Business Context and Reporting Period
Company: UPEXI, INC.
Filing Type: Form 8-K (Current Report)
Date of Report: September 9, 2026 (Event Date); September 14, 2026 (Signature Date)
Context: The Company entered into a Loan Borrower Request (Loan Confirmation) with BitGo Prime, LLC to modify terms of its existing Master Loan Agreement.
Key Financial Metrics
This filing does not report revenue, profit, cash flow, or operating margins. It focuses on debt facility terms:
- Outstanding Borrowings: Approximately $57.3 million.
- Interest Rate: Reduced from 11.5% to 7.5% per annum.
- Required Collateral Level: Reduced to 200%.
- Margin Call Level: 150%.
- Margin Recall Level: 300%.
- Liquidation Level: 115%.
- Accepted Collateral: Locked Solana (SOL), liquid SOL, USDC, and US dollars.
Material Changes
The primary material change is the amendment of the credit facility with BitGo Prime, LLC. The modification significantly lowers the cost of borrowing by reducing the interest rate by 400 basis points (from 11.5% to 7.5%) and reduces the required collateral maintenance level to 200%.
Guidance, Outlook, and Risks
Management Commentary: The Company issued a press release on September 14, 2026, announcing the amendment. The filing notes that the description of the Loan Confirmation is qualified by reference to the full agreement filed as Exhibit 10.1.
Risks and Contingencies: The filing outlines specific risk thresholds for the loan facility, including a liquidation level of 115%. The Company's ability to maintain the loan depends on the value of its crypto-collateral (SOL, USDC) relative to the $57.3 million borrowing.
Investor Verification Checklist
- Verify the current market value of the Company's Solana (SOL) and USDC holdings to ensure they meet the new 200% collateral requirement.
- Review the full text of the Loan Confirmation (Exhibit 10.1) for any covenants or conditions not summarized in the 8-K.
- Monitor the price volatility of SOL, as a drop in value could trigger a margin call (150%) or liquidation (115%) despite the reduced interest rate.
- Confirm the exact maturity date and repayment schedule of the $57.3 million facility, which are not explicitly stated in this summary.