Lite Strategy, Inc. (Nasdaq: LITS) — FY2026 Form 10-K
Reporting period: Fiscal year ended June 30, 2026. The company changed its name and ticker to Lite Strategy, Inc. (LITS) in September 2025. It now combines early-stage pharmaceutical research with a Litecoin (LTC) treasury strategy. Unless noted otherwise, financial figures below are in U.S. dollars.
Business context and strategy
- In August 2025, the company began holding LTC as a primary reserve asset, using proceeds from a July 2025 $100 million private placement. It also writes covered call options on some LTC holdings to generate income and liquidity.
- Pharmaceutical programs are limited: voruciclib entered preclinical research for nononcologic indications in FY2026; no clinical trials are underway. Zandelisib is not in clinical development and is being considered for licensing or sale. ME-344 was sold in October 2024; the buyer may owe up to $62 million in future milestones, none earned through FY2026.
- The company reported no revenue in FY2026 or FY2025 and had five employees at June 30, 2026.
Financial results and liquidity
| Metric | FY2026 / June 30, 2026 | FY2025 / June 30, 2025 |
|---|---|---|
| Revenue | $0 | $0 |
| Research and development expense | $0.1 million | $3.9 million |
| General and administrative expense | $12.0 million | $13.5 million |
| Change in fair value of digital assets, reported in operating expenses | $54.4 million expense | None |
| Other expense (income), net | $4.6 million expense | $1.5 million income |
| Net loss | $71.2 million | $15.9 million |
| Basic and diluted loss per share | $2.06 | $2.39 |
| Net cash used in operating activities | $9.1 million | $20.8 million |
- The FY2026 net loss includes a $54.4 million digital-asset fair-value expense and a $5.7 million fair-value loss on digital assets receivable. Management says the digital-asset expense includes unrealized losses, realized losses on sales and losses when LTC was transferred as collateral.
- At June 30, 2026, assets were $42.7 million, including $5.7 million cash and cash equivalents, $27.3 million digital assets, and $7.6 million digital assets receivable. The company held 832,716 LTC in total, with an aggregate cost basis of $82.4 million and fair value of $34.9 million.
- Total liabilities were $1.1 million; the filing reports no outstanding borrowings under its master loan agreement. Working capital was approximately $5.1 million, excluding long-term digital assets and receivables.
- FY2026 cash flows: $95.1 million used in investing and $91.9 million provided by financing. Cash declined by $12.3 million to $5.7 million. Financing included the PIPE and $4.6 million net proceeds from ATM share sales, partly offset by $4.9 million of repurchases.
- Accumulated deficit was $475.3 million. The company recorded no income-tax provision; deferred tax assets were fully offset by a valuation allowance.
Material changes, outlook and risks
- FY2026 net loss increased by $55.2 million year over year, largely reflecting the newly adopted LTC treasury strategy and the $54.4 million digital-asset fair-value expense. R&D spending fell 96.9% as prior clinical programs ended; G&A declined 11.0%.
- The company repurchased 4,378,525 shares through June 30, 2026, at a weighted-average $1.12 per share, under a $25 million authorization; approximately $20.2 million remained. From July 1 through September 22, 2026, it repurchased another 1,999,604 shares at an average $1.05.
- Management believes unrestricted cash and digital assets will fund the current operating plan for at least 12 months from issuance of the financial statements, but says future capital transactions may be needed. No specific earnings or revenue guidance is provided.
- LTC is highly volatile and less liquid than cash; its value may fall, and custody, counterparty, cyber, operational, and regulatory risks could result in loss or constrained access. The SEC’s March 2026 interpretation identified LTC as a digital commodity, but the interpretation is nonbinding and could change; a contrary securities classification could create significant regulatory consequences, including potential Investment Company Act concerns.
- Covered-call arrangements expose the company to foregone LTC appreciation if options are exercised and to counterparty risk. At year-end, $7.9 million notional of options remained outstanding, with a $40,000 derivative liability. The company reports expected credit losses on LTC receivables were immaterial.
- Further risks include potential dilution from warrants, options, ATM sales or future financings; Nasdaq’s $1 minimum bid-price requirement; and contingent license payments. The GSR asset-management agreement runs for up to 10 years and may carry a potentially material early-termination fee. No material legal proceedings were reported.
Important facts for investors to verify
- Reconcile the reported LTC holdings, cost basis, fair value, collateralized receivables and the components of the $54.4 million digital-asset expense; these figures are central to reported results and asset value.
- Review liquidity assumptions and the timing or availability of LTC sales, option proceeds and any additional financing needed to support operations and buybacks.
- Assess the terms, fees, related-party relationships and termination provisions of the GSR and Green Dragon agreements, as well as the potential dilution from warrants and options.
- Track subsequent share repurchases, outstanding share count, and compliance with Nasdaq’s bid-price requirement.
- Confirm progress and funding for voruciclib’s preclinical program, any zandelisib licensing or sale, and whether ME-344 milestone payments are achieved.
Audit and controls: The auditor issued an unqualified opinion on the FY2026 financial statements and highlighted the concentration and risks of the LTC investment. It reported no critical audit matters. Management concluded disclosure controls and internal control over financial reporting were effective; the auditor was not engaged to attest to internal-control effectiveness.