10-K: Solana Company Pivots to Digital Assets, Reports $40.9M Loss
Annual Report
Solana Company, formerly Helius Medical Technologies, Inc., has strategically shifted its focus to a digital asset treasury centered on Solana tokens, reporting a net loss of $40.9 million for 2025 amidst significant market volatility.
Summary
- Solana Company rebranded from Helius Medical Technologies, Inc. on September 26, 2025, and adopted a digital asset treasury (DAT) strategy focused on acquiring and holding Solana (SOL) tokens.
- The company's primary objective is to maximize SOL per share through strategic use of capital markets and onchain opportunities, offering public market investors direct exposure to Solana.
- In 2025, the company generated $5.5 million in staking revenue from its SOL holdings, contributing to a total revenue of $6.017 million, up from $0.520 million in 2024.
- A net loss of $40.89 million was reported for 2025, a significant increase from $11.742 million in 2024, primarily driven by unrealized losses on digital assets.
- The company recorded a substantial unrealized loss on digital assets and digital assets receivable of $208.855 million in 2025 due to the decline in SOL's value.
- As of December 31, 2025, the company held 2,360,083 SOL, valued at $293.7 million (market price $124.45 per token). However, the SOL price declined 33% to $83.05 per token by March 27, 2026.
- Cash and cash equivalents increased to $7.282 million as of December 31, 2025, from $1.088 million in 2024, and working capital rose to $28.139 million from $1.261 million.
- The company believes that substantial doubt about its ability to continue as a going concern has been alleviated for at least the next twelve months due to successful 2025 PIPE Offerings and At-The-Market (ATM) sales.
- A $100 million stock repurchase program was approved by the board on November 3, 2025, with 1,531,032 shares repurchased by March 27, 2026, at a weighted-average price of $2.21 per share.
- The company continues to operate its neurotechnology business, developing and commercializing the Portable Neuromodulation Stimulator (PoNS) device, which has marketing clearance in the U.S. for MS and in Canada/Australia for other indications.
- A 510(k) submission for PoNS device label expansion for gait deficit in chronic stroke symptoms was filed in September 2025, with a determination from the FDA pending.
Sentiment
Score: 4
Explanation: StockSavvy.ai views this as a high-risk, high-reward pivot. While the company has secured significant capital and established a new revenue stream from staking, the substantial net loss, unrealized losses on digital assets, and extreme volatility of SOL present considerable financial instability and uncertainty. The dual focus on a speculative digital asset strategy and a slow-growth neurotechnology business adds complexity.
Positives
- Successfully implemented a digital asset treasury strategy, establishing a new primary business focus.
- Generated $5.5 million in staking revenue in 2025, diversifying income streams.
- Significantly increased cash and cash equivalents to $7.282 million and working capital to $28.139 million by December 31, 2025.
- Alleviated substantial doubt about the ability to continue as a going concern for at least the next twelve months.
- Board approved a $100 million stock repurchase program, signaling confidence and potential shareholder value return.
- PoNS device received Breakthrough Designation from the U.S. FDA for dynamic gait and balance deficits due to stroke.
- Entered into a non-binding collaboration framework with the Solana Foundation, supporting ecosystem engagement.
Negatives
- Reported a significant net loss of $40.89 million in 2025, a substantial increase from $11.742 million in 2024.
- Incurred a large unrealized loss on digital assets and digital assets receivable of $208.855 million in 2025 due to the decline in SOL's market value.
- Experienced a 33% decline in SOL price from $124.45 on December 31, 2025, to $83.05 on March 27, 2026, indicating further potential losses.
- Assets are highly concentrated in Solana, exposing the company to substantial asset concentration risk and market volatility.
- Selling, general and administrative expenses increased by $12.945 million in 2025, partly due to non-cash stock-based compensation and digital asset management fees.
- Product sales and other revenue remained flat year-over-year, indicating limited growth in the neurotechnology segment.
- Subject to enhanced regulatory oversight and evolving, uncertain regulatory frameworks for crypto assets, which could adversely affect the business.
Risks
- Investors could lose confidence if internal controls over financial reporting are found ineffective.
- Risk of delisting from The Nasdaq Capital Market, harming liquidity and ability to raise capital.
- Solana (SOL) is a highly volatile asset that does not pay interest or dividends, and its price significantly impacts financial results and stock price.
- Assets are concentrated in Solana, limiting risk mitigation through diversification.
- Reliance on equity and debt financing for Solana purchases, with no assurance of favorable terms or availability.
- The digital asset treasury strategy is new and untested over extended periods or under different market conditions.
- Exposure to counterparty risks with exchanges and custodians, including potential loss of assets in insolvency proceedings.
- SOL faces unique technical, governance, and concentration risks, including network outages and validator coordination failures.
- Solana validator reward yield is expected to decline over time, reducing potential income.
- Subject to regulatory developments related to crypto assets and crypto asset markets, which could adversely affect the business.
- Regulatory change reclassifying Solana as a security could lead to classification as an investment company under the Investment Company Act of 1940.
- Lack of legal recourse and insurance for digital assets increases the risk of total loss in the event of theft or destruction.
- Staking Solana may limit liquidity and timely access to capital due to lock-up or unbonding periods.
- Potential additional tax liability if regulation or policy changes adversely affect the tax treatment of staking rewards.
- Decentralized finance (DeFi) arrangements and smart contract-based protocols expose the company to risks of asset loss, operational failure, and cybersecurity vulnerabilities.
- Risk of trade errors in SOL or other digital asset transactions, which may be permanent and unrecoverable.
- Uncertain and evolving tax treatment of decentralized finance activities could materially affect financial condition.
- Stablecoins used in operations are subject to de-pegging, issuer, and regulatory risks.
- Unregulated nature and lack of transparency of many Solana trading venues may lead to fraud, security failures, or operational problems.
- Risks relating to the custody of Solana tokens, including loss or destruction of private keys and cyberattacks.
- Solana holdings are less liquid than cash and cash equivalents and may not serve as a reliable source of liquidity during market instability.
- Blockchain protocols, including Solana, are supported by foundations/founding teams whose influence could adversely affect SOL value.
- Significant risks relating to disruptions, forks, 51% attacks, hacks, or other adverse events to cryptocurrency blockchains.
- The tokenization of Class A common stock (if pursued) could introduce risks affecting its market and trading price.
- Stringent and evolving U.S. and foreign data privacy and security laws (e.g., HIPAA, CCPA, GDPR) could lead to enforcement or litigation.
- Will require additional financing to carry out its plan of operations, and failure to obtain such financing may cause business failure.
- Global macroeconomic instability could adversely affect revenue, financial condition, or ability to obtain financing.
- Costs of carrying out the plan of operations may be greater than anticipated.
- Ability to use net operating losses (NOLs) to offset future taxable income may be subject to limitations under Section 382 of the Internal Revenue Code.
- Potential liability for product liability claims related to the PoNS device, with no assurance of sufficient insurance coverage.
- Limited market awareness of the PoNS device and uncertainty in the neuromodulation market.
- Significant competition in the neurostimulation market from larger, better-capitalized companies.
- Dependence on third parties for the manufacture and distribution of the PoNS device, exposing the company to supply chain risks.
- Inadequate intellectual property protection could allow competitors to gain access to technology.
- Regulatory uncertainty and evolving treatment of digital assets could adversely affect the business.
- Obtaining and maintaining FDA marketing authorization for additional PoNS indications is costly, time-consuming, and uncertain.
- Conflicts of interest may arise due to certain directors holding management or board positions with strategic advisors and investors (Pantera Capital, Summer Wisdom Holdings Limited).
Future Outlook
The company expects its digital asset treasury strategy, focused on Solana (SOL) tokens, to be its principal strategic focus, aiming to maximize SOL per share through active management, yield generation, and disciplined capital allocation. It plans to issue equity, preferred securities, or debt when attractive, and may use derivatives for risk management. Treasury growth is anticipated from capital raises, internal cash flow from treasury activities, and opportunities within the SOL ecosystem. The company is exploring building its own Solana validator service and plans to invest in Asia-Pacific infrastructure for staking and ecosystem development. It will maintain liquid assets to meet obligations and may use liquid staking tokens. The acquisition of a Hong Kong trust company is expected to close in Q2 2026. The company is also evaluating the feasibility of tokenizing its Class A common stock. In its neurotechnology segment, the company continues to pursue FDA label expansion for the PoNS device for chronic stroke symptoms and is assessing clinical programs for other indications like mmTBI, contingent on non-dilutive financing. Additional financing will be required to support its overall plan of operations.
Management Comments
- "Our DAT objective is to maximize SOL per share through strategic use of capital markets and onchain opportunities, offering public market investors direct exposure to Solana."
- "We believe that Solana represents a uniquely scalable, high-performance blockchain platform that aligns with our long-term vision of integrating innovative technologies into our services."
- "By investing in and participating in the Solana ecosystem, we aim to both enhance our digital asset treasury strategy and create strategic optionality for product innovation in our core business."
- "We believe SOL is a strategically differentiated digital asset within public markets."
- "We expect to manage our balance sheet with the goal of improving long-term per-share exposure to SOL."
- "We do not intend to treat our treasury solely as a static reserve."
- "We believe Solana is one of the most important public blockchain networks in the market today."
- "With the successful completion of the 2025 PIPE Offerings and sales pursuant to the 2025 ATM, cash and liquid SOL assets as of December 31, 2025, we believe that substantial doubt about our ability to continue as a going concern has been alleviated for at least the next twelve months from the date of filing of this Form 10-K."
Industry Context
StockSavvy.ai notes that Solana Company's pivot to a digital asset treasury strategy, particularly with a concentrated focus on Solana (SOL), positions it within an emerging and highly speculative sector of public companies. This move differentiates it from traditional passive treasury vehicles by actively engaging in staking and leveraging capital markets tools within the crypto ecosystem. The company's emphasis on Solana's high throughput, low latency, and growing adoption across DeFi, payments, and real-world asset tokenization aligns with broader industry trends favoring scalable blockchain solutions. However, this strategy also exposes it to the inherent volatility and evolving regulatory landscape of the crypto market, a significant departure from its legacy neurotechnology business. The continued, albeit lesser, focus on the PoNS device indicates a dual-strategy approach, attempting to balance traditional medical device development with high-growth, high-risk digital asset exposure.
Comparison to Industry Standards
- Solana processes nearly 1,000 transactions per second with less than 400 millisecond block times, significantly faster than Bitcoin (less than 10 transactions per second, ~10-minute block times) and Ethereum (less than 30 transactions per second, 12-second block times).
- SOL's institutional adoption (1% of SOL held by institutions) is notably lower than Bitcoin's (16%), suggesting an earlier stage in its institutional treasury adoption curve.
- Major global financial platforms like Stripe, Paypal, and Western Union have launched payments and stablecoin efforts on Solana, indicating strong real-world utility and institutional interest.
- Asset managers such as Apollo Global and Franklin Templeton have conducted tokenized asset issuance on Solana, highlighting its role in the emerging digital capital markets.
- According to Blockworks, Solana facilitates almost 98% of tokenized equities spot volume, positioning it as a leading chain for tokenized equity movement.
- Solana is identified as the chain with the most net new developers since the beginning of 2024, suggesting strong ecosystem growth compared to other blockchain platforms.
- Competitors in the neurostimulation market are predominantly large companies with longer operating histories, significantly easier access to capital, and established product pipelines, posing a challenge for Solana Company's PoNS device.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Executive Chairman | NA | Joseph Chee | September 18, 2025 | Entered into Executive Chairman Agreement in connection with 2025 PIPE Offerings and DAT strategy implementation. |
| Director | NA | Cosmo Jiang | NA | General partner of Pantera Capital, a strategic advisor and investor. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Bylaws Amendment | Stockholder actions must be effected at a duly called meeting; eliminated right of stockholders to act by written consent. Only chairperson, CEO, or board majority can call special meetings. Stockholders must provide advance notice for proposals/director nominations. | September 29, 2025 | Makes it more difficult for existing stockholders to replace the board or for another party to obtain control, enhancing board stability and discouraging coercive takeover practices. |
| Certificate of Incorporation Amendment | Authorized number of directors may be changed only by board resolution; vacancies and newly created directorships filled by majority vote of serving directors. Board has authority to issue up to 10,000,000 shares of preferred stock without stockholder action, establishing rights and preferences. | September 29, 2025 | Increases board control over its composition and capital structure, potentially delaying or preventing a change in control and adversely affecting Class A common stock voting rights. |
| Stockholder Voting Threshold | Amendment or repeal of Bylaws by stockholders requires affirmative vote of at least 66 2/3% of voting power of all then-outstanding capital stock entitled to vote generally in director election. | NA | Increases the threshold for stockholders to amend bylaws, making it more difficult to effect changes without significant consensus. |
| Choice of Forum Provision | Delaware Court of Chancery is exclusive forum for derivative actions, breach of fiduciary duty claims, DGCL claims, and internal affairs doctrine claims. Federal district courts are exclusive forum for Securities Act claims (subject to Delaware enforceability adjudication). | NA | Limits stockholders' ability to choose a favorable judicial forum, potentially discouraging lawsuits against the company or its management. Note: Delaware Chancery Court recently found federal district court forum selection for Securities Act claims unenforceable. |
| Equity Incentive Plan Amendment | Increased aggregate number of shares of Class A common stock that may be issued under the 2022 Equity Incentive Plan by 4,000,000 shares, and automatic annual increase of 5% of fully diluted shares. | October 30, 2025 | Provides more shares for stock-based compensation, potentially leading to further dilution for existing shareholders but also enabling talent retention and incentive alignment. |
| Stock Option Vesting Acceleration | Board approved acceleration of vesting for all stock options outstanding under the 2022 Plan to November 30, 2025, if not vested by that date. | September 18, 2025 | Accelerates recognition of stock-based compensation expense and provides immediate liquidity/ownership for employees, potentially impacting future compensation strategies. |
Legal Proceedings
- No material legal proceedings or claims are currently expected to have a material adverse effect on the business or financial condition.
- The company is subject to litigation and claims arising in the ordinary course of business.
Related Party Transactions
- Entered into a Strategic Advisory Agreement with Pantera Capital and Summer Wisdom Holdings Limited (Advisors) on September 15, 2025, for strategic advice in crypto technology.
- Issued Advisor Warrants (7,394,119 shares at $0.001 exercise price) to Pantera and Summer as consideration for advisory services.
- Joseph Chee, Executive Chair, is a founder of Summer; Cosmo Jiang, Director, is a general partner of Pantera.
- Recognized $0.2 million in pass-through expenses from Summer in 2025.
- As of December 31, 2025, $32 thousand in Accounts Payable due to Summer.
- Entered into a Trading Advisory Agreement with Pantera on September 15, 2025, for managing digital assets, derivatives, cash, and other assets for a 10-year term.
- Management fees to Pantera under the Trading Advisory Agreement: 1.0% of AUM up to $1 billion, 0.75% for $1-5 billion, 0.50% for over $5 billion.
- Recognized $1.1 million in trading advisory fees to Pantera in 2025.
- As of December 31, 2025, $0.3 million in Accounts Payable due to Pantera.
- Joseph Chee received an equity award of 1,109,118 Restricted Stock Units (RSUs) as Executive Chairman, immediately vested on October 30, 2025, for services related to DAT strategy.
Stakeholder Impact
- Shareholders face potential for significant gains or losses due to high volatility of SOL and asset concentration, along with dilution risk from warrants and future equity financings. Corporate governance changes may limit shareholder influence.
- Employees benefit from stock-based compensation and accelerated vesting, but the small management team poses a risk if key individuals are lost.
- Customers of the PoNS device may see continued availability and potential for new indications, but face risks of slow medical community adoption and limited market awareness.
- Suppliers and creditors are exposed to counterparty risks in digital asset operations and dependence on third-party manufacturers for the PoNS device.
- Regulatory bodies will continue to scrutinize the company due to its digital asset strategy and ongoing FDA regulation of its medical device business.
Next Steps
- Continue to acquire and hold Solana tokens (SOL) as the primary treasury reserve asset.
- Generate yield on treasury assets through staking, institutional lending, and DeFi strategies.
- Explore building its own validator service for the Solana network.
- Invest in a new low-latency cluster across the Asia-Pacific region (Seoul, Tokyo, Singapore, Hong Kong) to drive staking and validation.
- Maintain a portion of treasury assets in liquid forms (unstaked SOL, cash, stablecoins) to meet near-term obligations.
- Periodically disclose treasury-related metrics, including SOL holdings and NAV.
- Await FDA determination on the 510(k) submission for PoNS device label expansion for gait deficit in chronic stroke symptoms.
- Assess the feasibility of a clinical program for mmTBI, contingent on non-dilutive financing.
- Seek a business partner to commercialize and distribute PoNS in Australia.
- Evaluate the feasibility of enabling onchain holding and trading of Class A common stock (Tokenized HSDT).
- Complete the acquisition of a Hong Kong trust company in Q2 2026.
- Continue stock repurchase program for up to $100 million of Class A common stock.
- Monitor compliance with Nasdaq listing standards.
Key Dates
| Date | Description |
|---|---|
| March 13, 2014 | Company originally incorporated in British Columbia, Canada. |
| May 23, 2014 | Changed name to Helius Medical Technologies, Inc. and reincorporated to Wyoming. |
| June 13, 2014 | Acquired NeuroHabilitation Corporation (NHC). |
| July 20, 2018 | Reincorporated from Wyoming to Delaware. |
| March 2019 | PoNS device commercially available in Canada. |
| October 2019 | Acquired Heuro; experienced a business email compromise fraud. |
| August 2021 | Received Breakthrough Designation from U.S. FDA for PoNS device for stroke. |
| March 22, 2022 | Began accepting prescriptions for PoNS in the U.S. |
| May 9, 2024 | Closed on a registered public offering (2024 Public Offering). |
| August 9, 2024 | Received Nasdaq notification for non-compliance with Minimum Bid Price Requirement. |
| January 21, 2025 | Entered into warrant exercise inducement offer letters, generating $3.7 million gross proceeds. |
| January 2025 | SEC established Crypto Task Force; President issued Executive Order 14178 on digital financial technology. |
| February 7, 2025 | Received second Nasdaq notification for non-compliance with $5 million minimum stockholders' equity. |
| February 2025 | FDA issued final rule to replace QSR with ISO 13485 (QMSR effective). |
| March 18, 2025 | Had a hearing with the Nasdaq Hearing Panel. |
| March 31, 2025 | Received Nasdaq notice of non-compliance with $2.5 million Stockholders Equity Requirement. |
| April 1, 2025 | Received Nasdaq extension until June 30, 2025, to regain compliance. |
| April 21, 2025 | Stockholders approved potential reverse stock split (1-to-2 to 1-to-30); Stockholder approval obtained for Inducement Warrants. |
| April 24, 2025 | Sold unsecured 20% OID promissory notes and issued 1,760 shares of Class A common stock in a private placement. |
| May 2, 2025 | Reverse stock split at 1-for-15 became effective. |
| May 23, 2025 | Stockholders approved potential reverse stock split (1-to-2 to 1-to-250); Stockholders approved April Equity Plan Amendment. |
| June 3, 2025 | Received Nasdaq notification of regaining compliance with Minimum Bid Price Requirement. |
| June 6, 2025 | Completed issuance and sale of 55,372 shares of Class A common stock and warrants (2025 Offering). |
| July 1, 2025 | Reverse stock split at 1-for-50 became effective. |
| July 4, 2025 | The One Big Beautiful Bill Act (OBBBA) was signed into law. |
| July 7, 2025 | Received Nasdaq notification of regaining compliance with Stockholders Equity Requirement; Filed updated prospectus supplement for 2023 ATM to increase capacity to $25 million. |
| July 2025 | Congress passed legislation establishing comprehensive regulatory standards for stablecoins (GENIUS Act signed into law). |
| September 5, 2025 | Obtained Certificate of Incorporation for Marvel Operations Corp. |
| September 14, 2025 | Marvel Operations Corp. entered into Master Loan Agreement with a third-party lender. |
| September 15, 2025 | Entered into securities purchase agreements for 2025 PIPE Offerings; Entered into Sales Agreement for 2025 ATM; Entered into Strategic Advisory Agreement with Pantera Capital and Summer Wisdom Holdings Limited; Entered into Trading Advisory Agreement with Pantera Capital. |
| September 18, 2025 | 2025 PIPE Offerings closed; Issued Base Advisor Warrants; Entered into Executive Chairman Agreement with Joseph Chee; Board approved acceleration of vesting for all stock options outstanding under 2022 Plan to November 30, 2025. |
| September 25, 2025 | Board adopted September Equity Plan Amendment to increase shares by 4,000,000. |
| September 26, 2025 | Changed name from Helius Medical Technologies, Inc. to Solana Company. |
| September 2025 | Filed FDA 510(k) submission for PoNS device label expansion for gait deficit in chronic stroke symptoms. |
| October 17, 2025 | Entered into Digital Transfer Agency Agreement with Superstate Services LLC. |
| October 24, 2025 | Obtained articles of incorporation for Solana Company (Hong Kong) Limited. |
| October 30, 2025 | Stockholders approved Cryptocurrency Stapled Warrants; Stockholder approval of increase in shares available under 2022 Plan; Executive Chairman RSUs immediately vested. |
| November 3, 2025 | Board approved a stock repurchase program for up to $100 million of Class A common stock. |
| November 17, 2025 | Amended certain provisions of stapled warrants; Derivative liability balance reclassified to additional paid-in capital. |
| November 24, 2025 | Entered into a trade finance agreement (TFA) with a third-party lender. |
| December 31, 2025 | Fiscal year ended. |
| January 1, 2026 | Number of shares authorized for issuance under 2022 Plan increased by 7,965,869 to 10,871,236. |
| February 2026 | Extended corporate office lease to May 2026. |
| March 2026 | SEC and CFTC issued joint interpretive guidance indicating SOL may be characterized as a digital commodity. |
| March 17, 2026 | Solana Company (Hong Kong) Limited entered into a share purchase agreement to acquire a Hong Kong trust company. |
| March 27, 2026 | Reported 55,034,047 shares of Class A common stock outstanding; 1,531,032 shares repurchased at $2.21/share; SOL price $83.05. |
| Q2 2026 | Anticipated closing of Hong Kong trust company acquisition. |
| July 7, 2026 | Mandatory Panel Monitor period ends. |
| January 2028 | Final unlock for Locked SOL tokens. |
| July 2028 | Cryptocurrency Stapled Warrants expire. |
Recommendation
holdSolana Company is undergoing a significant strategic transformation, pivoting heavily into the volatile digital asset space while maintaining a legacy neurotechnology business. The substantial capital raise and new revenue stream from Solana staking are positive, but these are offset by a significant net loss, large unrealized losses on digital assets, and the extreme price volatility of SOL. The company faces considerable regulatory uncertainty in the crypto sector and execution risks in both its new treasury strategy and the slow-growth PoNS device market. The recent 33% decline in SOL price post-year-end highlights the inherent risk. A "Hold" recommendation is appropriate for seasoned investors who are comfortable with high risk and volatility, as the long-term success hinges on the highly speculative Solana ecosystem and the company's ability to navigate its complexities and regulatory challenges. The stock repurchase program offers some support, but the overall outlook remains highly uncertain.
Keywords
Solana, Digital Asset Treasury, Cryptocurrency, Blockchain, Neurotechnology, PoNS device, SEC filing, 10-K, Financial Report, Staking, Warrants, Corporate Governance, Risk Management, Nasdaq, HSDT, Medical Device, FDA, Capital Raise, Market Volatility
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