SCHEDULE: Sphere 3D Corp. Shareholder Filing

Jialin Qu and Togetsu Trust report beneficial ownership of 6.2% of Sphere 3D Corp. common shares following an acquisition.

Summary

• Jialin Qu and the Togetsu Trust have jointly filed a Schedule 13G, reporting beneficial ownership of 476,490 common shares of Sphere 3D Corp.
• This represents 6.2% of the company's outstanding common shares, based on 7,639,893 shares outstanding as of June 19, 2026.
• The shares were acquired by Jialin Qu in exchange for his shares in Cathedra Bitcoin Inc. as part of the completed acquisition of Cathedra Bitcoin Inc. by Sphere 3D Corp.
• Jialin Qu directly holds 5,564 shares and has voting and dispositive control over the 470,926 shares held by the Togetsu Trust, where family members are beneficiaries.
• Mr. Qu does not have a pecuniary interest in the shares held by the Togetsu Trust.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, as it primarily reports ownership changes resulting from a completed acquisition and does not contain operational or financial performance data.

Positives

• Reporting of a significant ownership stake (6.2%) by Jialin Qu and Togetsu Trust.
• The acquisition of Cathedra Bitcoin Inc. by Sphere 3D Corp. has been completed.
• Clear disclosure of beneficial ownership structure, distinguishing direct holdings from trust holdings.

Negatives

• The filing does not contain financial performance data or operational updates, focusing solely on ownership.
• The disclosure of beneficial ownership does not inherently indicate positive or negative performance for Sphere 3D Corp.

Risks

• Potential for future changes in beneficial ownership that could impact share price.
• The filing does not detail any specific risks related to Sphere 3D Corp.'s operations or market position.

Future Outlook

The filing is a Schedule 13G and does not contain forward-looking statements or guidance regarding Sphere 3D Corp.'s future performance.

Management Comments

• Mr. Qu does not maintain any pecuniary interest in the shares held by the Togetsu Trust.
• The securities referred to above 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 240.14a-11.

Industry Context

StockSavvy.ai notes that Schedule 13G filings typically indicate passive investment stakes. The context of this filing, following an acquisition, suggests a significant shareholder emerging from a corporate transaction rather than a typical activist or strategic investor initiating a new position.

Related Party Transactions

• Jialin Qu is a trustee of the Togetsu Trust, and the beneficiaries of the Togetsu Trust are family members of Mr. Qu. Mr. Qu has voting and dispositive control over shares held by the trust.

Stakeholder Impact

• Shareholders: The filing clarifies a significant beneficial ownership stake, which could influence market perception and future corporate actions.
• Management: The filing confirms the completion of the Cathedra Bitcoin Inc. acquisition, impacting the company's structure and potential synergies.
• Creditors: No direct impact mentioned, but changes in ownership can indirectly affect financial stability perceptions.

Next Steps

• Jialin Qu and Togetsu Trust will be responsible for timely filing of any subsequent amendments to this Schedule 13G.
• Sphere 3D Corp. will continue its operations following the acquisition of Cathedra Bitcoin Inc.

Key Dates

Keywords

Sphere 3D Corp., Schedule 13G, Beneficial Ownership, Jialin Qu, Togetsu Trust, Cathedra Bitcoin Inc., Acquisition, Common Shares