SCHEDULE: Cyber Citadel Discloses 9.99% Stake in ETHZilla

Cyber Citadel and Konstantin Lomashuk report beneficial ownership of 9.99% of ETHZilla Corporation's common stock.

Summary

• Cyber Citadel and Konstantin Lomashuk beneficially own 14,998,198 shares of ETHZilla Corporation's Common Stock.
• This ownership represents 9.99% of the outstanding Common Stock.
• The reported ownership includes warrants exercisable for 124,302 shares of Common Stock within 60 days of the reporting event.
• The percentage of class is based on 150,007,819 shares of Common Stock outstanding as of August 25, 2025, plus the 124,302 warrant shares.
• Konstantin Lomashuk, a citizen of the Russian Federation, is the sole owner of a controlling interest in Cyber Citadel, a Cayman Islands corporation, and its affiliates, and may be deemed to possess voting and dispositive power over the shares.
• The reporting persons certify that the securities were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of ETHZilla Corporation.

Sentiment

Score: 6

Explanation: The filing is a routine disclosure of a significant passive stake, which is generally neutral to slightly positive as it indicates institutional interest without immediate control implications. The explicit statement of not seeking control is a positive for stability.

Positives

• A significant institutional investor, Cyber Citadel, and its principal, Konstantin Lomashuk, have taken a substantial passive stake in ETHZilla Corporation, which can signal confidence in the company.
• The filing explicitly states the stake is passive and not for influencing control, which may reduce concerns about potential activist investor actions or management disruptions.

Risks

• Warrants held by Cyber Citadel are subject to a restriction preventing exercise if it would result in Cyber Citadel obtaining in excess of 9.99% of ETHZilla Corporation's issued and outstanding Common Stock, potentially limiting future ownership growth for the reporting person.

Future Outlook

The filing is a disclosure of beneficial ownership and does not contain forward-looking statements or guidance regarding the issuer's future performance or strategic direction.

Management Comments

• The reporting persons certify that, to the best of their knowledge and belief, the securities were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under Rule 14a-11.

Industry Context

This Schedule 13G filing indicates a significant passive investment by a Cayman Islands corporation and a Russian citizen in ETHZilla Corporation. Such filings are routine disclosures for investors acquiring more than 5% of a company's stock, signaling a notable, but non-activist, stake. The specific industry of ETHZilla is not detailed in this filing, but the name 'ETHZilla' might suggest involvement in blockchain, cryptocurrency, or related technology sectors, where institutional interest can be a positive signal.

Comparison to Industry Standards

• This filing is a standard Schedule 13G, indicating a passive stake above 5%. Without specific industry or company performance data, direct comparisons to industry benchmarks or competitor holdings are not feasible based solely on this document.
• The 9.99% ownership is a substantial minority stake, often seen in institutional portfolios, but the filing explicitly disclaims intent to influence control, distinguishing it from activist investor positions like those taken by firms such as Elliott Management or Starboard Value in other companies.

Stakeholder Impact

• Shareholders: The disclosure of a significant passive stake by Cyber Citadel and Konstantin Lomashuk may be viewed positively, signaling institutional confidence in ETHZilla Corporation without the potential disruption of an activist investor.
• Management: The certification that the stake is not for influencing control provides clarity and potentially reduces concerns about immediate challenges to current management or strategy.

Next Steps

• The filing does not mention any specific future actions, events, or milestones for ETHZilla Corporation or the reporting persons beyond the ongoing beneficial ownership.

Key Dates

Recommendation

This Schedule 13G filing indicates a significant passive stake by Cyber Citadel and Konstantin Lomashuk in ETHZilla Corporation. While the presence of a substantial institutional investor can be a positive signal, the filing explicitly states that the securities were not acquired for the purpose of changing or influencing control. As such, it does not provide new information that would fundamentally alter the investment thesis for ETHZilla, nor does it suggest immediate catalysts for significant price movement. Investors should 'hold' and continue to monitor the company's operational performance and other disclosures for more actionable insights.

Keywords

ETHZilla Corporation, Cyber Citadel, Konstantin Lomashuk, Schedule 13G, beneficial ownership, common stock, warrants, institutional investment, passive stake