{"filing":{"accession_number":"0001805526-26-000098","cik":"0001805526","ticker":"DFUKF","company_name":"DeFi Development Corp.","form":"8-K","filing_date":"2026-09-08","report_date":"2026-09-03","primary_document":"dfdv-20260903.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1805526/000180552626000098/dfdv-20260903.htm"},"events":[{"id":31886,"run_id":29285,"accession_number":"0001805526-26-000098","anchor_item_number":"1.01","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"summary":"DeFi Development Corp. entered into an underwriting agreement on September 3, 2026, and completed a public offering on September 8, 2026, to issue 1,375,000 shares of Variable Rate Series C Perpetual Preferred Stock (\"CHAD Stock\") at $8.00 per share, generating approximately $11 million in gross proceeds. Although technically preferred equity, CHAD functions as a debt-like instrument with fixed stated amounts ($10.00 per share), cumulative daily dividends (initially 13.0% per annum), redemption rights, and mandatory repurchase obligations upon fundamental change events, with proceeds deployed for SOL acquisition and strategic initiatives.","company_name":"DeFi Development Corp.","ticker":"DFUKF","filing_date":"2026-09-08","form":"8-K","submitted_at":null,"items":[{"id":34916,"accession_number":"0001805526-26-000098","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"DeFi Development Corp. entered into an underwriting agreement on September 3, 2026, to issue 1,375,000 shares of Variable Rate Series C Perpetual Preferred Stock (\"CHAD Stock\") at $8.00 per share, generating approximately $10.3 million in net proceeds. Although technically preferred equity rather than debt, the CHAD Stock functions as a debt-like instrument with fixed stated amounts ($10.00 per share), cumulative daily dividends (initially 13.0% per annum), redemption rights, and repurchase obligations upon fundamental change events. The security's structure—with a liquidation preference, dividend accumulation mechanics, and mandatory repurchase provisions—aligns it with debt-issuance classification under the 8-K taxonomy. The proceeds were deployed for SOL acquisition and strategic initiatives, representing a material capital-raising event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T14:02:50.990670+00:00","company_name":"","ticker":null,"filing_date":""},{"id":34917,"accession_number":"0001805526-26-000098","item_number":"3.03","item_title":"Material Modifications to Rights of Security Holders.","event_type":"dividend_distribution","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 3.03 discloses material modifications to security holder rights through the issuance of CHAD Stock with a Certificate of Designation establishing cumulative dividend rights. The core disclosure centers on the dividend structure—a variable-rate cumulative dividend at 13.00% initially, payable monthly starting October 1, 2026, with compounding provisions for unpaid dividends and a dividend reserve of $1.30 per share. While the filing also establishes liquidation preferences, redemption rights, and voting rights, the primary focus and material modification is the creation of a new class of preferred stock with substantial dividend obligations and a structured dividend payment mechanism. This is material to investors as it represents a significant capital commitment and new financial obligation for the Company.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T14:02:50.990670+00:00","company_name":"","ticker":null,"filing_date":""},{"id":34918,"accession_number":"0001805526-26-000098","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"The Item 5.03 references Item 3.03 (incorporation/bylaw amendments), but the substantive disclosure in the exhibits concerns the pricing and closing of a $11 million public offering of Variable Rate Series C Perpetual Preferred Stock (\"CHAD\"). While the preferred stock is non-convertible and does not dilute common share count, the issuance of new equity securities to raise capital is a material capital event. The exhibits confirm the offering closed on September 8, 2026, with proceeds to be deployed into SOL acquisitions. This is classified as dilutive_issuance because it represents a material unregistered or registered equity issuance that affects the registrant's capital structure and financing capacity, even though it does not directly dilute common shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T14:02:50.990670+00:00","company_name":"","ticker":null,"filing_date":""},{"id":34919,"accession_number":"0001805526-26-000098","item_number":"8.01","item_title":"Other Events.","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"DeFi Development Corp. completed a public offering of Variable Rate Series C Perpetual Preferred Stock (\"CHAD\") generating approximately $11 million in gross proceeds on September 8, 2026. Although technically preferred equity rather than debt, CHAD functions as a debt-like instrument with fixed stated amounts ($10.00 per share), cumulative dividend obligations (initially 13.0% annually), redemption rights, and repurchase rights upon fundamental change events. The company intends to deploy substantially all net proceeds into SOL acquisition, making this a material capital-raising event that creates direct financial obligations to security holders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T14:02:50.990670+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":34916,"accession_number":"0001805526-26-000098","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"DeFi Development Corp. entered into an underwriting agreement on September 3, 2026, to issue 1,375,000 shares of Variable Rate Series C Perpetual Preferred Stock (\"CHAD Stock\") at $8.00 per share, generating approximately $10.3 million in net proceeds. Although technically preferred equity rather than debt, the CHAD Stock functions as a debt-like instrument with fixed stated amounts ($10.00 per share), cumulative daily dividends (initially 13.0% per annum), redemption rights, and repurchase obligations upon fundamental change events. The security's structure—with a liquidation preference, dividend accumulation mechanics, and mandatory repurchase provisions—aligns it with debt-issuance classification under the 8-K taxonomy. The proceeds were deployed for SOL acquisition and strategic initiatives, representing a material capital-raising event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T14:02:50.990670+00:00","company_name":"DeFi Development Corp.","ticker":"DFUKF","filing_date":"2026-09-08"},{"id":34917,"accession_number":"0001805526-26-000098","item_number":"3.03","item_title":"Material Modifications to Rights of Security Holders.","event_type":"dividend_distribution","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 3.03 discloses material modifications to security holder rights through the issuance of CHAD Stock with a Certificate of Designation establishing cumulative dividend rights. The core disclosure centers on the dividend structure—a variable-rate cumulative dividend at 13.00% initially, payable monthly starting October 1, 2026, with compounding provisions for unpaid dividends and a dividend reserve of $1.30 per share. While the filing also establishes liquidation preferences, redemption rights, and voting rights, the primary focus and material modification is the creation of a new class of preferred stock with substantial dividend obligations and a structured dividend payment mechanism. This is material to investors as it represents a significant capital commitment and new financial obligation for the Company.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T14:02:50.990670+00:00","company_name":"DeFi Development Corp.","ticker":"DFUKF","filing_date":"2026-09-08"},{"id":34918,"accession_number":"0001805526-26-000098","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"The Item 5.03 references Item 3.03 (incorporation/bylaw amendments), but the substantive disclosure in the exhibits concerns the pricing and closing of a $11 million public offering of Variable Rate Series C Perpetual Preferred Stock (\"CHAD\"). While the preferred stock is non-convertible and does not dilute common share count, the issuance of new equity securities to raise capital is a material capital event. The exhibits confirm the offering closed on September 8, 2026, with proceeds to be deployed into SOL acquisitions. This is classified as dilutive_issuance because it represents a material unregistered or registered equity issuance that affects the registrant's capital structure and financing capacity, even though it does not directly dilute common shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T14:02:50.990670+00:00","company_name":"DeFi Development Corp.","ticker":"DFUKF","filing_date":"2026-09-08"},{"id":34919,"accession_number":"0001805526-26-000098","item_number":"8.01","item_title":"Other Events.","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"DeFi Development Corp. completed a public offering of Variable Rate Series C Perpetual Preferred Stock (\"CHAD\") generating approximately $11 million in gross proceeds on September 8, 2026. Although technically preferred equity rather than debt, CHAD functions as a debt-like instrument with fixed stated amounts ($10.00 per share), cumulative dividend obligations (initially 13.0% annually), redemption rights, and repurchase rights upon fundamental change events. The company intends to deploy substantially all net proceeds into SOL acquisition, making this a material capital-raising event that creates direct financial obligations to security holders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T14:02:50.990670+00:00","company_name":"DeFi Development Corp.","ticker":"DFUKF","filing_date":"2026-09-08"}]}