Ton Strategy (TONX) Q4 2025 Earnings Transcript

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DATE

Tuesday, May 12, 2026 at 9 a.m. ET

CALL PARTICIPANTS

• Executive Chairman — Manuel Stotz
• Chief Executive Officer — Veronika [Full Name not provided in transcript]
• Chief Financial Officer — Sarah Olsen

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TAKEAWAYS

• Total Revenue -- $12.8 million, including $4 million from staking activities after adoption of the TON treasury strategy.
• Gross Profit -- $7.6 million, a tenfold increase from $0.7 million in 2024.
• Total Costs and Expenses -- $49.2 million, primarily attributed to noncash stock-based compensation, treasury implementation costs, and infrastructure for custody, staking, reporting, and compliance.
• Loss from Operations -- $36.4 million versus $11.6 million in 2024.
• Net Loss Before Income Taxes -- $148.6 million, with a $114.2 million net loss on crypto assets reflecting realized and unrealized fair value changes in Toncoin Holdings.
• Digital Assets Held (Year-End Fair Value) -- $356.8 million; cash and restricted cash at $39.7 million.
• Tons Staked (as of December 31) -- 219.7 million tons staked, generating 2.19 million tons in staking rewards since strategy implementation.
• CEO Transition -- "the company continues to conduct an active search for a permanent CEO as part of a planned leadership transition." Veronika remains CEO during this process.
• Treasury Transparency -- Launch of analytics dashboard at tonstrack.com to provide "additional visibility into certain market-based and drive metrics alongside the company reported data."

SUMMARY

The call established that TON Strategy Company transitioned to a staking-focused treasury model in August, resulting in a material change in both revenue composition and expense structure. Management highlighted that core operational processes for staking, custody, and reporting are now in place, supporting the public company structure. The company holds a substantial Toncoin position and reported continued discipline in managing liquidity and operating costs during the strategic transition.

• Chairman Stotz described the TON network as "designed for real economic utility and activity inside the Telegram ecosystem," emphasizing differentiated long-term value.
• Olsen said, "the important takeaway is that our treasury is active and productive," and indicated a focus on maintaining liquidity and flexibility while maximizing staking rewards.
• Management reaffirmed intent to update treasury metrics through public filings and external dashboards for ongoing transparency.
• There was explicit reiteration of TON Strategy Company’s unique role as a NASDAQ-listed conduit to TON exposure for public-market investors.

INDUSTRY GLOSSARY

• Toncoin: The native cryptocurrency of The Open Network, used to facilitate payments, applications, and digital services within the TON blockchain ecosystem.
• Staking: Allocating digital assets to a blockchain network to support its operations and earn rewards, typically through participation in transaction validation and network security.

Full Conference Call Transcript

Manuel Stotz: Thank you, operator, and thank you, everyone, for joining us. For today's call, I'll start by framing why we believe TON matters and why we believe TON Strategy Company has a clear role to play in the ecosystem. Then Sarah will walk you through execution in the year's financial results, and I'll come back at the end with a few closing thoughts. Through my work at Kingsway, I've spent years investing in and working around digital assets. And in 2025, I also served as President of the TON Foundation during a very important period for that ecosystem. That experience informs my view of TON and why we believe TON Strategy Company has an important role to play in the market.

TON Strategy Company is built to hold Toncoin to stake a substantial portion of the position and to increase TON held per share over time inside a public company structure. At the asset level, we believe TON is a differentiated network because it is designed for real economic utility and activity inside the Telegram ecosystem, where more than 1 billion users already communicate, transact and engage with digital services. The TON blockchain is designed to support payments, stablecoins, digital goods and application activity at scale. And we believe its combination of utility, distribution and still early adoption is what makes the asset compelling over the long term.

We also think the network's growing developer and application ecosystem is an important part of that story. At the company level, we believe TON Strategy Company serves an important purpose. We've built TON Strategy to hold and stake Toncoin inside a public company structure designed to provide transparency, discipline and access to that exposure. We believe our structure is particularly relevant now while direct access to TON remains more limited in U.S. markets. We also think the staking component is a meaningful part of our business strategy. By staking a substantial portion of our holdings through institutional custodians and segregated validated structures, we have been able to make our treasury productive over time rather than leaving those assets idle.

We took the first major steps in this strategy during the second half of 2025. In August, we raised capital, established our initial position and began staking. Over the balance of the year, we've also built out our operational and reporting foundation needed to support the strategy inside a public company. The fourth quarter was the first full fiscal period with staking in place, which is giving us a better view of how the model operates with the operating infrastructure fully established. I also want to provide a quick update on our CEO transition. As previously announced, the company continues to conduct an active search for a permanent CEO as part of a planned leadership transition.

Veronika continues to serve as CEO during this transition, and our Board remains engaged in the search process. I'd personally like to thank Veronika for her integral role in launching TON's strategy and her continued commitment to the Toncoin ecosystem. With that, I'll turn it over to Sarah. Sarah?

Sarah Olsen: Thank you, Manny. Thanks, everyone, for joining. I've had the privilege to work across capital markets and digital assets with a focus over the last decade on the intersection of crypto infrastructure and traditional markets. As we've gotten TON strategy up and running, my primary focus has been establishing the operating and reporting framework to support the business within a public company environment. As context for the financial results, our 2025 results reflect both the implementation of our TON treasury strategy beginning in August as well as the contribution of the company's legacy operating businesses.

For the full year 2025, total revenue was $12.8 million compared to $0.9 million in 2024 and included approximately $4 million from staking activities following the implementation of the TON treasury strategy. Gross profit was $7.6 million compared to $0.7 million in 2024. Total costs and expenses were $49.2 million compared with $12.5 million in 2024. The increase was primarily due to noncash stock-based compensation expense, treasury implementation costs and costs associated with the infrastructure to support custody, staking, reporting and compliance. Loss from operations was $36.4 million compared with $11.6 million in 2024. Net loss before income taxes was $148.6 million compared with $10.5 million in 2024.

Net loss included a $114.2 million net loss on crypto assets, which reflects realized and unrealized fair value changes in Toncoin Holdings during the year. At December 31, 2025, digital assets held a fair value of approximately $356.8 million and cash and restricted cash totaled approximately $39.7 million. From an operating standpoint, the important takeaway is that our treasury is active and productive. As of year-end, we had 219.7 million tons staked, and we earned 2.19 million tons since taking implementation. We expect to continue updating most company reported treasury metrics through our regular quarterly and annual public filings, consistent with our long-term treasury approach.

We also recently launched an analytics dashboard on our website, tonstrack.com, to support transparency around the treasury and provide additional visibility into certain market-based and drive metrics alongside the company reported data. Going forward, operationally, our emphasis will remain on disciplined treasury management, which means taking a substantial portion of our position while preserving appropriate liquidity and financial flexibility. We intend to continue being deliberate in how staking rewards are used or retained over time, and we are applying that same discipline to our cost structure, including careful expense management and a continued focus on operating efficiently. I'll now turn it back to Manny for closing remarks.

Manuel Stotz: Thank you, Sarah, and I very much appreciate the wonderful job you and the team have done on our first 10-K. To wrap up, I'd like to leave you with 3 key points. First, we entered 2026, having moved through the initial launch phase, and we are now operating the model with the core elements in place, a substantial Toncoin position, staking and the public company structure and processes needed to support the strategy. Second, we continue to believe TON is a very differentiated asset with growing utility and a network that is still very early in its development. Our view is that our public company structure offers a distinct way to access the TON ecosystem through the public markets.

Third, our core focus remains on disciplined execution. We strive to manage the position carefully, operate transparently and continue increasing TON held per share over time through a measured approach. Thank you very much for joining us this morning, and thank you to our shareholders for your continued support. Operator, that concludes our prepared remarks.

Operator: Thank you. Ladies and gentlemen, this does conclude today's teleconference. You may disconnect your lines at this time. Thank you for your participation, and have a wonderful day.

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