SCHEDULE: Winklevoss Entities Adjust Cypherpunk Technologies Stake

Winklevoss Treasury Investments assigned common warrants for 5.6 million shares of Cypherpunk Technologies to Who Datz LLC for no consideration.

Summary

• This document is Amendment No. 1 to the Schedule 13D originally filed on October 16, 2025, by the Reporting Persons.
• On October 8, 2025, Winklevoss Treasury Investments, LLC (WTI) entered into a Warrant Assignment and Assumption Agreement with Who Datz LLC, a Wyoming LLC.
• WTI irrevocably conveyed, transferred, assigned, and delivered Common Warrants to purchase up to an aggregate of 5,616,906 shares of Common Stock to Who Datz LLC.
• The assignment included all rights and obligations appurtenant to and inherent in the Assigned Common Warrant Portion, for no additional consideration.
• The Reporting Persons (Winklevoss Capital Fund, LLC, Winklevoss Treasury Investments, LLC, Winklevoss Capital Management, LLC, Tyler Howard Winklevoss, and Cameron Howard Winklevoss) beneficially own an aggregate of 12,084,463 shares of Common Stock.
• This aggregate includes 3,800,702 shares of Common Stock issuable upon exercise of Pre-Funded Warrants or Common Warrants.
• The beneficial ownership represents approximately 19.99% of the outstanding shares of Common Stock, based on 56,651,840 shares outstanding as of November 10, 2025.
• The Reporting Persons disclaim beneficial ownership of shares of Common Stock owned by Howard Winklevoss, the father of Tyler and Cameron Winklevoss.
• Each Reporting Person may be deemed to have shared power to vote or direct the vote of, and shared power to dispose or direct the disposition of, all of the 12,084,463 Subject Shares.

Sentiment

Score: 5

Explanation: Neutral. The filing reports a factual change in beneficial ownership due to a warrant assignment for no consideration. While the assignment itself could be interpreted in various ways by the market, the filing does not provide information that clearly indicates a positive or negative impact on the company's operational performance or immediate valuation.

Positives

• The Winklevoss entities collectively maintain a significant beneficial ownership stake of 19.99% in Cypherpunk Technologies Inc., indicating continued substantial interest in the company.

Negatives

• Winklevoss Treasury Investments assigned a substantial portion of its common warrants (5,616,906 shares) to Who Datz LLC for no additional consideration, which could be interpreted as a divestment of potential future equity without direct financial return to WTI.

Risks

• The assignment of a significant block of warrants for no consideration could signal a strategic shift or a re-evaluation of the perceived value or future exercise intent of those specific warrants by the assignor.

Future Outlook

No explicit forward-looking statements or guidance regarding the company's operations or financial performance are provided in this Schedule 13D/A filing.

Industry Context

This filing reflects a change in a significant investor's stake in a technology company, which is a common occurrence in the dynamic tech and cryptocurrency-related sectors. The involvement of Winklevoss entities often draws attention due to their prominence in the crypto space, suggesting potential strategic alignment or adjustments related to the issuer's activities within that ecosystem.

Related Party Transactions

• Winklevoss Treasury Investments, LLC assigned Common Warrants to Who Datz LLC for no additional consideration. While not explicitly labeled as a related party transaction, the nature of the assignment (no consideration) suggests a pre-existing relationship or strategic arrangement between the parties.

Stakeholder Impact

• Shareholders: The assignment of a significant block of warrants by a prominent holder could lead to speculation regarding the long-term intentions of the Winklevoss entities, potentially influencing market perception of the stock. However, the overall beneficial ownership percentage remains high, indicating continued significant interest.

Key Dates

Recommendation

The filing details a significant warrant assignment by a prominent investor group for no consideration, which could introduce uncertainty regarding the assignor's future strategy or perceived value of the warrants. However, the Winklevoss entities still retain a substantial 19.99% beneficial ownership, indicating continued interest. Without further context on the rationale behind the warrant assignment or the relationship with the assignee, a 'hold' recommendation is prudent. Investors should monitor future filings and company developments for clearer signals.

Keywords

CYPHERPUNK TECHNOLOGIES INC., Winklevoss Capital, Schedule 13D/A, beneficial ownership, common stock, warrants, SEC filing, equity stake, investment, Who Datz LLC