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8-KAccepted Sep 22, 7:05 AM ET

Cypherpunk Technologies Appoints Director Amanda Fabiano to Board

CYPHCYPHERPUNK TECHNOLOGIES INC.

Accepted (ET)

7:05 AM

Sep 22, 2026

Filed

Sep 22, 2026

Documents

15

Size

397.6 KB

Summary

Cypherpunk Technologies Appoints Director Amanda Fabiano to Board

Updated

What Happened

  • Cypherpunk Technologies Inc. (CYPH) announced on September 22, 2026 that the Board appointed Amanda Fabiano as a Class III director, effective immediately. She will serve until the 2029 Annual Meeting of Stockholders (or until her earlier resignation, death or removal). The Company also entered into a director and officer indemnification agreement with Ms. Fabiano.

Key Details

  • Appointment date: September 22, 2026; term through the 2029 Annual Meeting of Stockholders.
  • Equity compensation: 250,000 restricted stock units (RSUs) total — a 150,000-share Initial Grant for joining the Board and an Annual Grant covering the remainder. The Initial Grant vests and settles in annual increments over three years; the Annual Grant vests and settles at the 2027 Annual Meeting in June 2027.
  • Cash/other compensation: Ms. Fabiano’s cash and other director pay will be consistent with the Company’s non-employee director compensation disclosed in its 2026 proxy.
  • Governance filings: The Company filed an indemnification agreement (Exhibit 10.1) and furnished a press release announcing the appointment (Exhibit 99.1).

Why It Matters

  • This is a board-level governance change that could affect oversight and strategic direction.
  • The RSU awards create potential future share issuance (250,000 RSUs) subject to vesting, which investors should note when considering dilution and share count changes.
  • The indemnification agreement is standard for securing director protection and may be relevant to governance and legal risk oversight.

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