Estatísticas Básicas
| CIK | 1652958 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to EdgeMode Inc
SEC Filings (Chronological Order)
Esta página fornece uma lista completa e cronológica de Arquivamentos da SEC, excluindo os arquivamentos de propriedade que fornecemos em outro lugar.
| May 28, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-55647 EDG |
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| May 18, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2026 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Perio |
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| May 5, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2026 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Number) ( |
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| May 5, 2026 |
INDEPENDENT DIRECTOR AGREEMENT Exhibit 10.1 INDEPENDENT DIRECTOR AGREEMENT This INDEPENDENT DIRECTOR AGREEMENT is dated (the “Agreement”) by and between Edgemode, Inc. a Nevada corporation (the “Company”), and , an individual resident of (the “Director”). WHEREAS, the Company appointed the Director effective as of the date hereof (the “Effective Date”) and desires to enter into an agreement with the Director with respect to suc |
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| April 13, 2026 |
Exhibit 21.1 SUBSIDIARIES Edgemode (Wyoming), a Wyoming corporation Synthesis Analytics Production, Ltd., an England and Wales private company (See Part I, Item 3 of Form 10-K Annual Report for the fiscal year ended December 31, 2025) |
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| April 13, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2025 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55647 Edgemode, Inc |
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| March 31, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Per |
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| March 24, 2026 |
Exhibit 10.1 Addendum No. 2 – Conversion of Stock Options into Issued Shares and Strategic Partnership Strengthening (Pipeline Optimization) 1 23rd March 2026 In Seville, on 23rd March 2026 Between: (i) BLACKBERRY AIF, S.L., a company duly incorporated under the laws of Spain, with registered office at C/ Virgen de Luján nº 48, ground floor right, 41011 Seville, Spain (hereinafter, “BAIF”); (ii) E |
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| March 24, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 23, 2026 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| March 12, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 5, 2026 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| March 12, 2026 |
THE ISSUE PRICE OF THIS NOTE IS $120,000.00 THE ORIGINAL ISSUE DISCOUNT IS $20,000.00 Exhibit 10.2 THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN |
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| March 12, 2026 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 5, 2026, by and between Edgemode, Inc., a Nevada corporation, with its address at 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301 (the “Company”), and Vanquish Funding Group Inc., a Virginia limited liability company, with its address at 1800 Diagonal Road, Suite 623, Alexa |
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| March 4, 2026 |
EDGEMODE, INC. 6% CONVERTIBLE REDEEMABLE NOTE DUE FEBRUARY 24, 2027 Exhibit 10.2 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE "1933 ACT") US $150,0 |
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| March 4, 2026 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 24, 2026, by and between EDGEMODE INC., a Nevada corporation, with headquarters located at 110 E Broward Blvd, Suite 1700, Fort Lauderdale, FL 33301 (the “Company”), and CFI CAPITAL LLC, a Florida limited liability company, with its address at 2151 West Hillsboro Blvd., Suite 209, |
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| March 4, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2026 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| February 12, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2026 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| February 12, 2026 |
Exhibit 10.1 STOCK OPTION GRANT This STOCK OPTION GRANT dated as of February 10th, 2026 (the “Grant”) is delivered by Edgemode, Inc., a Nevada corporation (the “Company”) to Charles Faulkner, the Chief Financial Officer of the Company (the “Employee”). RECITALS A. The Board of Directors of the Company (the “Board”) has decided to make a stock option grant to Employee as part of the consideration p |
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| February 12, 2026 |
Exhibit 10.2 STOCK OPTION GRANT This STOCK OPTION GRANT dated as of February 10th, 2026 (the “Grant”) is delivered by Edgemode, Inc., a Nevada corporation (the “Company”) to Simon Wajcenberg, the Chief Financial Officer of the Company (the “Employee”). RECITALS A. The Board of Directors of the Company (the “Board”) has decided to make a stock option grant to Employee as part of the consideration p |
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| January 28, 2026 |
Exhibit 3.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF DC ESTATE SOLUTIONS CAYMAN LIMITED 1. The name of the Company is DC Estate Solutions Cayman Limited. 2. The Registered Office of the Company shall be at the offices of Anchor Corporate Services Limited, PO Box 1801, 4th Floor, 13 Genesis Close, Grand Cayman, KY1-1109, Cayman Isla |
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| January 28, 2026 |
ADDENDUM TO THE JOINT VENTURE AGREEMENT FOR AI DATA CENTERS PROJECTS DATED JANUARY 22, 2026 Exhibit 10.3 ADDENDUM TO THE JOINT VENTURE AGREEMENT FOR AI DATA CENTERS PROJECTS DATED JANUARY 22, 2026 1 January 28, 2026 Index to the Addendum to the Joint Venture Agreement 1. Preamble and Recitals 1.1. Identification of the Parties 1.2. Reference to the original Joint Venture Agreement dated January 22, 2026 1.3. Purpose of the Addendum 2. Incorporation of New Projects into the JVA 2.1. Inclu |
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| January 28, 2026 |
JOINT VENTURE AGREEMENT FOR AI DATA CENTERS PROJECTS Exhibit 10.1 JOINT VENTURE AGREEMENT FOR AI DATA CENTERS PROJECTS In Seville, on January 22, 2026 INDEX PREAMBLE · WHEREAS: Background and intentions of the Parties CHAPTER 1 – DEFINITIONS AND INTERPRETATION 1.1 Definitions 1.2 Interpretation 1.3 Headings 1.4 Language of the Agreement CHAPTER 2 – BACKGROUND AND PURPOSE OF THE JVA 2.1 Background of the Parties 2.1.1 BLACKBERRY AIF (BAIF) 2.1.2 Ed |
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| January 28, 2026 |
Exhibit 3.2 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES ARTICLES OF ASSOCIATION OF DC ESTATE SOLUTIONS CAYMAN LIMITED 1 Interpretation 1.1 In the Articles Table A in the First Schedule to the Statute does not apply and, unless there is something in the subject or context inconsistent therewith: "Articles" means these articles of association of the Company. "Audit |
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| January 28, 2026 |
Exhibit 10.2 STOCK OPTION GRANT This STOCK OPTION GRANT dated as of January 22, 2026 (the “Grant”) is delivered by Edgemode, Inc., a Nevada corporation (the “Company”) to EMM International Investments ltd, a company organized under the laws of Cayman Islands (the “Holder”). RECITALS WHEREAS, the Board of Directors of the Company (the “Board”) has decided to make a stock option grant to Holder as p |
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| January 28, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 22, 2026 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| January 28, 2026 |
Exhibit 10.4 STOCK OPTION GRANT This STOCK OPTION GRANT dated as of 27th January, 2026 (the “Grant”) is delivered by Edgemode, Inc., a Nevada corporation (the “Company”) to EMM International Investment ltd, a company organized under the laws of Cayman Islands (the “Holder”). RECITALS WHEREAS, the Board of Directors of the Company (the “Board”) has decided to make a stock option grant to Holder as |
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| January 14, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 14, 2026 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| January 7, 2026 |
S-1 Filed Pursuant to Rule 424(b)(3) Registration Number 333-291054 PROSPECTUS Edgemode, Inc. |
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| January 2, 2026 |
Edgemode, Inc. 110 East Broward Blvd Fort Lauderdale, Florida, 33301 January 2, 2026 Edgemode, Inc. 110 East Broward Blvd Fort Lauderdale, Florida, 33301 January 2, 2026 Via EDGAR Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D. C. 20549 Re: Edgemode, Inc. Registration Statement on Form S-1 File No. 333-291054 Ladies and Gentlemen: In accordance with Rule 461 promulgated pursuant to the Securities Act of 1933, Edgemode, Inc. is h |
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| December 31, 2025 |
As filed with the Securities and Exchange Commission on December 31, 2025 Table of Contents As filed with the Securities and Exchange Commission on December 31, 2025 Registration No. |
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| December 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 8, 2025 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| December 11, 2025 |
EDGEMODE, INC. December 10, 2025 Exhibit 10.1 EDGEMODE, INC. December 10, 2025 Attention: Simon Wajcenberg Re: Salary Conversion Dear Executive, Edgemode, Inc. (the “Company”), in full consideration of the Executive’s agreement to convert $386,000 of accrued salary (the “Conversion Amount”) under that certain Employment Agreement dated January 31, 2022, as amended, hereby issues the Executive one share of Series D Preferred Stock |
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| December 11, 2025 |
Exhibit 3.1 EDGEMODE, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES D PREFERRED STOCK It is hereby certified that: 1. The name of the Corporation (the “Corporation”) is Edgemode, Inc. a Nevada corporation. 2. The Amended and Restated Articles of Incorporation, as amended, of the Corporation (the “Articles of Incorporation”) authorize the issuance of 5,000,000 sha |
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| December 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 8, 2025 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| December 11, 2025 |
EDGEMODE, INC. December 10, 2025 Exhibit 10.2 EDGEMODE, INC. December 10, 2025 Attention: Charlie Faulkner Re: Salary Conversion Dear Executive, Edgemode, Inc. (the “Company”), in full consideration of the Executive’s agreement to convert $386,000 of accrued salary (the “Conversion Amount”) under that certain Employment Agreement dated January 31, 2022, as amended, hereby issues the Executive one share of Series D Preferred Stock |
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| December 1, 2025 |
Exhibit 10.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| December 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 26, 2025 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| December 1, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated and effective November 18, 2025, by and between EDGEMODE, INC., a Nevada corporation, with headquarters located at 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301 (the “Company”) and , with its address at , (the “Buyer”). WHEREAS: A. The Company and the Buyer are executing and deliveri |
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| November 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-55647 |
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| November 14, 2025 |
Exhibit 10.19 LAND LEASE AGREEMENT In Alcaraz, on November 4 , 2024 GATHERED On the one hand, Mr . JOSÉ GARCÍA BELMONTE, of legal age, of Spanish nationality , residing at Zarandona, Avenida Zarandona No . 39 , 30007 Murcia , with ID No . 22 . 311 . 252 - X, hereinafter referred to as "PROPERTY . " And on the other hand, Mr . José A . Mora Góngora, of legal age, with nationality Spanish national w |
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| November 14, 2025 |
Exhibit 10.18 LAND LEASE AGREEMENT 1 2 In Córdoba, on July 18 , 2024 GATHERED On the one hand, ANTONIA PEREZ PEREZ - GIMENEZ, with ID number 30456896 C, FERNANDO PEREZ PEREZ - GIMENEZ, with ID number 30474099 L, and FRANCISCO JOSÉ PEREZ PEREZ - GIMENEZ, with ID number 30487595 Z . They are acting on their own behalf and in their own right ; and Francisco José Pérez Pérez - Giménez is also acting a |
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| November 14, 2025 |
Exhibit 10.30 In Seville, on October 10, 2025 GATHERED On the one hand, BLACKBERRY AIF S . L . , a Spanish company with registered office in Seville, at Calle Virgen de Luján nº 50 , bloque 2 , bajo B, 41 . 011 Seville, and Tax Identification Number B - 55434377 , duly represented in this proceeding by Ms . Mª Carmen Mora Góngora, with ID number 79 . 203 . 458 - Z, by virtue of powers of attorney |
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| November 14, 2025 |
Exhibit 10.28 In Seville, on October 10, 2025 GATHERED On the one hand, BLACKBERRY AIF S.L., a Spanish company with registered office in Seville, at Calle Virgen de Luján nº 50, bloque 2, bajo B, 41.011 Seville, and Tax Identification Number B-55434377, duly represented in this proceeding by Ms. Mª Carmen Mora Góngora, with ID number 79.203.458-Z, by virtue of powers of attorney dated October 9, 2 |
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| November 14, 2025 |
PRIVATE AGREEMENT FOR THE SALE AND PURCHASE OF COMPANY SHARES Exhibit 2.4 PRIVATE AGREEMENT FOR THE SALE AND PURCHASE OF COMPANY SHARES (with commitment to formalize in a public deed) In Seville, on October 17, 2025 BETWEEN 1) BLACKBERRY AIF S.L., with tax ID B-55434377, having its registered address at C/ Virgen de Luján nº 48 Ground Floor B right, 41011 Seville, represented by Mr. José Antonio Mora Góngora, of legal age, , hereinafter referred to as the SE |
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| November 14, 2025 |
Exhibit 10.24 In Seville, on March 6 , 2025 GATHERED On the one hand, NGE SPAIN SOLIA RENEWABLES SL , a Spanish company with registered office in Seville, at Calle Virgen de Luján nº 50 , bloque 2 , bajo b, 41 . 011 Seville (Seville) and Tax ID Number : B - 90346198 , duly represented in this proceeding by its attorney - in - fact, Ms . Mª Carmen Mora Góngora, with ID number 79 . 203 . 4578 - Z – |
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| November 14, 2025 |
Exhibit 10.29 In Seville, on October 10, 2025 GATHERED On the one hand, BLACKBERRY AIF S . L . , a Spanish company with registered office in Seville, at Calle Virgen de Luján nº 50 , bloque 2 , bajo B, 41 . 011 Seville, and Tax Identification Number B - 55434377 , duly represented in this proceeding by Ms . Mª Carmen Mora Góngora, with ID number 79 . 203 . 458 - Z, by virtue of powers of attorney |
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| November 14, 2025 |
Exhibit 10.23 In Seville, on December 18 , 2024 GATHERED On the one hand, NGE SPAIN SOLIA RENEWABLES SL , a Spanish company with registered office in Seville, at Calle Virgen de Luján nº 50 , bloque 2 , bajo b, 41 . 011 Seville (Seville) and Tax ID Number : B - 90346198 , duly represented by its attorney, Ms . Mª Carmen Mora Góngora, with ID number 79 . 203 . 4578 - Z – hereinafter the " Assignor |
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| November 14, 2025 |
Exhibit 10.21 LAND LEASE AGREEMENT In Madrid, on February 24, 2025 GATHERED On the one hand, Mr. Francisco Partearroyo Lacaba, of legal age, of Spanish nationality , residing at (28029) MADRID (Spain), Arzobispo Morcillo No. 22, 8• C and with ID No . 03773 O 17 M, hereinafter referred to as "OWNER" . And on the other hand, Mr . José A . Mora Góngora, of legal age, of Spanish nationality and with I |
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| November 14, 2025 |
Exhibit 10.32 In Seville, on October 10 , 2025 GATHERED On the one hand, BLACKBERRY AIF S . L . , a Spanish company with registered office in Seville, at Calle Virgen de Luján nº 50 , bloque 2 , bajo B, 41 . 011 Seville, and Tax Identification Number B - 55434377 , duly represented in this proceeding by Ms . Mª Carmen Mora Góngora, with ID number 79 . 203 . 458 - Z, by virtue of powers of attorney |
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| November 14, 2025 |
Exhibit 10.25 In Seville, on March 25 , 2025 GATHERED On the one hand, NGE SPAIN SOLIA RENEWABLES SL , a Spanish company with registered office in Seville, at Calle Virgen de Luján nº 50 , bloque 2 , bajo b, 41 . 011 Seville (Seville) and Tax ID Number : B - 90346198 , duly represented by its attorney, Ms . Mª Carmen Mora Góngora, with ID number 79 . 203 . 4578 - Z – hereinafter the " Assignor . " |
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| November 14, 2025 |
Exhibit 10.26 In Seville, on March 20 , 2025 GATHERED On the one hand, NGE SPAIN SOLIA RENEWABLES SL , a Spanish company with registered office in Seville, at Calle Virgen de Luján nº 50 , bloque 2 , bajo b, 41 . 011 Seville (Seville) and Tax ID Number : B - 90346198 , duly represented by its attorney, Ms . Mª Carmen Mora Góngora, with ID number 79 . 203 . 4578 - Z – hereinafter the " Assignor . " |
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| November 14, 2025 |
Exhibit 10.27 In Seville, on May 29 , 202S GATHERED On the one hand, NGE SPAIN SOLIA RENEWABLES SL, a Spanish company with registered office in Seville, at Calle Virgen de Luján No . SO , Block 2 , Ground Floor B, 41011 Seville (Seville) , and Tax Identification Number (CIF) : B - 90346198 , duly represented in this proceeding by its attorney - in - fact, Ms . M+ Carmen Mora Góngora, with ID numbe |
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| November 14, 2025 |
Exhibit 3.4 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM AND ARTICLES OF ASSOCIATION OF DC ESTATE SOLUTIONS CAYMAN LIMITED THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF DC ESTATE SOLUTIONS CAYMAN LIMITED 1. The name of the Company is DC Estate Solutions Limited. 2. The Registered Office of th |
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| November 14, 2025 |
Exhibit 10.31 In Seville, on October 10 , 2025 GATHERED On the one hand, BLACKBERRY AIF S . L . , a Spanish company with registered office in Seville, at Calle Virgen de Luján nº 50 , bloque 2 , bajo B, 41 . 011 Seville, and Tax Identification Number B - 55434377 , duly represented in this proceeding by Ms . Mª Carmen Mora Góngora, with ID number 79 . 203 . 458 - Z, by virtue of powers of attorney |
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| November 14, 2025 |
MEMORANDUM OF UNDERSTANDING 15th October 2025 EdgeMode Inc (OTC: EDGM) Blackberry AIF (BAIF) Exhibit 2.3 MEMORANDUM OF UNDERSTANDING 15th October 2025 EdgeMode Inc (OTC: EDGM) & Blackberry AIF (BAIF) This MEMORANDUM OF UNDERSTANDING (the MOU) is made this 15 October 2025 BETWEEN: 1) EdgeMode Inc OTC Markets Symbol EDGM, with its principal office location is 110 East Broward Blvd, Fort Lauderdale, Florida 33301 (together, with its affiliates (collectively, “EdgeMode”); and 2) BLACKBERRY AI |
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| November 14, 2025 |
Exhibit 10.20 In Torrecampo, on March 3 , 2025 GATHERED On the one hand, Mr . JULIAN CABRERA CORTÉS, of legal age, of Spanish nationality , with ID number 30 . 176 . 211 - G , and Ms . JUANA REDONDO CALERO, of legal age, of Spanish nationality , with ID number 30 . 174 . 018 - L, both residing in Villanueva de Córdoba, at Calle Laguna del Pino n ƒ 12 , 14 . 440 Córdoba ; hereinafter jointly identi |
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| November 14, 2025 |
Exhibit 10.22 LAND LEASE AGREEMENT In Cáceres, on May 26 , 2025 GATHERED On the one hand, Mr . ANTONIO MARIA ANDRADA BERMEJO, of legal age, of Spanish nationality , residing at C/ Massamagrell n ƒ 9 D, P 11 22 , 46 . 137 Valencia (Spain) and with ID number 07 . 007 . 889 - L, hereinafter referred to as "PROPERTY" . And on the other hand, Mr . José A . Mora Góngora, of legal age, of Spanish nationa |
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| November 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2025 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| October 24, 2025 |
As filed with the Securities and Exchange Commission on October 24, 2025 Table of Contents As filed with the Securities and Exchange Commission on October 24, 2025 Registration No. |
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| October 24, 2025 |
Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-1 Edgemode, Inc. Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common Stock, par valu |
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| October 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2025 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| October 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 3, 2025 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| October 9, 2025 |
Exhibit 10.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| October 9, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated and effective September 30, 2025, by and between EDGEMODE, INC., a Nevada corporation, with headquarters located at 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301 (the “Company”) and CLEARTHINK CAPITAL PARTNERS, LLC, with its address at 210 West 77th Street, #7W, New York, NY 10024, ( |
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| September 29, 2025 |
Exhibit 10.6 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| September 29, 2025 |
Exhibit 10.3 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 22, 2025, by and between EDGEMODE, INC., a Nevada corporation, with headquarters located at 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301 (the “Company”), and CROM STRUCTURED OPPORTUNITIES FUND I, LP, a Delaware limited partnership, with its address at 228 Park Avenue |
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| September 29, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of September 19, 2025, is entered into by and between EDGEMODE, INC., a Nevada corporation, (the “Company”), and LGH Investments, LLC (the “Buyer”). A.The Company and the Buyer are executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by |
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| September 29, 2025 |
Exhibit 10.5 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 22, 2025, by and between EDGEMODE, INC., a Nevada corporation, with headquarters located at 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301 (the “Company”), and JEFFERSON STREET CAPITAL, LLC, a New Jersey limited liability company, with its address at 720 Monroe Street, |
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| September 29, 2025 |
EDGEMODE, INC. Convertible Promissory Note Exhibit 10.2 NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSU |
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| September 29, 2025 |
Exhibit 10.4 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| September 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 23, 2025 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| September 19, 2025 |
Exhibit 10.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| September 19, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 15, 2025, by and between EDGEMODE, INC., a Nevada corporation, with headquarters located at 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301 (the “Company”), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with its address at 1040 Firs |
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| September 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 15, 2025 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| September 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 9, 2025 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| September 15, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 9, 2025, by and between Edgemode, Inc., a Nevada corporation, with its address at 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301 (the “Company”), and Vanquish Funding Group Inc., a Virginia limited liability company, with its address at 1800 Diagonal Road, Suite 623, A |
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| September 15, 2025 |
THE ISSUE PRICE OF THIS NOTE IS $81,600.00 THE ORIGINAL ISSUE DISCOUNT IS $13,600.00 Exhibit 10.2 THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN |
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| September 5, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 2, 2025 and effective August 20, 2025, by and between EDGEMODE, INC., a Nevada corporation, with headquarters located at 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301 (the “Company”) and CLEARTHINK CAPITAL PARTNERS, LLC, with its address at 210 West 77th Street, #7W, |
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| September 5, 2025 |
Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 4, 2025, by and between EDGEMODE, INC., a Nevada corporation (the “Company”), and CLEARTHINK CAPITAL PARTNERS, LLC, a Delaware limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have th |
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| September 5, 2025 |
Exhibit 10.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| September 5, 2025 |
Exhibit 10.3 STRATA PURCHASE AGREEMENT THIS STRATA PURCHASE AGREEMENT (the “Agreement”), dated as of September 4, 2025, by and between EDGEMODE, INC., a Nevada corporation (the “Company”), and CLEARTHINK CAPITAL PARTNERS, LLC, a Delaware limited liability company (the “Investor”). WHEREAS: Subject to the terms, conditions and limitations on the number of shares which may be sold set forth in this |
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| September 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 1, 2025 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| August 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2025 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| August 26, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 15, 2025, by and between Edgemode, Inc., a Nevada corporation, with its address at 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301 (the “Company”), and 1800 DIAGONAL LENDING LLC, a Virginia limited liability company, with its address at 1800 Diagonal Road, Suite 623, Alexa |
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| August 26, 2025 |
THE ISSUE PRICE OF THIS NOTE IS $81,600.00 THE ORIGINAL ISSUE DISCOUNT IS $13,600.00 Exhibit 10.2 THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-55647 EDGE |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-55647 EDG |
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| May 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2024 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55647 Edgemode, Inc |
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| April 8, 2025 |
Building Lease between SAPL and Marviken One dated December 27, 2024 Exhibit 10.6 AGREEMENT – LEASE OF DATACENTER AND OFFICE SPACE, MARVIKEN, SWEDEN THIS AGREEMENT is made and entered into December 27, 2024 by and between Marviken ONE AB (Company reg number 559223-1509) whose address is Kungsportsavenyen 26, Box 19055, 400 12 Göteborg, Sweden (hereinafter referred to as "Provider"), Synthesis Analytics Production Limited, (a company organised under the laws of Engl |
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| April 8, 2025 |
Certificate of Amendment Increase in Authorized Common Stock effective April 7, 2025 Exhibit 3.1 Business Entity - Filing Acknowledgement 04/03/2025 Work Order Item Number: Filing Number: Filing Type: Filing Date/Time: Filing Page(s): W2025040302533 - 4365554 20254798033 Amendment After Issuance of Stock 4/3/2025 1:14:00 PM 3 Indexed Entity Information: Entity ID: E0034092011 - 6 Entity Status: Active Entity Name: EdgeMode, Inc. Expiration Date: None Commercial Registered Agent CO |
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| April 8, 2025 |
Property Purchase Agreement between SAPL and Marviken One dated December 4, 2024 Exhibit 10.7 Freehold Property Purchase Contract Under Swedish Law This Agreement is entered into on December 4, 2024, by and between: 1. Seller: Marviken TWO AB, a company incorporated under the laws of Sweden, with registration number 559223-1491, and registered office at Kungsportsavenyen 26, Box 19055, 400 12 Gothenburg, Sweden hereinafter referred to as the "Seller." 2. Buyer: Synthesis Analy |
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| April 8, 2025 |
Exhibit 10.4 STOCK OPTION GRANT This STOCK OPTION GRANT dated as of 7th April, 2025 (the “Grant”) is delivered by Edgemode, Inc., a Nevada corporation (the “Company”) to , an (the “”). RECITALS A. The Board of Directors of the Company (the “Board”) has decided to make a stock option grant to as part of the consideration payable to pursuant to a (the “ Agreement”). B. The Board has approved the gra |
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| April 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 7, 2025 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| April 8, 2025 |
Exhibit 10.2 CONSULTANCY AGREEMENT This Consultancy Agreement (the “Agreement”) is made and entered into as of September 1, 2024, by and between: 1. AI Capital Mineco Limited, (a company organised under the laws of England and Wales with registered number 14322662) and having its registered address at Wenlock Road, London, England, N1 7GU (the “Consultant”); and 2. EdgeMode Inc (a company register |
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| April 8, 2025 |
Exhibit 10.9 PROMISSORY NOTE Under Swedish Law This Loan Note ("Note") is issued on December 4, 2024, by: 1. Debtor (Buyer): Synthesis Analytics Production Limited, a company organised under the laws of England and Wales with registered number 14342669 and having its registered address at Wenlock Road, London, England, N1 7GU, hereinafter referred to as the "Debtor". 2. Creditor (Seller): Marviken |
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| April 8, 2025 |
Exhibit 2.1 SHARE EXCHANGE AGREEMENT This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of April 7, 2025, is by and among Edgemode, Inc., a Nevada corporation (the “Parent”), Synthesis Analytics Production Ltd, an England and Wales private limited company (the “Company”), and Adler Capital Limited, a company registered in Hong Kong registered number 68827254, the sole shareholder of the Co |
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| April 8, 2025 |
Intellectual Property Agreement between SAPL and ACL dated August 31, 2024 Exhibit 10.10 INTELLECTUAL PROPERTY AND TRADE SECRETS PURCHASE AGREEMENT THIS AGREEMENT is made and entered into as of August 31, 2024, by and between: 1. Adler Capital Limited, a company incorporated and registered in Hong Kong with company number 68827254 and having its registered office at Room 3208, 32/F, Central Plaza, 18 Harbour Road, Wan Chai, Hong Kong ("Seller"); and 2. Synthesis Analytic |
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| April 8, 2025 |
Cooling Agreement between SAPL and Marviken One dated December 27, 2024 Exhibit 10.8 AGREEMENT – ACCESS TO COOLING CAPACITY FOR DATA CENTER PURPOSES THIS AGREEMENT is made and entered into December 27, 2024 by and between Marviken ONE AB (a company organised under the laws of Sweden with registered number 559223-1509) and having its registrered address at Kungsportsavenyen 26, Box 19055, 400 12 Göteborg, Sweden (hereinafter referred to as "Provider"), and Synthesis An |
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| April 8, 2025 |
Form of Amendment No. 1 to Executive Employment Agreement Exhibit 10.3 AMENDMENT NO. 1 TO THE EXECUTIVE EMPLOYMENT AGREEMENT This Amendment No. 1 (the “Amendment”) to the Executive Employment Agreement (the “Agreement”) is entered into 7th April 2025 by and between Edgemode, Inc., a Nevada corporation (the “Company”) and Charles Faulkner, an individual (the “Employee”). All terms not otherwise defined herein shall have the same meaning as in the Agreemen |
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| April 8, 2025 |
Exhibit 10.5 AGREEMENT – POWER PURCHASE AND LEASE OF ACCESS TO GRID CONNECTION FOR DATA CENTER PURPOSES THIS AGREEMENT is made and entered into December 27, 2024 by and between Marviken ONE AB (a company organised under the laws of Sweden with registered number 559223-1509) and having its registrered address at Kungsportsavenyen 26, Box 19055, 400 12 Göteborg, Sweden (hereinafter referred to as "P |
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| April 8, 2025 |
Executive Employment Agreement Effective April 7, 2025 between Edgemode, Inc. and Niclas Adler Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered this 7th day of April 2025 (the “Effective Date”) between Edgemode, Inc., a Nevada corporation (the “Corporation”) and Niclas Adler (the “Executive”). RECITALS WHEREAS, the Corporation, Synthesis Analytics Production Ltd, an England and Wales private limited company, and Adler Cap |
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| April 2, 2025 |
Amendment to Simon Wajcenberg Stock Option Grant dated April 2, 2025 Exhibit 10.1 EDGEMODE, INC. Attention: Simon Wajcenberg, Optionee Re: Amendment to Option Grants Dear Optionee, Edgemode, Inc. (the “Company”) in consideration of the Optionee’s agreement to convert $50,000 of Optionee’s accrued salary payable under his Company employment agreement hereby amends each of his options to purchase up to: (1) 31,979,352 shares of the Company’s common stock dated Januar |
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| April 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 2, 2025 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| April 2, 2025 |
Amendment to Charles Faulkner Stock Option Grant dated April 2, 2025 Exhibit 10.2 EDGEMODE, INC. Attention: Charlie Faulkner, Optionee Re: Amendment to Option Grants Dear Optionee, Edgemode, Inc. (the “Company”) in consideration of the Optionee’s agreement to convert $50,000 of Optionee’s accrued salary payable under his Company employment agreement hereby amends each of his options to purchase up to: (1) 31,979,352 shares of the Company’s common stock dated Januar |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-55647 CUSIP NUMBER 35131P102 (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tra |
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| March 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14C (Rule 14c-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement EDGEMODE, INC. |
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| March 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-55647 |
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| March 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14C (Rule 14c-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement EDGEMODE, INC. |
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| March 4, 2025 |
Certificate of Designation of Series C Preferred Stock Exhibit 3.1 CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES C PREFERRED STOCK It is hereby certified that: 1. The name of the Corporation (hereinafter called the “Corporation”) is Edgemode, Inc. a Nevada corporation. 2. The Articles of Incorporation of the Corporation authorize the issuance of 5,000,000 shares of preferred stock, $0.001 par value per share, 5,000,000 of |
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| March 4, 2025 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2025 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| February 24, 2025 |
Amendment to Charles Faulkner Stock Option Grant dated February 20, 2025 Exhibit 10.5 EDGEMODE, INC. Attention: Charlie Faulkner Re: Amendment to Stock Options Dear Optionee, Edgemode, Inc. (the “Company”) in partial consideration of the Optionee’s agreement to convert $769,989 of his accrued salary payable under his Company employment agreement hereby amends that certain (1) option to purchase up to 76,619,603 shares of the Company’s common stock at an exercise price |
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| February 24, 2025 |
Charles Faulkner Conversion Letter dated February 20, 2025 Exhibit 10.3 EDGEMODE, INC. Attention: Charlie Faulkner Re: Salary Conversion Dear Executive, Edgemode, Inc. (the “Company”) in partial consideration of the Executive’s agreement to convert $769,989 of accrued salary (the “Conversion Amount”) under such agreement hereby issues Executive 256,660,163 shares of restricted common stock of the Company (the “Conversion Shares”) and the Executive accepts |
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| February 24, 2025 |
Simon Wajcenberg Conversion Letter dated February 20, 2025 Exhibit 10.2 EDGEMODE, INC. Attention: Simon Wajcenberg Re: Salary Conversion Dear Executive, Edgemode, Inc. (the “Company”) in partial consideration of the Executive’s agreement to convert $769,989 of accrued salary (the “Conversion Amount”) under such agreement hereby issues Executive 256,660,163 shares of restricted common stock of the Company (the “Conversion Shares”) and the Executive accepts |
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| February 24, 2025 |
Master Services Agreement with Cudo Ventures Exhibit 10.1 Confidential EdgeMode Inc Master Services Agreement Version dated: 27th December 2024 Master Services Agreement Particulars January 21, 2025 Date EdgeMode Inc (incorporated in Nevada with tax ID 47 - 4046237) whose registered office is at 110, East Broward Blvd, Fort Lauderdale, FL 33301 Service Provider [email protected] Service Provider’s E - mail Address CUDO Ventures LTD (incorpor |
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| February 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2025 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| February 24, 2025 |
Amendment to Simon Wajcenberg Stock Option Grant dated February 20, 2025 Exhibit 10.4 EDGEMODE, INC. Attention: Simon Wajcenberg Re: Amendment to Stock Options Dear Optionee, Edgemode, Inc. (the “Company”) in partial consideration of the Optionee’s agreement to convert $769,989 of his accrued salary payable under his Company employment agreement hereby amends that certain (1) option to purchase up to 76,619,603 shares of the Company’s common stock at an exercise price |
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| February 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file num |
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| February 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (AMENDMENT NO. 2) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55647 Edgemode, I |
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| November 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-1652958 CUSIP NUMBER 35131P102 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ |
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| September 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 17, 2024 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| August 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-55647 EDGE |
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| May 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-55647 EDG |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-1652958 CUSIP NUMBER 35131P102 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tran |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 Edgemode, Inc. Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMM |
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| April 26, 2024 |
Exhibit 19.1 MEMORANDUM TO: All Insiders FROM: Simon Wajcenberg, Chief Financial Officer DATE: April 26, 2024 RE: Insider Trading Policy ====================================================================== We believe that the best way to protect Edgemode, Inc. (the “Company”) and its executive officers, directors and employees from potential liability from the insider trading under the federal s |
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| April 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55647 Edgemode, Inc |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-55647 CUSIP NUMBER 35131P102 (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tra |
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| November 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-55647 |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-55647 EDGE |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2023 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| August 8, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 2, 2023, by and between Edgemode, Inc., a Nevada corporation, with its address at 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301 (the “Company”), and 1800 DIAGONAL LENDING LLC, a Virginia limited liability company, with its address at 1800 Diagonal Road, Suite 623, Alexan |
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| August 8, 2023 |
Exhibit 10.2 THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-55647 EDG |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2022 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-5 |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2023 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| April 28, 2023 |
Exhibit 10.2 PROMISSORY NOTE FOR VALUE RECEIVED, EdgeMode Inc. (the “Maker”), with its primary offices located at 110 E. Broward Blvd., Suite 1700, Fort Lauderdale, FL, 33301, promises to pay to the order of (the “Holder”), with its primary offices or home located at upon the terms set forth below, the principle sum of US Dollars ($ ) (“Principal Sum”) together with interest at an annual rate of 1 |
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| April 28, 2023 |
Form of Securities Purchase Agreement for purchase of Promissory Note Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 2023, by and between Edgemode Inc., a Nevada corporation, with its address at 110 E Broward, Suite 1700, Ft Lauderdale, FL, 33301 (the “Company”), and with an address at (including its successors and assigns, the “Investor”) WHEREAS: A. The Company and the Investor are executing and d |
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| April 24, 2023 |
Exhibit 10.3 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 11, 2023, by and between Edgemode, Inc., a Nevada corporation, with its address at 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301 (the “Company”), and 1800 DIAGONAL LENDING LLC, a Virginia limited liability company, with its address at 1800 Diagonal Road, Suite 623, Alexan |
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| April 24, 2023 |
EX-10.2 6 edgemodeex1002.htm PROMISSORY NOTE ISSUED BY EDGEMODE, INC. IN FAVOR OF 1800 DIAGONAL LENDING LLC EFFECTIVE APRIL 20, 2023 Exhibit 10.2 THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED |
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| April 24, 2023 |
EX-10.4 8 edgemodeex1004.htm CONVERTIBLE PROMISSORY NOTE ISSUED BY EDGEMODE, INC. IN FAVOR OF 1800 DIAGONAL LENDING LLC DATED APRIL 20, 2023 Exhibit 10.4 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. |
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| April 24, 2023 |
EX-10.1 2 edgemodeex1001.htm SECURITIES PURCHASE AGREEMENT BETWEEN EDGEMODE, INC. AND 1800 DIAGONAL LENDING LLC EFFECTIVE APRIL 20, 2023 FOR PURCHASE OF PROMISSORY NOTE Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 11, 2023, by and between Edgemode, Inc., a Nevada corporation, with its address at 110 E. Broward Blvd., Suite 1700, |
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| April 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2023 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| April 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2022 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55647 Edgemode, Inc |
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| April 17, 2023 |
Exhibit 21.1 SUBSIDIARIES Name of Subsidiary Jurisdiction of Organization EdgeMode Wyoming |
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| April 17, 2023 |
Code of Ethics and Business Conduct Exhibit 14.1 EdgeMode, Inc. Code of Ethics and Business Conduct 1. Introduction. 1.1 The Board of Directors of EdgeMode, Inc. (together with its subsidiaries, the "Company") has adopted this Code of Ethics and Business Conduct (the "Code") in order to: (a) promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest; (b) promote full, fair, accurat |
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| April 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-55647 CUSIP NUMBER 35131P102 (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tra |
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| March 7, 2023 |
Amendment to Simon Wajcenberg Stock Option Grant dated January 25, 2023 EX-10.4 5 edgemodeex1004.htm AMENDMENT TO SIMON WAJCENBERG STOCK OPTION GRANT DATED JANUARY 25, 2023 Exhibit 10.4 EDGEMODE, INC. March 3, 2023 Attention: Simon Wajcenberg Re: Amendment to Stock Option Grant dated September 12, 2022 Dear Charlie, This Amendment amends that certain Stock Option Grant dated September 12, 2022 (the “Option”) of an option to purchase 76,619,603 shares of EDGEMODE, INC. |
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| March 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2023 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| March 7, 2023 |
Amendment to Charlie Faulkner Stock Option Grant dated January 25, 2023 Exhibit 10.3 EDGEMODE, INC. March 3, 2023 Attention: Charlie Faulkner Re: Amendment to Stock Option Grant dated September 12, 2022 Dear Charlie, This Amendment amends that certain Stock Option Grant dated September 12, 2022 (the “Option”) of an option to purchase 76,619,603 shares of EDGEMODE, INC. (formerly known as Fourth Wave Energy, Inc.) (the “Company”) common stock. 1. Amendment. Section 2 o |
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| March 7, 2023 |
Stock Option Grant to Charlie Faulkner dated March 3, 2023 Exhibit 10.1 STOCK OPTION GRANT This STOCK OPTION GRANT, dated as of March 3, 2023 is delivered by EdgeMode, Inc., a Nevada corporation (the “Company”) to Charles Faulkner (the “Employee”). RECITALS A. The Employee is employed by the Company and Board of Directors of the Company (the “Board”) has decided to make a stock option grant to Employee for services to the Company. B. The Board has approve |
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| March 7, 2023 |
Stock Option Grant to Simon Wajcenberg dated March 3, 2023 Exhibit 10.2 STOCK OPTION GRANT This STOCK OPTION GRANT, dated as of March 3, 2023 is delivered by EdgeMode, Inc., a Nevada corporation (the “Company”) to Simon Wajcenberg (the “Employee”). RECITALS A. The Employee is employed by the Company and Board of Directors of the Company (the “Board”) has decided to make a stock option grant to Employee for services to the Company. B. The Board has approve |
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| January 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 2023 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State of Incorporation) (Commission File Number) (I.R.S. Employer N |
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| January 26, 2023 |
Amendment to Charlie Faulkner Stock Option Grant dated January 25, 2023 EX-10.1 2 edgemodeex1001.htm AMENDMENT TO CHARLIE FAULKNER STOCK OPTION GRANT DATED JANUARY 25, 2023 Exhibit 10.1 EDGEMODE, INC. January 25, 2023 Attention: Charlie Faulkner Re: Amendment to Stock Option Grant dated January 31, 2022 Dear Charlie, This Amendment amends that certain Stock Option Grant dated January 31, 2022 (the “Option”) of an option to purchase 31,979,352 shares of EDGEMODE, INC. |
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| January 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 2023 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| January 26, 2023 |
Amendment to Simon Wajcenberg Stock Option Grant dated January 25, 2023 Exhibit 10.2 EDGEMODE, INC. January 25, 2023 Attention: Simon Wajcenberg Re: Amendment to Stock Option Grant dated January 31, 2022 Dear Simon, This Amendment amends that certain Stock Option Grant dated January 31, 2022 (the “Option”) of an option to purchase 31,979,352 shares of EDGEMODE, INC. (formerly known as Fourth Wave Energy, Inc.) (the “Company”) common stock. 1. Amendment. Section 1 of t |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-55647 |
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| September 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 28, 2022 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State of Incorporation) (Commission File Number) (I.R.S. Employer |
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| September 28, 2022 |
Exhibit 10.1 SERIES B PREFERRED STOCK PURCHASE AGREEMENT This SERIES B PREFERRED STOCK PURCHASE AGREEMENT (the ?Agreement?), dated as of September 26, 2022, by and between EDGEMODE, INC. f/k/a FOURTH WAVE ENERGY, INC., a Nevada corporation, with its address at 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301 (the ?Company?), and 1800 DIAGONAL LENDING LLC, a Virginia limited liability com |
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| September 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2022 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State of Incorporation) (Commission File Number) (I.R.S. Employer |
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| September 23, 2022 |
Exhibit 10.1 COMMON STOCK PURCHASE AGREEMENT This Common Stock Purchase Agreement (the ?Agreement?), dated as of September 19, 2022 (the ?Execution Date?), is entered into between Edgemode, Inc., a Nevada corporation (the ?Company?), and Alumni Capital LP, a Delaware limited partnership (the ?Investor?). RECITALS: WHEREAS, upon the terms and subject to the conditions contained herein, the Investor |
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| September 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 12, 2022 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State of Incorporation) (Commission File Number) (I.R.S. Employer |
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| September 12, 2022 |
Charlie Faulkner Stock Option Grant dated September 12, 2022 Exhibit 10.1 STOCK OPTION GRANT This STOCK OPTION GRANT, dated as of September 12, 2022 is delivered by EdgeMode, Inc., a Nevada corporation (the ?Company?) to Charles Faulkner (the ?Employee?). RECITALS A. The Employee is employed by the Company and Board of Directors of the Company (the ?Board?) has decided to make a stock option grant to Employee for services to the Company. B. The Board has ap |
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| September 12, 2022 |
Simon Wajcenberg Stock Option Grant dated September 12, 2022 Exhibit 10.2 STOCK OPTION GRANT This STOCK OPTION GRANT, dated as of September 12, 2022 is delivered by EdgeMode, Inc., a Nevada corporation (the ?Company?) to Simon Wajcenberg (the ?Employee?). RECITALS A. The Employee is employed by the Company and Board of Directors of the Company (the ?Board?) has decided to make a stock option grant to Employee for services to the Company. B. The Board has ap |
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| August 29, 2022 |
Exhibit 10.1 SERIES B PREFERRED STOCK PURCHASE AGREEMENT This SERIES B PREFERRED STOCK PURCHASE AGREEMENT (the "Agreement"), dated as of August 23, 2022, by and between EDGEMODE, INC. f/k/a FOURTH WAVE ENERGY, INC., a Nevada corporation, with its address at 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301 (the "Company"), and 1800 DIAGONAL LENDING LLC, a Virginia limited liability compan |
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| August 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2022 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| August 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 17, 2022 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Incorporation) (Commission File Number) (I.R.S. Employer No |
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| August 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file nu |
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| August 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-55647 EDGE |
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| August 16, 2022 |
NT 10-Q 1 edgemodeext.htm EXTENSION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-1652958 CUSIP NUMBER 35131P102 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Tr |
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| July 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2022 Edgemode, Inc. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| July 27, 2022 |
Exhibit 10.1 SERIES A PREFERRED STOCK PURCHASE AGREEMENT This SERIES A PREFERRED STOCK PURCHASE AGREEMENT (the ?Agreement?), dated as of July 18, 2022, by and between EDGEMODE, INC. f/k/a FOURTH WAVE ENERGY, INC., a Nevada corporation, with its address at 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301 (the ?Company?), and 1800 DIAGONAL LENDING LLC, a Virginia limited liability company, |
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| July 27, 2022 |
Certificate of Designation of Series B Preferred Stock filed July 20, 2022 Exhibit 3.1 Business Entity - Filing Acknowledgement 07/20/2022 Work Order Item Number: Filing Number: Filing Type: Filing Date/Time: Filing Page(s): W2022071901087 - 2256753 20222490600 Certificate of Designation 7/19/2022 11:30:00 AM 15 Indexed Entity Information: Entity ID: E0034092011 - 6 Entity Status: Active Entity Name: EdgeMode, Inc. Expiration Date: None Commercial Registered Agent NEVADA |
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| June 8, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2022 FOURTH WAVE ENERGY, INC. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| May 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-34780 FOU |
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| May 16, 2022 |
NT 10-Q 1 fourthwavent10q.htm FORM 12B-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-1652958 CUSIP NUMBER 35131P102 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20 |
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| May 10, 2022 |
DEF 14A 1 fwavedef14a.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by Registrant þ Filed by Party other than Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only |
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| May 4, 2022 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No. |
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| May 4, 2022 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 99.4 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Stockholders of EdgeMode, Inc. Opinion on the Financial Statements We have audited the accompanying balance sheets of EdgeMode, Inc. (the Company) as of December 31, 2021 and December 31, 2020, the related statements of operations, stockholders? equity, and cash flows for the years ended December 31, |
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| April 28, 2022 |
PRE 14A 1 fourthwavepre14a.htm PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by Registrant þ Filed by Party other than Registrant ¨ Check the appropriate box: þ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted |
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| April 15, 2022 |
Exhibit 3.1 Amendment No. 1 to the Bylaws Section 3.11 is deleted in its entirety and the following is inserted in its place: 3.11 Manner of Acting. If a quorum is present, action other than the election of directors is approved if the votes cast in favor of the action exceed the votes cast against the action on the subject matter shall be the act of the stockholders, unless the vote of a greater |
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| April 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 12, 2022 FOURTH WAVE ENERGY, INC. (Exact name of registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or Other Jurisdiction of Incorporation) (Commission F |
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| April 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2021 OR ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55647 Fourth Wave E |
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| April 12, 2022 |
Exhibit 4.1 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Authorized Capital Stock The total number of stock authorized that may be issued by Fourth Wave Energy, Inc. (the ?Company?) is 950,000,000 shares of common stock with a par value of $0.001 per share and 4,999,000 shares of preferred stock with a par value of $0.001. Common Stock The total numb |
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| April 12, 2022 |
Exhibit 21.1 SUBSIDIARIES Name of Subsidiary Jurisdiction of Organization EdgeMode Wyoming |
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| April 12, 2022 |
Certificate of Incorporation, as Amended and Restated Exhibit 3.1 AMENDED AND RESTATED ARTICLES OF INCORPORATION OF FOURTH WAVE ENERGY, INC. Fourth Wave Energy, Inc., (the ?Corporation?), a corporation incorporated under the laws of the State of Nevada on January 21, 2011, Nevada Business Identification Number NV20111048323, hereby amends and restates its Articles of Incorporation pursuant to the provisions of Section 78.207 and Section 78.403 of the |
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| April 1, 2022 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NT 10-K 1 fourthwaveext.htm NOTICE OF LATE FILING SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-55647 CUSIP NUMBER 35131P102 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition R |
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| March 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14C (Rule 14c-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? Definitive Information Statement FOURTH WAVE ENERGY, INC. |
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| March 1, 2022 |
PRE 14C 1 fwavepre14c.htm PRELIMINARY INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14C (Rule 14c-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definiti |
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| February 18, 2022 |
FWAV / FOURTH WAVE ENERGY INC / Faulkner Charles Thomas - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— SCHEDULE 13D ——————— Under the Securities Exchange Act of 1934 Fourth Wave Energy, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 35131P102 (CUSIP Number) Charles Faulkner 350 North Orleans Street, Suite 9000N Chicago, IL 60654 (707) 687-9093 With copies to: Nason Yeager Gerson Harr |
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| February 18, 2022 |
FWAV / FOURTH WAVE ENERGY INC / Dixon Christina Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Fourth Wave Energy, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 35131P102 (CUSIP Number) January 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fi |
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| February 18, 2022 |
FWAV / FOURTH WAVE ENERGY INC / Wajcenberg Simon Enrico - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ??????? SCHEDULE 13D ??????? Under the Securities Exchange Act of 1934 Fourth Wave Energy, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 35131P102 (CUSIP Number) Simon Wajcenberg 350 North Orleans Street, Suite 9000N Chicago, IL 60654 (707) 687-9093 With copies to: Nason Yeager Gerson Harr |
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| February 8, 2022 |
Exhibit 99.1 Fourth Wave Energy Inc. Closes Acquisition of EdgeMode and Enters Crypto Mining Industry Hardware and Hosting agreements secured to support growth strategy Chicago, IL / February 8, 2022 / PR Newswire / Fourth Wave Energy, Inc. (OTCQB:FWAV) amends and restates in its entirety its press release dated February 7, 2022 which announced the closing of its acquisition of EdgeMode (EdgeMode) |
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| February 8, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2022 FOURTH WAVE ENERGY, INC. |
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| February 7, 2022 |
Exhibit 99.2 EdgeMode Balance Sheet (Unaudited) September 30, 2021 December 31, 2020 ASSETS Current assets: Cash $ 1,479,542 $ 62,435 Prepaid expenses and other current assets 30,670 ? Total current assets 1,510,212 62,435 Intangible assets - cryptocurrencies 206,392 ? Equipment, net 3,192,536 318,500 Total assets $ 4,909,140 $ 380,935 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Acco |
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| February 7, 2022 |
Certificate of Incorporation, As Amended Exhibit 3.1 Certifie d Copy 11/19/2021 09:25:15 AM Work Order Number: Reference Number: Through Date: Corporate Name: W2021111900430 - 1726483 20211904256 11/19/2021 09:25:15 AM Fourth Wave Energy, Inc. The undersigned filing officer hereby certifies that the attached copies are true and exact copies of all requested statements and related subsequent documentation filed with the Secretary of State |
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| February 7, 2022 |
Compute North Master Agreement Exhibit 10.5 MASTER AGREEMENT This Master Agreement (the ?Agreement?), dated 05/31/2021, is between Compute North LLC (?Compute North?) and EdgeMode Inc. (?Customer?). In consideration of the promises set forth below, the parties agree as follows: 1. Services. Subject to the terms and conditions of this Agreement, Compute North shall provide, and Customer shall pay for, the colocation, managed and |
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| February 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2022 FOURTH WAVE ENERGY, INC. |
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| February 7, 2022 |
Exhibit 10.4 NOTE CONVERSION AGREEMENT THIS NOTE CONVERSION AGREEMENT (the ?Agreement?) is made as of November , 2021 by and between Fourth Wave Energy, Inc., a Nevada corporation (the ?Company?), and (the ?Holder?). The Company and Holder are hereinafter each called a ?Party? and together, the ?Parties?. RECITALS A. Holder is the owner of that certain Promissory Note of the Company dated , 2021 i |
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| February 7, 2022 |
Exhibit 10.6 MASTER AGREEMENT This Master Agreement (the "Agreement"), dated July 20, 2021, is between Trinity Mining Technologies LLC ("Trinity Mining Technologies ") and EdgeMode Inc, ("Customer"). In consideration of the promises set forth below, the parties agree as follows: 1. Services. Subject to the terms and conditions of this Agreement, Trinity Mining Technologies shall provide, and Custo |
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| February 7, 2022 |
Exhibit 10.7 1 2 3 |
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| February 7, 2022 |
Exhibit 10.2 CONSULTING SERVICES AGREEMENT This Consulting Services Agreement (the ?Agreement?) is made as of January 31, 2022 (the ?Effective Date?), by and between FOURTH WAVE ENERGY, INC., a Nevada corporation with an address at 350 North Orleans Street, Suite 9000n, Chicago, IL 60654 (the ?Company?) and J. Jacob Isaacs, an individual with an address of 269 S. Beverly Drive, #460, Beverly Hills |
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| February 7, 2022 |
Form of Executive Employment Agreement Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this ?Agreement?) is made and entered this day of January 2022 (the ?Effective Date?) between Fourth Wave Energy, Inc., a Nevada corporation whose principal place of business is (the ?Corporation?) and , an individual whose address is (the ?Executive?). RECITALS WHEREAS, the Executive served as an executive officer of |
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| February 7, 2022 |
Exhibit 10.3 STOCK OPTION GRANT This STOCK OPTION GRANT, dated as of January , 2022 is delivered by Fourth Wave Energy, Inc., a Nevada corporation (the ?Company?) to , an individual resident of (the ?Employee?). RECITALS A. The Board of Directors of the Company has decided to make a stock option grant to Employee as part of the consideration payable to Employee pursuant to an Employee Agreement be |
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| February 7, 2022 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 99.1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Stockholders of EdgeMode Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of EdgeMode (the Company) for the year ended December 31 2020, and the related consolidated statements of operations, stockholders? deficit, and cash flows for the period of March |
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| February 7, 2022 |
BYLAWS WADENA CORP. (Nevada) TABLE OF CONTENTS Exhibit 3.2 BYLAWS OF WADENA CORP. (Nevada) TABLE OF CONTENTS Page ARTICLE I OFFICES 1.1 Business Office 1 1.2 Registered Office and Registered Agent 1 ARTICLE II SHARES AND TRANSFER THEREOF 2.1 Regulation 1 2.2 Stock Certificates: Facsimile Signatures and Validation 1 2.3 Fractions of Shares: Insurance; Payment of Value or Issuance of Scrip 1 2.4 Cancellation of Outstanding Certificates and Issua |
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| February 7, 2022 |
UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS Exhibit 99.3 UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS On January 31, 2022, Fourth Wave Energy, Inc., (the ?Company?), FWAV Acquisition Corp., a Wyoming corporation and wholly owned subsidiary of the Company (the ?Acquisition Subsidiary?) and EdgeMode, a Wyoming corporation (?EdgeMode?) closed on the previously disclosed Agreement and Plan of Merger and Reorganization (the ?Merger Agre |
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| January 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14F-1 INFORMATION STATEMENT PURSUANT TO SECTION 14(f) OF THE SECURITIES EXCHANGE ACT OF 1934 AND RULE 14f-1 THEREUNDER FOURTH WAVE ENERGY, INC. (Exact name of Registrant as specified in its charter) Nevada 000-55647 47-4046237 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS |
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| January 7, 2022 |
Letter from MaloneBailey, LLP to the SEC dated January 7, 2022 EX-16.1 2 fourthwaveex1601.htm LETTER FROM MALONEBAILEY, LLP TO THE SEC DATED JANUARY 7, 2022 EXHIBIT 16.1 January 7, 2022 U.S. Securities and Exchange Commission 450 Fifth Street N.W. Washington, DC 20549 RE: Fourth Wave Energy, Inc. File No.: 000-55647 We have read the statements under item 4.01 of the Form 8-K to be filed with the Securities and Exchange Commission. We agree with statements per |
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| January 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 6, 2022 FOURTH WAVE ENERGY, INC. |
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| December 16, 2021 |
$770,000 Promissory Note issued by EdgeMode to Registrant dated December 10, 2021 EXHIBIT 10.1 $770,000.00 Dated as of December 10, 2021 PROMISSORY NOTE For value received, and on the terms and subject to the conditions set forth herein, EDGEMODE, a corporation incorporated under the laws of the State of Wyoming(the ?Company?), hereby promises to pay FOURTH WAVE ENERGY, INC., a corporation incorporated under the laws of the State of Nevada (the ?Holder?), the aggregate principa |
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| December 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2021 FOURTH WAVE ENERGY, INC. |
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| December 8, 2021 |
Agreement and Plan of Merger and Reorganization EX-2.1 2 fourthwaveex0201.htm AGREEMENT AND PLAN OF MERGER AND REORGANIZATION EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION Among FOURTH WAVE ENERGY, INC. a Nevada corporation, FWAV ACQUISITION CORP., a Wyoming corporation, And EDGEMODE, a Wyoming corporation December 2, 2021 TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 1.1 The Merger 1 1.2 The Closing 1 1.3 Actions at the Closing 1 |
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| December 8, 2021 |
EXHIBIT 99.1 Fourth Wave Energy Inc. Signs Merger Agreement to Acquire EdgeMode The Merger is Expected to Close in or Before January 2022 Upon the Completion of Ongoing Due Diligence and the Audit of EdgeMode San Jose, CA / December 6, 2021 / Fourth Wave Energy, Inc. or the "Company"), (OTCQB:FWAV) announced today, that the Company has executed an agreement under which it will acquire EdgeMode in |
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| December 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 2, 2021 FOURTH WAVE ENERGY, INC. |
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| November 22, 2021 |
Exhibit 10.11. FORM OF WAIVER AGREEMENT November , 2021 FOURTH WAVE ENERGY, INC. 75 E Santa Clara St., 6th Floor San Jose, CA 95113 Attn: J. Jacob Isaacs, Chief Executive Officer VIA ELECTRONIC MAIL Re: Waiver Dear Mr. Issacs: Reference is made to that certain Securities Purchase Agreement, dated as of , 2021 (the ?Purchase Agreement?), among Fourth Wave Energy, Inc., a Nevada corporation (the ?Co |
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| November 22, 2021 |
Form of Convertible Promissory Note (October 2021 and November 2021) Exhibit 10.4 FORM OF CONVERTIBLE PROMISSORY NOTE NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFEC |
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| November 22, 2021 |
Convertible Promissory Note dated September 21, 2021 in the principal amount of 110,000 Exhibit 10.8 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE |
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| November 22, 2021 |
Convertible Promissory Note dated September 17, 2021 in the principal amount of $150,000 Exhibit 10.7 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE |
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| November 22, 2021 |
Form of Common Stock Purchase Warrant. (October 2021 and November 2021) Exhibit 10.5 FORM OF COMMON STOCK PURCHASE WARRANT NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD |
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| November 22, 2021 |
Form of Note Conversion Agreement (November 2021) Exhibit 10.6 FORM OF NOTE CONVERSION AGREEMENT THIS NOTE CONVERSION AGREEMENT (the ?Agreement?) is made as of , 2021 by and between Fourth Wave Energy, Inc., a Nevada corporation (the ?Company?), and (the ?Holder?). The Company and Holder are hereinafter each called a ?Party? and together, the ?Parties?. RECITALS A. Holder is the owner of that certain Promissory Note of the Company dated in the or |
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| November 22, 2021 |
Exhibit 10.3 FORM OF ESCROW AGREEMENT This Escrow Agreement dated this , 2021 ("Escrow Agreement"), is entered into by the persons signing this agreement (the "Investors") and Hart & Hart, LLC, Escrow Agent (?H&H?), collectively referred to herein as the ?Parties? and each a ?Party?), pertaining to Fourth Wave Energy, Inc. (the ?Company?). 1. ESTABLISHMENT OF ESCROW Each Investor agrees to deposit |
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| November 22, 2021 |
Exhibit 10.1 $100,000.00 Dated as of October 21, 2021 PROMISSORY NOTE For value received, and on the terms and subject to the conditions set forth herein, EDGEMODE, INC., a corporation incorporated under the laws of the State of Wyoming (the ?Company?), hereby promises to pay FOURTH WAVE ENERGY, INC., a corporation incorporated under the laws of the State of Nevada (the ?Holder?), the aggregate pr |
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| November 22, 2021 |
Secured Convertible Promissory Note dated September 28,2021in the principal amount of $500,000 Exhibit 10.10 SECURED PROMISSORY NOTE DATE: September 28, 2021 MAKER: Fourth Wave Energy, Inc. 100 Garfie Suite 400 Denver, CO 80206 PAYEE: Eric Goldstein PRINCIPAL AMOUNT OF NOTE: $500,000.00 FOR VALUE RECEIVED, Maker promises and agrees to pay to Payee at the mailing address of Payee, or at such other place as Payee or any other holder hereof (collectively, the ?Holder?) may from time to time de |
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| November 22, 2021 |
Exhibit 10.9 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE |
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| November 22, 2021 |
Exhibit 10.2 $750,000.00 Dated as of September 30, 2021 PROMISSORY NOTE For value received, and on the terms and subject to the conditions set forth herein, EDGEMODE, INC., a corporation incorporated under the laws of the State of [Jurisdiction] (the ?Company?), hereby promises to pay FOURTH WAVE ENERGY, INC., a corporation incorporated under the laws of the State of Nevada (the ?Holder?), the agg |
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| November 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ? Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2021 ? Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission File Number 333-207047 FOURTH WAVE ENERGY, INC. |
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| November 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-55647 CUSIP NUMBER (Check one): ? Form 10-K ? Form 20-F ? Form 11-K x Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: September 30, 202 |
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| August 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 20, 2021 FOURTH WAVE ENERGY, INC. - (Exact name of Registrant as specified in its charter) Nevada 333-227286 467-4046237 - - - (State or other jurisdiction (Commission File No. |
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| August 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2021 o Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission File Number 333-207047 FOURTH WAVE ENERGY, INC. |
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| May 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2021 o Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission File Number 333-207047 FOURTH WAVE ENERGY, INC. |
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| May 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2021 o Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission File Number 333-207047 FOURTH WAVE ENERGY, INC. |
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| May 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2021 o Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission File Number 333-207047 FOURTH WAVE ENERGY, INC. |
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| April 19, 2021 |
FOURTH WAVE ENERGY, INC. 75 E. Santa Clara St., 6th Floor San Jose, CA 95113 (408) 213-8874 April 19, 2021 Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Fourth Wave Energy, Inc. Registration Statement on Form S-1 Filed April 9, 2021 File No. 333-255168 Fourth Wave Energy, Inc. (the "Company") requests that the effective date of the above captioned Registration Statem |
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| April 13, 2021 |
United States securities and exchange commission logo April 13, 2021 J. Jacob Isaacs Chief Executive Officer Fourth Wave Energy, Inc. 75 E. Santa Clara St., 6th Floor San Jose, CA 95113 Re: Fourth Wave Energy, Inc. Registration Statement on Form S-1 Filed April 9, 2021 File No. 333-255168 Dear Mr. Isaacs: This is to advise you that we have not reviewed and will not review your registration stateme |
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| April 9, 2021 |
Registration Statement - FORM S-1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 Registration Statement Under THE SECURITIES ACT OF 1933 FOURTH WAVE ENERGY, INC. (Exact name of registrant as specified in charter) Nevada 2080 467-4046237 (State or other jurisdiction (Primary Standard Classi- (IRS Employer of incorporation) fication Code Number) I.D. Number) Fourth Wave Energy, Inc. 75 E. Santa Clara St., 6th Flo |
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| March 31, 2021 |
Promissory Note dated August 6, 2020 in the principal amount of $390,000 payable to SRAX, Inc EXHIBIT 10.5 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| March 31, 2021 |
Amendments to Articles of Incorporation BARBARA K. CEGAVSKE Secretary of State 202 North Carson St. Carson City, Nevada 89701-4201 (775) 884-5706 Website: nvsos.gov Filed in the Office of Document Number Barbara Cegavske 20150102673-27 Secretary of State Filing Date and Time State of Nevada 3/04/2015 7:42 AM Entity Number E0034092011-6 CERTIFICATE OF AMENDMENT Certificate of Amendment to the Articles of Incorporation For Nevada Profit C |
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| March 31, 2021 |
Investment Agreement with Tysadco Partners, LLC EXHIBIT 10.6 9 AMENDED PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (the ?Agreement?), dated as of March 4, 2021, is entered into by and between FOURTH WAVE ENRGY, INC., a Nevada corporation (the ?Company?), and TYSADCO PARTNERS, LLC, a Delaware limited liability company (the ?Investor?). WHEREAS: Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell to the Inve |
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| March 31, 2021 |
Annual Report - FOURTH WAVE FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x Annual Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 For the year ended December 31, 2020 q Transition Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 333-207047 FOURTH WAVE ENERGY, INC. (Exact name of r |
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| March 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 27, 2021 FOURTH WAVE ENERGY, INC. - (Exact name of Registrant as specified in its charter) Nevada 333-227286 467-4046237 - - - (State or other jurisdiction (Commission File |
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| February 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 1, 2021 FOURTH WAVE ENERGY, INC. - (Exact name of Registrant as specified in its charter) Nevada 333-227286 467-4046237 - - - (State or other jurisdiction (Commission File No |
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| January 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 27, 2021 FOURTH WAVE ENERGY, INC. - (Exact name of Registrant as specified in its charter) Nevada 333-227286 467-4046237 - - - (State or other jurisdiction (Commission File No |
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| November 20, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2020 o Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission File Number 333-207047 FOURTH WAVE ENERGY, INC. |
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| November 16, 2020 |
U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SEC File Number 000-55647 CUSIP Number 35131P 102 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR For Period Ended: September 30, 2020 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q For the Transition Period Ended: - Nothing |
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| September 17, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 26, 2020 FOURTH WAVE ENERGY, INC. - (Exact name of Registrant as specified in its charter) Nevada 333-227286 467-4046237 - - - (State or other jurisdiction (Commission File No. |
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| August 26, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 18, 2020 FOURTH WAVE ENERGY, INC. - - (Exact name of Registrant as specified in its charter) Nevada 333-227286 467-4046237 - - - (State or other jurisdiction (Commission File N |
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| August 13, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2020 o Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission File Number 333-207047 FOURTH WAVE ENERGY, INC. |
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| June 11, 2020 |
Quarterly Report - QUARTERLY REPORT FOR PERIOD ENDED MARCH 31 2020 Converted by Wiklow Corporate Services Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2020 Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission File Number 333-20704 |
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| May 14, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 14, 2020 FOURTH WAVE ENRGY, INC. - (Exact name of Registrant as specified in its charter) Nevada 333-227286 - (State or other jurisdiction (Commission File No.) (IRS Employer of i |
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| May 13, 2020 |
Annual Report - FORM 10-K/A FOR THE YEAR ENDED DECEMBER 31, 2019 Fourth Wave Energy Form 10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 11, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 7, 2020 FOURTH WAVE ENERGY, INC. - (Exact name of Registrant as specified in its charter) Nevada 333-227286 467-4046237 - - - (State or other jurisdiction (Commission File No.) (I |
