SCHEDULE: Edgemode CFO Boosts Stake to 25.5% for Control
Beneficial Ownership Report
Edgemode, Inc.'s Chief Financial Officer, Simon Wajcenberg, significantly increased his beneficial ownership to 25.5% of common stock, stating the purpose is to exercise control.
Summary
- Simon Wajcenberg, Chief Financial Officer and a director of Edgemode, Inc., beneficially owns 728,917,710 shares of the Issuer's common stock.
- This ownership represents approximately 25.5% of the 2,853,976,547 outstanding shares of common stock as of October 16, 2025.
- The acquisition of these securities is for the purpose of exercising control over the Issuer.
- On January 31, 2022, Mr. Wajcenberg received 68,252,432 shares as merger consideration.
- On February 20, 2025, he received 311,726,196 restricted common shares by converting $769,989 of accrued salary.
- On October 14, 2025, Mr. Wajcenberg exercised options to purchase an aggregate of 442,792,088 shares of common stock at an exercise price of $0.005 per share.
- Through a net exercise, the Issuer withheld 38,786,973 shares for the cost of the exercise, issuing 404,005,115 restricted common shares to Mr. Wajcenberg.
Sentiment
Score: 7
Explanation: The significant increase in beneficial ownership by a key executive, coupled with the stated intent to exercise control, indicates strong insider confidence and alignment with shareholder interests. This is generally a positive signal, though the filing itself does not contain operational or financial performance data.
Positives
- Significant increase in insider ownership by the Chief Financial Officer and a director, Simon Wajcenberg, to 25.5% of outstanding shares.
- The stated purpose of acquiring securities is to exercise control, indicating strong commitment and belief in the company's future by a key executive.
- Conversion of accrued salary into equity demonstrates a willingness to align personal compensation with shareholder value.
Future Outlook
The filing indicates the Reporting Person's intent to exercise control over Edgemode, Inc. through his increased beneficial ownership.
Management Comments
- Acquired all of his securities with the purpose of exercising control.
Industry Context
This filing is specific to Edgemode, Inc. and its Chief Financial Officer's ownership stake, providing no direct commentary on broader industry trends or competitive landscape.
Related Party Transactions
- Conversion of $769,989 in accrued salary owed to Simon Wajcenberg (CFO and Director) into 311,726,196 restricted common shares.
- Exercise of stock options by Simon Wajcenberg, a director and CFO, for 442,792,088 shares of common stock, which were granted to him by the Issuer.
Stakeholder Impact
- Shareholders: Increased insider ownership by a key executive may signal confidence and long-term commitment from management, potentially aligning interests more closely and reducing agency risk.
- Management: Simon Wajcenberg's significantly increased stake solidifies his influence and control within the company, potentially leading to more decisive leadership.
Key Dates
| Date | Description |
|---|---|
| December 2, 2021 | Date of Agreement and Plan of Merger and Reorganization. |
| January 31, 2022 | Reporting Person received 68,252,432 shares as merger consideration; option to purchase 31,979,352 shares issued. |
| September 12, 2022 | Option to purchase 76,619,603 shares issued. |
| January 25, 2023 | Option issued on January 31, 2022, amended. |
| March 3, 2023 | Option to purchase 77,000,000 shares issued; option issued on September 12, 2022, amended. |
| February 20, 2025 | Reporting Person received 311,726,196 restricted common stock as partial consideration to convert $769,989 of accrued salary. |
| April 2, 2025 | Options issued on January 31, 2022, September 12, 2022, and March 3, 2023, amended. |
| April 7, 2025 | Option to purchase 257,193,133 shares issued. |
| October 14, 2025 | Date of event requiring filing; Reporting Person exercised options to purchase 442,792,088 shares. |
| October 16, 2025 | Date as of which the number of outstanding shares (2,853,976,547) was calculated for beneficial ownership percentage. |
| October 17, 2025 | Date of filing. |
Recommendation
holdThe significant increase in beneficial ownership by the Chief Financial Officer, Simon Wajcenberg, to 25.5% of Edgemode, Inc.'s common stock, coupled with his stated intent to exercise control, demonstrates strong insider confidence and commitment. This alignment of interests is generally viewed positively. However, as this filing primarily details ownership changes rather than financial performance or strategic initiatives, a 'hold' recommendation is appropriate to acknowledge the positive insider action while awaiting further operational or financial updates to warrant a stronger stance.
Keywords
Edgemode, Simon Wajcenberg, Schedule 13D, beneficial ownership, insider ownership, CFO, stock options, common stock, corporate control, equity conversion
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