DeFi Development Corp. Files 8-K on Governance and Compensation
Ticker: DFDVW · Form: 8-K · Filed: Dec 23, 2025 · CIK: 1805526
Sentiment: neutral
Topics: governance, officer-appointment, director-change, compensation
Related Tickers: DFDV
TL;DR
DeFi Development Corp. (DFDV) filed an 8-K detailing director changes, officer appointments, and compensation plans.
AI Summary
DeFi Development Corp. filed an 8-K on December 23, 2025, reporting events as of December 18, 2025. The filing covers the departure and election of directors, appointment of officers, executive compensation, and submission of matters to a vote of security holders. It also includes financial statements and exhibits.
Why It Matters
This 8-K filing indicates significant changes in the company's leadership and governance structure, which could impact its strategic direction and operational execution.
Risk Assessment
Risk Level: medium — Changes in directors and officers, along with compensation details, can signal shifts in company strategy or internal dynamics that may affect future performance.
Key Players & Entities
- DeFi Development Corp. (company) — Registrant
- December 18, 2025 (date) — Earliest event reported
- December 23, 2025 (date) — Filing date
- Janover Inc. (company) — Former company name
- Janover Ventures LLC (company) — Former company name
FAQ
What specific changes occurred regarding directors and officers?
The filing indicates the departure of directors, election of new directors, and appointment of certain officers.
What is the date of the earliest event reported in this 8-K?
The earliest event reported is dated December 18, 2025.
When was this 8-K filing submitted to the SEC?
This 8-K filing was submitted on December 23, 2025.
What are the former names of DeFi Development Corp.?
DeFi Development Corp. was formerly known as Janover Inc. and Janover Ventures LLC.
What types of information are included in this filing besides governance changes?
The filing also includes information on compensatory arrangements of certain officers, submission of matters to a vote of security holders, and financial statements and exhibits.
Filing Stats: 1,320 words · 5 min read · ~4 pages · Grade level 12.1 · Accepted 2025-12-23 16:48:35
Key Financial Figures
- $0.00001 — h registered Common Stock, par value $0.00001 per share DFDV The Nasdaq Stock Mar
Filing Documents
- ea0270779-8k_defi.htm (8-K) — 54KB
- ea027077901ex3-1_defi.htm (EX-3.1) — 7KB
- ea027077901ex10-1_defi.htm (EX-10.1) — 122KB
- ea027077901ex10-2_defi.htm (EX-10.2) — 91KB
- 0001213900-25-125412.txt ( ) — 534KB
- dfdv-20251218.xsd (EX-101.SCH) — 4KB
- dfdv-20251218_def.xml (EX-101.DEF) — 26KB
- dfdv-20251218_lab.xml (EX-101.LAB) — 36KB
- dfdv-20251218_pre.xml (EX-101.PRE) — 25KB
- ea0270779-8k_defi_htm.xml (XML) — 5KB
07 Submission of Matters to a Vote of
Item 5.07 Submission of Matters to a Vote of Security Holders. At the Annual Meeting, six (6) proposals were submitted to the Company's stockholders of record for a vote. The proposals are described in detail in the Proxy Statement. As of the close of business on October 24, 2025, holders of the Company's Common Stock and Series A Preferred Stock were entitled to vote together as a single class on the proposals described below. In addition, Proposal No. 5 (as defined below) required a separate class vote of the holders of Series A Preferred Stock. The proposals were approved by the requisite vote of the Company's stockholders. Sufficient votes were received to approve each of the proposals described below. The final voting results for each proposal are described below. For more information on each of these proposals, please refer to the Proxy Statement. 1 Proposal 1 : To elect five (5) members of the Board, each to serve until the next annual meeting of the Company's stockholders and until each of their respective successors are elected and qualified or until each of their earlier resignation or removal ("Proposal No. 1"): Name Votes For Votes Withheld Broker Non-Votes Joseph Onorati 107,285,753 150,186 5,089,961 William Caragol 107,064,783 371,154 5,089,963 Blake Janover 107,267,446 168,491 5,089,963 Zachary Tai 107,297,011 138,929 5,089,960 Thomas Perfumo 107,297,146 138,793 5,089,961 Proposal 2 : To ratify the appointment of Wolf & Company, P.C. as our independent registered public accounting firm for the fiscal year ending December 31, 2025 ("Proposal No, 2"): Votes For Votes Against Abstentions Broker Non-Vote 111,912,434 312,960 300,506 N/A Proposal 3 : To amend the Company's 2023 Plan to increase the number of shares reserved for issuance by 1,500,000 to 5,000,000 ("Proposal No. 3"): Votes For Votes Against Abstentions Broker Non-Vote 106,885,624 427,369 122,945 5,089,962 Proposal 4 : To a
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 3.1 Certificate of Amendment, effective December 23, 2025, to the Amended and Restated Certificate of Incorporation of DeFi Development Corp. 10.1 DeFi Development Corp. 2023 Equity Incentive Plan, as amended and restated 10.2 DeFi Development Corp. 2025 Employee Stock Purchase Plan 104 Cover Page Interactive Data File (embedded as Inline XBRL document) 3
SIGNATURES
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: December 23, 2025 DEFI DEVELOPMENT CORP. By: /s/ Joseph Onorati Name: Joseph Onorati Title: Chief Executive Officer and President 4