Gemini Space Station, Inc. 8-K

What Happened

• On February 17, 2026, Gemini Space Station, Inc. filed an 8‑K disclosing preliminary, unaudited estimates for the year ended December 31, 2025 and announcing that Chief Operating Officer Marshall Beard, Chief Financial Officer Dan Chen, and Chief Legal Officer Tyler Meade each left the company effective February 17, 2026. The company also named Danijela Stojanovic as Interim CFO and Kate Freedman as Interim General Counsel. No successor COO will be appointed at this time; Cameron Winklevoss will assume many of the former COO’s duties.
• Key preliminary operating figures: Monthly Transacting Users (MTUs) were ~600,000 (up 17% year-over-year); net revenue is expected to be $165–$175 million (vs. $141M in 2024); total operating expenses are expected to be $520–$530 million (vs. $308M in 2024); Adjusted EBITDA is expected to be a loss of $(267)–$(257) million. Management notes these results are preliminary, unaudited and may change.

Key Details

• MTUs: ~600,000 as of Dec 31, 2025, a 17% increase from Dec 31, 2024.
• Revenue breakdown (2025 preliminary): total net revenue $165–$175M; transaction revenue $93–$99M; services revenue $72–$76M.
• Expenses & profitability: operating expenses $520–$530M (2024: $308M); reported Adjusted EBITDA $(267)–$(257)M; preliminary net loss per reconciliation roughly $(602)–$(587)M. Unrealized/realized losses are expected to be $30–$35M.
• Management changes: Marshall Beard resigned from the Board and left as COO; Dan Chen and Tyler Meade left their officer roles. Danijela Stojanovic (Chief Accounting Officer since May 2025) is Interim CFO (annual base $450,000 plus an RSU award of 132,275 shares subject to approval and vesting rules). Kate Freedman (Associate General Counsel & Corporate Secretary) is Interim General Counsel. Separation agreements with the departing executives are expected.

Why It Matters

• These preliminary results show revenue growth but a large increase in operating expenses and a substantial operating loss for 2025, driven by higher personnel costs (including significant stock‑based compensation), technology and marketing investments. Adjusted EBITDA and the large net loss underscore continued cash burn and the company’s investment posture.
• Management turnover at the CFO, COO and CLO level is material for investors because it can affect financial reporting, execution of strategy and near‑term operational continuity. The appointment of an experienced interim CFO (a CPA with public‑company reporting experience) is intended to maintain reporting continuity.
• All figures are preliminary and unaudited; the company’s independent auditor has not reviewed these estimates and final results may differ. Investors should watch for the final audited financials and any disclosures about separation agreements or additional leadership changes.