DeFi Development Corp.

FALSE 0001805526 0001805526 2026-08-12 2026-08-12 0001805526 dfdv:CommonStockParValue0.00001PerShareMember 2026-08-12 2026-08-12 0001805526 dfdv:WarrantsEachWarrantExercisableForOneShareOfCommonStockMember 2026-08-12 2026-08-12 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 12, 2026 DEFI DEVELOPMENT CORP. (Exact name of registrant as specified in its charter) Nevada 001-41748 83-2676794 (State or other jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification Number) 6401 Congress Avenue , Suite 250 Boca Raton , FL 33487 (Address of registrant’s principal executive office) (Zip code) ( 561 ) 559-4111 (Registrant’s telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading symbol(s) Name of each exchange on which registered Common Stock, par value $0.00001 per share DFDV The Nasdaq Stock Market LLC Warrants, each warrant exercisable for one share of Common Stock DFDVW The Nasdaq Stock Market LLC Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 2.02 Results of Operations and Financial Condition. On August 12, 2026, DeFi Development Corp. (the "Company") issued a press release disclosing its June 2026 Shareholder Letter and Business Update, as previously announced, copies of which are filed as Exhibit 99.1 and 99.2 to this Current Report on Form 8-K and is incorporated herein by reference. The information furnished in this Current Report under Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing. Cautionary Note Regarding Forward-Looking Statements. This Form 8-K and the exhibits attached hereto contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the warrants. These forward-looking statements are based on the Company’s current assumptions, expectations and beliefs and are subject to substantial risks, uncertainties, assumptions and changes in circumstances that may cause Company’s actual results, performance or achievements to differ materially from those expressed or implied in any forward-looking statement. These risks include, but are not limited to market risks, trends and conditions, and are more fully in the section captioned “Risk Factors” in the Company's most recent Annual Report on Form 10-K, subsequent Quarterly Reports on Form 10-Q and other reports we file with the SEC. Please refer to the cautionary notes in the press release and the FAQ regarding these forward-looking statements. Item 9.01. Financial Statements and Exhibits. (d) Exhibits . Exhibit No. Description 99.1 Press Release, dated August 12, 2026 99.2 June 2026 Shareholder Letter and Business Update, dated August 12, 2026 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 1 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: August 12, 2026 DEFI DEVELOPMENT CORP. By: /s/ Joseph Onorati Name: Joseph Onorati Title: Chairman & CEO 2