled administrative and cease-and-desist proceedings against BF Borgers CPA PC and its sole audit partner Benjamin F.”
Listing & Compliance Notices
UPEXI, INC. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).
“April 1, 2024, Upexi, Inc. (the “ Company ”) received a letter (the “ Nasdaq Bid Price Letter ”) from The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, for thirty consecutive business days prior to the date thereof, the bid price for the Company’s common stock (the “ Common Stock ”) had closed below the minimum $1.00 per share requirement for continued listing on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2) (the “ Minimum Bid Price Requirement ”). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided an initial period of 180 calendar days”
Earnings Releases
UPEXI, INC. reported fiscal second quarter 2024 ended December 31, 2023 results: revenue $21.8 million, net income $2.4 million.
“Products and Re-commerce segments, capitalizing on new growth opportunities and delivering sustainable value.” Fiscal Second Quarter 2024 Financial Highlights · Revenue was $21.8 million, compared to $26.7 million in fiscal Q2 2023 and $27.3 million in fiscal Q1 2024. · Branded Product revenue was $7.7 million, an increase of 16.7% as compared to $6.6 million in”
Earnings Releases
UPEXI, INC. reported financial results for the quarter ended December 31, 2023.
“On February 12, 2024, Upexi, Inc. (the “Company”) issued a press release announcing financial and operational results and business highlights for the quarter ended December 31, 2023 (the “Press Release”).”
Earnings Releases
UPEXI, INC. reported fiscal first quarter 2024 ending September 30, 2023 results: revenue $27.3 million, net income Net loss attributable to Upexi, Inc. shareholders was $1.35 million, EPS $0.07 per basic and diluted share.
“--- EX-99.1 (PRESS RELEASE) --- EX-99.1 2 upxi_ex991.htm PRESS RELEASE upxi_ex991.htm EXHIBIT 99.1 Upexi Revenue Increases 144% Year-Over-Year and 53.5% Sequentially to $27.3 Million for Fiscal First Quarter 2024 TAMPA, FL, November 20, 2023 (ACCESSWIRE) – Upexi, Inc. (NASDAQ: UPXI) (the “Company” or “Upexi”), a multi-faceted Amazon and Direct to Consumer”
Earnings Releases
UPEXI, INC. reported the fiscal 2024 first quarter ended September 30, 2023 results: revenue approximately $27.3 million.
“Upexi Preannounces Revenue of $27.3 Million for Fiscal 2024 First Quarter and Reschedules Financial Results Conference Call for November 20 th at 4:30 PM ET”
Earnings Releases
UPEXI, INC. reported the fiscal year ending June 30, 2023 results: revenue $80.7 million. Guidance reaffirmed.
“and Exhibits --- EX-99.1 (PRESS RELEASE) --- EX-99.1 2 upxi_ex991.htm PRESS RELEASE upxi_ex991.htm EXHIBIT 99.1 Upexi Fiscal 2023 Revenue Increases 250% Year-Over-Year to $80.7 Million and Provides Revenue Guidance Range for Fiscal 2023 First Quarter Management provides revenue guidance range for fiscal 2023 first quarter of $26 million to $27 million TAMPA,”
M&A Transactions
UPEXI, INC. completed an acquisition involving Eric Hanig for $500,000 cash on closing, 90,909 shares of common stock, and $300,000 payable on the one-year anniversary of closing (closed 2023-09-01).
“percent (100%) of the issued and outstanding equity of Cygnet. In consideration for the September 1, 2023, acquisition the Company paid Hanig Five Hundred Thousand Dollars ($500,000) on the Closing Date, issued Ninety Thousand Nine Hundred and Nine (90,909) shares of the Company’s common stock to Hanig, and agreed to pay Hanig Three Hundred Thousand Dollars”
M&A Transactions
UPEXI, INC. completed a disposition involving Amplifyir Inc. for $1,250,000 cash, subject to post-closing adjustments, plus 2.5% of certain advertising revenues of Interactive for two years post-closing (closed 2023-08-31).
“subsidiary Interactive Offers, LLC (“Interactive”) to Amplifyir Inc. (the “Buyer”). The purchase price for the Interests was One Million Two Hundred Fifty Thousand Dollars ($1,250,000), subject to certain customary post closing adjustments. In addition, the Buyer is obligated to pay the Company Two- and one-half percent (2.5%) of certain advertising revenues”
Material Agreements
UPEXI, INC. terminated Membership Interest Purchase Agreement with Bloomios, Inc. and Infused Confections LLC (effective 2023-08-11).
“Item 1.02 Termination of a Material Definitive Agreement. On October 26, 2022, Upexi, Inc. (the “Company”) entered into a Membership Interest Purchase Agreement (the “MIPA”) with Bloomios, Inc., a Nevada corporation (“Bloomios”), and its wholly owned subsidiary Infused Confections LLC, a Wyoming limited liability company (together with Bloomios, the “Buyers”), pursuant to which the Company sold 100% of the membership interests of Infusionz LLC, a Colorado limited liability company (“Infusionz”) to the Buyers (the “Transaction”). On August 11, 2023, as a result of various breaches by the Buyers of their obligations under the MIPA and the other agreements entered into in connection with the Transaction (the “Transaction Documents”), the Company provided the Buyers with written notice of the Company’s immediate termination of all current and going forward obligations of the Company under the Transaction Documents.”
Shareholder Votes
UPEXI, INC. shareholders approved Ratify B F Borders CPA PC as Independent Reg. Public Acct at the 2023-06-26 meeting.
“Stockholders approved and ratified the appointment of B F Borges CPA PC to serve as the Company’s independent registered public accounting firm for the fiscal year 2023. The voting results were as follows: For Against Withheld 16,637,544 11,464 12,928”
Shareholder Votes
UPEXI, INC. shareholders approved Election of Directors at the 2023-06-26 meeting.
“Stockholders elected all of the Company’s nominees for director for one-year terms expiring at the next annual meeting of stockholders. The voting results were as follows: For Against Abstained Broker Non-Vote (1) Mr. Allan Marshall 13,011,688 - 757,858 2,892,390 (2) Mr. Andrew Norstrud 12,925,990 - 843,556 2,892,390 (3) Mr. Gene Salkind 12,895,301 - 874,245 2,892,390 (4) Mr. Thomas Williams 12,690,070 - 1,079,476 2,892,390 (5) Mr. Lawrence Dugan 12,907,119 - 862,427 2,892,390”
Anthony Bazan resigned as Chief Operating Officer at UPEXI, INC..
“On June 15, 2023 (the “Effective Date”), Upexi, Inc., a Nevada corporation (the “Company”), accepted the resignation of Anthony Bazan as Chief Operating Officer (COO) of the Company.”
Earnings Releases
UPEXI, INC. reported fiscal 2023 third quarter ending March 31, 2023 results: revenue $24.2 million, net income $1.6 million.
“Section 9 – Financial Statements and Exhibits --- EX-99.1 (PRESS RELEASE) --- EX-99.1 2 upxi_ex991.htm PRESS RELEASE upxi_ex991.htm EXHIBIT 99.1 Upexi Reports Revenue of $24.2 Million for Fiscal 2023 Third Quarter, an Increase of 447% Year-Over-Year Clearwater, FL, May 15, 2023 (GLOBE NEWSWIRE) – Upexi, Inc. (NASDAQ: UPXI) (the “Company” or “Upexi”), a”
Material Agreements
UPEXI, INC. entered into Purchase Agreement with certain accredited investors named therein valued at aggregate gross proceeds from the Offering of approximately $7 million (effective 2023-05-11).
“On May 11, 2023, Upexi, Inc., a Nevada corporation (the “Company”), entered into a securities purchase agreement (the “Purchase Agreement”) with certain accredited investors named therein (the “Investors”), pursuant to which the Company agreed to issue and sell, in a registered direct offering by the Company directly to the Investors (the “Offering”), an aggregate of 2,121,213 shares (the “Shares”) of common stock, par value $0.001 per share, of the Company (“Common Stock”), at an offering price of $3.30 per share, for aggregate gross proceeds from the Offering of approximately $7 million before deducting the placement agent fee and related offering expenses.”
Debt Financings
UPEXI, INC. incurred loan of $560,000 at 10% per annum maturing November 22, 2024.
“On February 22, 2023, Upexi, Inc. (the “ Company ”) issued promissory notes to two individual accredited investors in the principal amounts of $2,150,000 (“ Note A ”), and $560,000 (“ Note B ,” and, together with Note A, the “ Notes ”). Note A has a term of 21 months, provides for payment in kind interest and fees, payable on the date of issuance, in the”
Debt Financings
UPEXI, INC. incurred loan of $2,150,000 maturing November 22, 2024.
“Sheet Arrangement of a Registrant. On February 22, 2023, Upexi, Inc. (the “ Company ”) issued promissory notes to two individual accredited investors in the principal amounts of $2,150,000 (“ Note A ”), and $560,000 (“ Note B ,” and, together with Note A, the “ Notes ”). Note A has a term of 21 months, provides for payment in kind interest and fees, payable on the”
Earnings Releases
UPEXI, INC. reported the fiscal 2023 second quarter ending December 31, 2022 results: revenue $27.1 million. Guidance raised.
“Upexi Reports Record Revenue of $27.1 Million for Fiscal 2023 Second Quarter, an Increase of 444% Year-Over-Year”
Earnings Releases
UPEXI, INC. reported two months ended November 30, 2022 results: revenue approximately $17 million.
“On December 14, 2022, Upexi, Inc. (the “Company”) issued a press release announcing the net revenue of approximately $17 million for the two months ended November 30, 2022”
Earnings Releases
UPEXI, INC. reported the fiscal 2023 first quarter ending September 30, 2022 results: revenue $11.6 million, net income $2.7 million.
“today announced its financial results for the fiscal 2023 first quarter ending September 30, 2022. Fiscal 2023 First Quarter Financial Highlights: · Revenue totaled $11.6 million, an increase of 199% year-over-year. · Gross profit totaled $6 million, an increase of 132% year-over-year. · Gross profit margin was 52%. · Net loss from continued operations was $2.7 million compared to net income of approximately $512,000 for the same period in the prior year.”
M&A Transactions
UPEXI, INC. completed an acquisition involving E-Core Technology, Inc. d/b/a New England Technology, Inc. for Twenty-Four Million One Hundred Thousand Dollars ($24,100,000) (closed 2022-10-31).
“the Company to the Buyer (the “Transaction”). The base consideration paid by the Buyer to the Sellers in the transaction totals Twenty-Four Million One Hundred Thousand Dollars ($24,100,000), subject to adjustment, and consists of: (i) Three Million One Hundred Thousand Dollars ($3,100,000) paid on or before the date that is thirty (30) days after the Closing Date”
Material Agreements
UPEXI, INC. entered into Securities Purchase Agreement with E-Core Technology, Inc. d/b/a New England Technology, Inc., David Romano, Nick Romano, Eric Limont valued at Twenty-Four Million One Hundred Thousand Dollars ($24,100,000) (effective 2022-10-31).
“On October 31, 2022 (the “Closing Date”), Upexi, Inc. (the “Company”) and its wholly owned subsidiary Upexi Enterprise, LLC (the “Buyer”) entered into a Securities Purchase Agreement (the “SPA”) with E-Core Technology, Inc. d/b/a New England Technology, Inc., a Florida corporation (the “Company”), David Romano individually and in his capacity as Seller Representative (“Seller Representative”), Nick Romano (“Nick”), and Eric Limont (“Eric”, and together with Seller Representative and Nick, each a “Seller” and collectively the “Sellers”).”
Material Agreements
UPEXI, INC. terminated Letter Agreement with two accredited investors valued at $7,500,000 in convertible notes and all security interests cancelled (effective 2022-10-31).
“On October 31, 2022, Grove, Inc. (the “Company”) entered into a Letter Agreement pursuant to which it paid in full all amounts owed to two accredited investors from which the Company originally received $7,500,000, less fees and costs. The related convertible notes and all security interests have been cancelled, and the Company intends to promptly terminate the related Form S-3 registration statement.”
M&A Transactions
UPEXI, INC. completed a disposition involving Bloomios, Inc. and its wholly owned subsidiary Infused Confections LLC for Twenty-Three Million Five Hundred Thousand Dollars ($23,500,000) (closed 2022-10-26).
“to the Buyers (the “Transaction”). The base consideration paid by the Sellers to the Company in the transaction totals Twenty-Three Million Five Hundred Thousand Dollars ($23,500,000), subject to adjustment, and consists of: (i) Five Million Five Hundred Thousand Dollars ($5,500,000) paid at closing; (ii) a convertible secured subordinated promissory note”
Material Agreements
UPEXI, INC. entered into Membership Interest Purchase Agreement with Bloomios, Inc. and its wholly owned subsidiary Infused Confections LLC valued at Twenty-Three Million Five Hundred Thousand Dollars ($23,500,000) (effective 2022-10-26).
“On October 26, 2022, Upexi, Inc. (the “Company”) entered into a Membership Interest Purchase Agreement (the “MIPA”) with Bloomios, Inc., a Nevada corporation (“Bloomios”), and its wholly owned subsidiary Infused Confections LLC, a Wyoming limited liability company (together with Bloomios, the “Buyers”), pursuant to which the Company sold 100% of the membership interests of Infusionz LLC, a Colorado limited liability company (“Infusionz”) to the Buyers (the “Transaction”).”
Anthony Bazan was appointed as Chief Operating Officer at UPEXI, INC..
“On August 29, 2022, Upexi, Inc., a Nevada corporation (the “Company”), appointed Anthony Bazan as Chief Operating Officer of the Company.”
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.