Edgemode, Inc. Reports Material Agreements and Equity Sales
Ticker: EDGM · Form: 8-K · Filed: Oct 9, 2025 · CIK: 1652958
Sentiment: neutral
Topics: material-agreement, financial-obligation, equity-sale
TL;DR
Edgemode just dropped an 8-K: new deals, debt, and stock sales on Oct 3rd. Watch this space.
AI Summary
Edgemode, Inc. filed an 8-K on October 9, 2025, reporting on several key events that occurred on October 3, 2025. These include entering into a material definitive agreement, creating a direct financial obligation, and unregistered sales of equity securities. The filing also lists financial statements and exhibits.
Why It Matters
This filing indicates significant corporate actions by Edgemode, Inc., including new financial obligations and the issuance of equity, which could impact its financial structure and shareholder base.
Risk Assessment
Risk Level: medium — The filing details material definitive agreements, financial obligations, and unregistered sales of equity, which can introduce financial and operational risks.
Key Players & Entities
- Edgemode, Inc. (company) — Registrant
- October 3, 2025 (date) — Earliest event reported
- October 9, 2025 (date) — Date of report
- FOURTH WAVE ENERGY, INC. (company) — Former company name
- PIERRE CORP. (company) — Former company name
- Wadena Corp. (company) — Former company name
FAQ
What specific material definitive agreement did Edgemode, Inc. enter into on October 3, 2025?
The filing indicates the entry into a material definitive agreement on October 3, 2025, but the specific details of this agreement are not provided in the provided text.
What is the nature of the direct financial obligation or off-balance sheet arrangement created by Edgemode, Inc.?
The filing states that a direct financial obligation or an obligation under an off-balance sheet arrangement was created on October 3, 2025, but the specifics are not detailed in the provided text.
What were the circumstances of the unregistered sales of equity securities by Edgemode, Inc. on October 3, 2025?
The filing reports unregistered sales of equity securities on October 3, 2025, but the details regarding the number of shares, price, or purchasers are not included in the provided text.
When did Edgemode, Inc. change its name from FOURTH WAVE ENERGY, INC.?
Edgemode, Inc. changed its name from FOURTH WAVE ENERGY, INC. on April 15, 2020.
What is Edgemode, Inc.'s Standard Industrial Classification (SIC) code?
Edgemode, Inc.'s Standard Industrial Classification (SIC) code is 8082, which falls under SERVICES-HOME HEALTH CARE SERVICES.
Filing Stats: 909 words · 4 min read · ~3 pages · Grade level 10.5 · Accepted 2025-10-09 16:02:51
Key Financial Figures
- $287,500 — missory note in the principal amount of $287,500 (the "Promissory Note"). The Company re
- $250,000 — ). The Company received net proceeds of $250,000 in consideration of issuance of the Pro
- $0.01 — default. The conversion price shall be $0.01 per share (the "Fixed Price"), however,
- $0.0075 — hen the Fixed Price shall be lowered to $0.0075 per share. In the event that the Compan
Filing Documents
- edgemode_8k.htm (8-K) — 32KB
- edgemode_ex1001.htm (EX-10.1) — 67KB
- edgemode_ex1002.htm (EX-10.2) — 122KB
- 0001683168-25-007477.txt ( ) — 426KB
- edgm-20251003.xsd (EX-101.SCH) — 3KB
- edgm-20251003_lab.xml (EX-101.LAB) — 33KB
- edgm-20251003_pre.xml (EX-101.PRE) — 22KB
- edgemode_8k_htm.xml (XML) — 3KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. Effective October 3, 2025, Edgemode, Inc. (the "Company") entered into a Securities Purchase Agreement dated September 30, 2025 (the "Purchase Agreement") with an accredited investor (the "Investor"), pursuant to which the Company sold the Investor an unsecured original issue discount promissory note in the principal amount of $287,500 (the "Promissory Note"). The Company received net proceeds of $250,000 in consideration of issuance of the Promissory Note and the proceeds from the sale of the Promissory Note shall be used for working capital. Pursuant to the Purchase Agreement, as consideration for the purchase of the Promissory Note, the Company also issued 17,000,000 shares of the Company's common stock to the Investor (the "Commitment Shares"). The Promissory Note carries an interest rate of 12%, which was applied to the principal on the issuance date, and is payable on the maturity date of August 31, 2026. The Promissory Note is convertible into common stock of the Company at any time after the 180 th daily anniversary of the Promissory Note or at any time following an event of default. The conversion price shall be $0.01 per share (the "Fixed Price"), however, if 6 months after the date of issuance the Company's common stock trades below $0.01 for more than 5 consecutive trading days, then the Fixed Price shall be lowered to $0.0075 per share. In the event that the Company's common stock trades below $0.0075 per share for more than 5 consecutive trading days, then the Fixed Price shall be eliminated and the conversion price shall reset to the lowest traded price throughout the period of default and shall be re-adjusted every 21 days that the Promissory Note remains in default. The Promissory Note provides for standard and customary events of default such as failing to timely make payments under the Promissory Note when due, the failure of the Company to timely comply with the Securities Exchange Act of
03 Creation of a Direct Financial Obligation
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information provided above in Item 1.01 herein is incorporated by reference into this Item 2.03.
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities. The information provided above in Item 1.01 herein is incorporated by reference into this Item 3.02.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. Exhibit Description 10.1 Securities Purchase Agreement between Edgemode, Inc. and ClearThink Capital Partners, LLC dated September 30, 2025 10.2 Promissory Note issued by Edgemode, Inc. in favor of ClearThink Capital Partners, LLC dated September 30, 2025 104 Cover Page Interactive Data File (embedded within the inline XBRL document) 2
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. Edgemode, Inc. Dated: October 9, 2025 By: /s/ Charlie Faulkner Name: Charlie Faulkner Title: Chief Executive Officer 3