UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) December ~~November 21~~23, ~~2024~~2025

STAGEWISE STRATEGIES CORP.

(Exact name of registrant as specified in its charter)

Nevada

333-275731

61-2108075

(State or Other Jurisdiction of Incorporation or Organization)

Commission File Number

(I.R.S. Employer

Identification Number)

Friedrichstr. 114A, 10117, Berlin, Germany,

+1413-3076199~~, [email protected]~~

[email protected]

(Address, including Zip Code, and Telephone Number,

including Area Code, of Registrant's Principal Executive Office)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
N/a	N/a	N/a

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company [X]

If an emerging company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accountant standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

~~(b)~~Appointment ~~Departure~~ of ~~Directors~~Independent ~~and Officers~~ Directors - ~~Yuliia~~ ~~Zaporozhan~~Anna Toczko

On ~~November 21,~~December ~~2024~~23, ~~Yuliia Zaporozhan~~2025, ~~a member of~~ the Board of Directors, ofdecided ~~the Stagewise Strategies Corp. (the “Company”) notified the Company of her intention~~ to ~~resign~~appoint Anna ~~from her positions~~ Toczko as ~~President,~~a Director, ~~Secretary, and CEO~~ of the Company~~, effective November 21, 2024~~. ~~Ms. Zaporozhan’s (the “Former Officer”) resignation was not the result of any disagreements with management or Board of Directors of the Company.~~

~~(b)~~The ~~Appointment~~business background descriptions of ~~Directors~~the ~~and~~newly ~~Officers -~~appointed ~~Victor~~Director ~~Balan~~is as follows:

OnMs. ~~November 21~~Anna Toczko, ~~2024~~age 32, holds a Bachelor’s degree in Business Administration from the ~~Company~~University ~~appointed~~of ~~Victor~~Warsaw, ~~Balan~~Poland, ~~who~~where ~~was~~her ~~previously~~studies ~~serving~~focused ason ~~Director~~digital business, ~~and~~marketing ~~Treasurer~~fundamentals, toand ~~fill~~technology-driven commercial strategies. Over the ~~vacancies~~past ~~created~~five byyears, ~~the~~Ms. Toczko has worked in a consulting ~~resignation~~and ofadvisory ~~the~~capacity ~~Former~~with ~~Officer~~digital platforms focused on technology-enabled marketing and analytics services. ~~Effective~~From ~~immediately~~2020 to 2022, ~~Victor~~she ~~Balan~~advised early-stage ~~will~~companies ~~assume~~on ~~the~~digital ~~roles~~presence ofand ~~President,~~online ~~Secretary,~~performance ~~CEO~~optimization. From 2022 to 2025, she provided product and ~~will~~platform ~~continue~~advisory support to ~~serve~~digital asplatforms ~~Director~~offering marketing and ~~Treasurer~~analytics tools, including user experience optimization.

On November 21, 2024, the Board of Directors, decided to appoint Marcelo Ramon Alarcon Martinez as an Independent Director of the Company.

The business background descriptions of the newly appointed Independent Director is as follows:

Mr. Alarcon Martinez holds a Master’s degree in Electromechanical Engineering with a focus on Electronics from Universidad Catolica - Campus Alto Parana, Paraguay. During his studies, Mr. Alarcon Martinez worked as a Junior Engineer at CIE S.A., assisting with integrating electrical systems into commercial and industrial projects. From 2017 to 2021, Mr. Alarcon Martinez worked as an SEO Specialist at Tigo Paraguay, one of the leading telecommunications and digital services providers in the country. From 2021 to 2024, Mr. Alarcon Martinez held the position of Digital Marketing Director at Clever Global, based in Madrid, Spain, a company providing technological and outsourcing services specializing in the control process.

On November 21, 2024, the Company declared Mr. Alarcon Martinez elected as independent director.

There are no family relationships between our new director and our current director. There have been no transactions since the beginning of our last fiscal year, or any currently proposed transaction, in which we were or are to be a participant, exceeding $120,000 and in which our new officer had or will have a direct or indirect material interest. There is no material plan, contract or arrangement (whether or not written) to which our new director is a party or in which he participates that is entered into or a material amendment in connection with the triggering event or any grant or award to any such covered person or modification thereto, under any such plan, contract or arrangement in connection with any such event.

~~SIGNATURES~~Item 8.01 Other Events

On December 23, 2025, Stagewise Strategies Corp. (the "Company") entered into a Stock Cancellation Agreement (the "Agreement") with Victor Balan, the Company's President, Secretary, Treasurer, Director and Chief Executive Officer. Pursuant to the ~~requirements~~Agreement, ofVictor Balan voluntarily surrendered 1,000,000 shares of the ~~Securities~~Company's ~~Exchange~~common ~~Act~~stock offor ~~1934~~cancellation, ~~the~~without ~~Registrant~~receiving ~~has~~any ~~duly~~cash ~~caused~~or ~~this~~other ~~report~~consideration toin exchange. The Company accepted the surrender of the shares, which will be ~~signed~~cancelled on ~~its~~the ~~behalf~~Company's bystock ledger, thereby reducing the ~~undersigned~~total ~~hereunto~~number ~~duly~~of ~~authorized~~outstanding shares of common stock. The voluntary cancellation was made without consideration as part of the Company’s broader capital restructuring efforts.

~~Dated:~~Immediately ~~November~~prior 22to the cancellation, ~~2024~~there were 5,044,334 shares of common stock outstanding. Following the cancellation, the Company has 4,044,334 shares of common stock issued and outstanding.

~~STAGEWISE~~As ~~STRATEGIES~~a ~~CORP~~result of the cancellation, Victor Balan now beneficially owns 1,000,000 shares of common stock, representing approximately 24.73% of the Company's issued and outstanding shares.

~~By:~~The s/foregoing ~~Victor~~description of ~~Balan~~the ~~Name:~~Agreement ~~Victor~~is ~~Balan~~qualified ~~Title:~~in ~~President,~~its ~~Director,~~entirety ~~Treasurer,~~by ~~Secretary,~~reference ~~Principal~~to ~~Executive~~the full text of the Agreement, ~~Financial~~which is filed as Exhibit 10.1 hereto and incorporated ~~Accounting~~herein ~~Officer~~by reference.

Exhibit No. Description

10.1* Stock Cancellation Agreement, by and between the Company and Victor Balan, dated December 23, 2025.

* Filed herewith

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: December 29, 2025

STAGEWISE STRATEGIES CORP.

By:

s/ Victor Balan

Name:

Victor Balan

Title:

President, Director, Treasurer, Secretary,

Principal Executive, Financial and Accounting Officer

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