Business Context and Reporting Period
Company: Pineapple Financial Inc. (PAPL)
Filing Type: Form 8-K (Current Report)
Date of Report: December 18, 2025
Reporting Period: Events occurring on December 18, 2025, and related to a private placement agreement entered into in September 2025.
Key Financial Metrics
This filing does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity metrics. The document focuses on corporate governance and strategic appointments.
Material Changes
- Board Appointment: Anthony Georgiades was appointed as a new Director effective December 18, 2025. He was nominated by the Injective Foundation pursuant to a securities purchase agreement.
- Committee Formation: A Special Advisory Committee was established to oversee the Company's digital asset treasury strategy and treasury reserve policy.
- Advisory Engagements: Three strategic advisors (Eric Chen, Mirza Uddin, and Cooper Emmons) were appointed to the Advisory Committee.
Guidance, Outlook, and Management Commentary
Strategic Focus: The Company is advancing its digital asset treasury strategy. The newly formed Advisory Committee is authorized to engage independent legal, financial, and compliance advisors to implement the treasury reserve policy.
Compensation Details:
- Director Compensation: To be established by the Compensation Committee within 30 days of Mr. Georgiades' appointment.
- Advisor Compensation: The three strategic advisors will receive annual compensation of $5,000 each, payable in cash, for an initial term of one year with automatic renewal provisions.
Risks and Contingencies: The filing notes that Mr. Georgiades has no material interest in transactions requiring disclosure under Item 404(a) of Regulation S-K and has no family relationships with current directors or officers.
Investor Verification Checklist
- Verify the terms of the Subscription Receipt Agreement and the specific conditions for the Escrow Release Date mentioned in the September 2025 Purchase Agreement.
- Confirm the final compensation package for Director Anthony Georgiades once established by the Compensation Committee.
- Review the specific details of the "treasury reserve policy" to be implemented by the new Advisory Committee.
- Monitor future filings for the engagement of additional independent advisors (legal, financial, compliance) authorized by the Advisory Committee.