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8-KAccepted Sep 14, 8:56 AM ET

Hyperliquid Strategies Inc Updates VWAP Purchase Price to 98.5%/97.0%

PURRHyperliquid Strategies Inc

Accepted (ET)

8:56 AM

Sep 14, 2026

Filed

Sep 14, 2026

Documents

10

Size

217.6 KB

Summary

Hyperliquid Strategies Inc Updates VWAP Purchase Price to 98.5%/97.0%

Updated

What Happened

  • On September 14, 2026, Hyperliquid Strategies Inc (PURR) announced Amendment No. 2 to its ChEF Purchase Agreement with Chardan Capital Markets LLC. The Amendment replaces the definition of "VWAP Purchase Price" used when the company elects to sell shares to the investor.
  • Under the Amendment, the per-share purchase price will equal 98.5% of the VWAP for VWAP Purchases and Intraday VWAP Purchases, and 97.0% of the VWAP for Off‑Hour VWAP Purchases, in each case subject to certain adjustments. The original Purchase Agreement is dated October 22, 2025. The Amendment is filed as Exhibit 10.1 to the Form 8‑K.

Key Details

  • Amendment date: September 14, 2026 (Amendment No. 2).
  • Parties: Hyperliquid Strategies Inc and Chardan Capital Markets LLC.
  • Pricing: 98.5% of VWAP for VWAP and Intraday VWAP purchases; 97.0% of VWAP for Off‑Hour VWAP purchases.
  • Reference: Purchase Agreement originally dated October 22, 2025; Amendment filed as Exhibit 10.1.

Why It Matters

  • The Amendment sets the per‑share price formula for shares the company may sell to Chardan under the equity purchase facility. That formula determines the cash the company receives per share and the discount to market at which shares may be issued.
  • For investors, this affects the economics of any future share issuances under the agreement (proceeds to the company and potential dilution to existing shareholders). Monitor future filings for actual share issuances or other amendments that show how the facility is used.

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