$EXOD·8-K

Exodus Movement, Inc. · Mar 25, 5:09 PM ET

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Exodus Movement, Inc. 8-K

Research Summary

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Updated

Exodus Movement Adopts 2026 Equity Incentive Plan (4.28M shares)

What Happened

  • Exodus Movement, Inc. announced the approval and adoption of the Exodus Movement, Inc. 2026 Stock Incentive Plan (the "2026 Plan"). The Board, its Compensation Committee and holders of a majority of outstanding voting stock approved the plan by written consent in February 2026. The company filed a definitive information statement on Schedule 14C on February 23, 2026 (stockholders of record as of February 18 were notified), and the 2026 Plan became effective March 19, 2026.
  • The 2026 Plan authorizes grants of stock options, restricted stock units (RSUs) and other equity-based awards to employees, directors and officers. The initial share reserve is 4,280,000 shares of Class A common stock (subject to adjustment).

Key Details

  • 4,280,000 shares of Class A common stock initially authorized for issuance under the 2026 Plan.
  • Annual automatic increase: on January 1 each year from 2027 through 2036 the share reserve will increase by an amount equal to 5% of Outstanding Common Stock as of the prior December 31, unless the Compensation Committee elects a lower or no increase.
  • Approval process: Board/Compensation Committee and majority stockholder written consent in Feb 2026; Schedule 14C filed Feb 23, 2026; effective date March 19, 2026.
  • The full plan text is attached as Exhibit 10.1 to the 8-K.

Why It Matters

  • The plan lets Exodus grant equity awards (options, RSUs, other awards) to attract and retain employees, directors and officers and align their interests with shareholders.
  • It also creates potential dilution: the initial 4.28M-share reserve plus automatic annual increases (up to ~5% of outstanding shares each year unless reduced) can incrementally expand the share count over time. Investors should watch future filings for specific grants, exercise terms, and any Committee decisions to limit annual increases.

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