TON Strategy Co. Files 8-K on Shareholder Vote Matters
Ticker: TONX · Form: 8-K · Filed: Oct 28, 2025 · CIK: 1566610
Sentiment: neutral
Topics: 8-K, shareholder-vote, corporate-governance
TL;DR
TON Strategy Co. filed an 8-K for a shareholder vote on Oct 24th. Expect updates soon.
AI Summary
TON Strategy Co. filed an 8-K on October 28, 2025, reporting a submission of matters to a vote of security holders on October 24, 2025. The company, formerly known as Verb Technology Company, Inc., is incorporated in Nevada and headquartered in Las Vegas.
Why It Matters
This filing indicates that TON Strategy Co. is engaging its shareholders on important company decisions, which could impact future corporate direction and shareholder rights.
Risk Assessment
Risk Level: low — This is a routine filing related to a shareholder vote, not indicating any immediate financial distress or significant operational change.
Key Players & Entities
- TON Strategy Co. (company) — Registrant
- October 24, 2025 (date) — Date of earliest event reported
- October 28, 2025 (date) — Date of report
- Verb Technology Company, Inc. (company) — Former company name
- Nevada (jurisdiction) — State of incorporation
- Las Vegas (location) — City of principal executive offices
FAQ
What specific matters were submitted for a vote of security holders?
The filing states that matters were submitted to a vote of security holders, but the specific details of these matters are not provided in the excerpt.
When was the earliest event reported in this 8-K filing?
The earliest event reported was on October 24, 2025.
What is the principal executive office address of TON Strategy Co.?
The principal executive office is located at 3024 Sierra Juniper Ct, Las Vegas, Nevada 89138.
What were some of TON Strategy Co.'s previous names?
TON Strategy Co. was formerly known as Verb Technology Company, Inc., nFusz, Inc., and BBOOTH, INC.
In which state is TON Strategy Co. incorporated?
TON Strategy Co. is incorporated in Nevada.
Filing Stats: 722 words · 3 min read · ~2 pages · Grade level 14.8 · Accepted 2025-10-28 12:28:30
Key Financial Figures
- $0.0001 — ch registered Common Stock, par value $0.0001 TONX The Nasdaq Stock Market LLC
Filing Documents
- form8-k.htm (8-K) — 57KB
- 0001493152-25-019849.txt ( ) — 218KB
- tonx-20251024.xsd (EX-101.SCH) — 3KB
- tonx-20251024_lab.xml (EX-101.LAB) — 33KB
- tonx-20251024_pre.xml (EX-101.PRE) — 22KB
- form8-k_htm.xml (XML) — 3KB
From the Filing
UNITED 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 24, 2025 TON Strategy Company (Exact name of registrant as specified in its charter) Nevada 001-38834 90-1118043 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 3024 Sierra Juniper Ct Las Vegas , Nevada 89138 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (855) 250-2300 (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: 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 $0.0001 TONX 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 5.07 Submission of Matters to a Vote of Security Holders. On October 24, 2025, TON Strategy Company (the "Company") held its 2025 Annual Meeting of Stockholders (the "Annual Meeting"). Set forth below are the matters submitted to a vote of stockholders at the Annual Meeting and the final results of voting for each matter. Proposal 1 – Election of Directors The stockholders elected Manuel Stotz, Nicolas Cary, Rory J. Cutaia, Tucker Highfield and Evan Sohn as directors of the Company to serve until the Company's next annual meeting of stockholders or until their respective successors have been duly elected and qualified, or until their respective earlier death, resignation or removal. The results of the vote were as follows: Name Votes for Director Votes Withheld from Director Broker Non-Votes Manuel Stotz 36,739,258 2,106,202 3,380,025 Nicolas Cary 36,937,363 1,908,097 3,380,025 Rory J. Cutaia 35,559,727 3,285,733 3,380,025 Tucker Highfield 36,937,197 1,908,263 3,380,025 Evan Sohn 36,938,203 1,907,257 3,380,025 Proposal 2 – Advisory Vote to Approve Executive Compensation The stockholders approved, on a non-binding, advisory basis, the compensation of the Company's named executive officers. The results of the vote were as follows: For Against Abstentions Broker Non-Votes 36,434,345 2,407,058 4,057 3,380,025 Proposal 3 – Advisory Vote to Approve the Frequency of Future Advisory Votes on Executive Compensation The stockholders approved, on a non-binding, advisory basis, holding future advisory votes to approve the compensation of the Company's named executive officers every year. The results of the vote were as follows: 1 Year 2 Years 3 Years Abstentions Broker Non-Votes 36,996,287 2,017 3,915 1,843,241 3,380,025 The Company has decided, in light of the stockholders' vote and consistent with the recommendation of the Company's Board of Directors, that future non-binding, advisory votes on the compensation of the Company's named executive officers will be held every year until the next required vote on the frequency of stockholder votes on the compensation of the Company's named executive officers. Proposal 4 – Ratification of the Selection of the Company's Independent Registered Public Accounting Firm The stockholders ratified the selection of Grassi & Co., CPAs, P.C. as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2025. The results of the vote were as follows: For Against Abstentions Broker Non-Votes 40,203,855 2,020,421 1,209 - SIGNATURE 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: October 28, 2025 TON Strategy Company By: /s/ Veronika Kapustina Name: Veronika Kapustina Title: Chief Executive O