SCHEDULE: Sphere 3D Corp. Shareholder Filing

Thomas Masiero and associated trusts report beneficial ownership of 6.7% of Sphere 3D Corp. common shares following a corporate acquisition.

Summary

• This filing reports that Thomas Masiero, along with the Kingdom First Trust, Thy Kingdom Trust, and Poimen Trust, collectively beneficially own 513,741 common shares of Sphere 3D Corp.
• This represents 6.7% of the company's outstanding common shares, based on 7,639,893 shares outstanding as of June 19, 2026.
• The shares were acquired by Mr. Masiero in exchange for his shares in Cathedra Bitcoin Inc. as part of a completed acquisition of Cathedra Bitcoin Inc. by Sphere 3D Corp.
• Mr. Masiero is a trustee for the Kingdom First Trust, Thy Kingdom Trust, and Poimen Trust, holding voting and dispositive control over the shares held by these entities.
• The beneficiaries of the Kingdom First Trust and Thy Kingdom Trust are family members of Mr. Masiero. The Poimen Trust has beneficiaries including the Thy Kingdom Trust and an unaffiliated trust, Togetsu Trust.
• Mr. Masiero states he does not have a pecuniary interest in the shares held by the Poimen Trust, Kingdom First Trust, or Thy Kingdom Trust.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, as it is a routine disclosure of ownership following an acquisition and does not provide performance metrics or strategic updates for Sphere 3D Corp.

Positives

• Significant beneficial ownership stake (6.7%) established by Thomas Masiero and associated trusts.
• Acquisition of shares by Mr. Masiero indicates a strategic move following the completion of the Sphere 3D Corp. acquisition of Cathedra Bitcoin Inc.

Negatives

• Mr. Masiero disclaims pecuniary interest in shares held by trusts, suggesting a complex ownership structure.
• The filing does not provide details on the financial performance or strategic direction of Sphere 3D Corp. itself, focusing solely on ownership.

Risks

• Potential for future changes in beneficial ownership as trusts may have different objectives or beneficiaries.
• The disclaimer of pecuniary interest by Mr. Masiero could lead to questions regarding ultimate control and influence over the shares.

Future Outlook

The filing does not contain forward-looking statements or guidance regarding Sphere 3D Corp.'s future performance. It solely reports on beneficial ownership.

Management Comments

• Mr. Masiero may be deemed to beneficially own an aggregate of 513,741 Common Shares, including (i) 4,636 Common Shares held directly by Mr. Masiero; (ii) 2,066 Common Shares held by the Kingdom First Trust; (iii) 470,135 Common Shares held by the Thy Kingdom Trust; and (iv) 36,904 Common Shares held by the Poimen Trust.
• Mr. Masiero is a trustee, and has voting and dispositive control over the Common Shares held by, each of the Kingdom First Trust, the Thy Kingdom Trust and the Poimen Trust.
• The beneficiaries of the Kingdom First Trust and the Thy Kingdom Trust are family members of Mr. Masiero.
• The beneficiaries of the Poimen Trust are Thy Kingdom Trust and, an unaffiliated trust, the Togetsu Trust.
• As a result, Mr. Masiero does not maintain any pecuniary interest in the shares held by the Poiment Trust, Kingdom First Trust or Thy Kingdom Trust.
• Percent of class represented is based on 7,639,893 Common Shares outstanding as of June 19, 2026 as provided by Issuer.

Industry Context

StockSavvy.ai notes that this Schedule 13G filing is a standard disclosure for significant shareholders following a corporate event, in this case, an acquisition. It provides transparency on ownership stakes but does not offer insights into the operational or financial health of Sphere 3D Corp. itself.

Stakeholder Impact

• Shareholders: Provides clarity on a significant beneficial ownership stake, potentially influencing market perception.
• Management: The filing details the control and voting power associated with the reported shares.

Key Dates

Keywords

Sphere 3D Corp., Schedule 13G, Beneficial Ownership, Thomas Masiero, Cathedra Bitcoin Inc., Acquisition, Common Shares, SEC Filing, Trusts