Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41827 Lite Strategy, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdicti ...

Core Insights - Lite Strategy, Inc. has authorized a $25 million share repurchase program, marking a significant shift in its treasury management approach [2][3] - The company aims to enhance shareholder value by buying back shares when prices fall below market-adjusted net asset value (mNAV) and selling shares when prices exceed mNAV [5][9] Company Overview - Lite Strategy is the first U.S.-listed company to hold Litecoin as its primary reserve asset, transitioning from a focus on drug development to digital asset management [3][14] - The new buyback program aligns with the company's strategy to redefine treasury management by integrating digital assets with traditional financial practices [8][14] Share Repurchase Program Details - The $25 million repurchase authorization is effective immediately, allowing for flexibility in execution without set price targets or timelines [6][12] - The program may utilize a Rule 10b5-1 trading plan, enabling share repurchases during blackout periods, funded by existing working capital [7][12] Market Reaction and Shareholder Impact - The market responded positively to the buyback announcement, with Lite Strategy's stock price increasing by over 7.7% [12] - The repurchase program is expected to enhance shareholder value by increasing earnings per share as shares are bought back below intrinsic value [12][19] Institutional Confidence and Governance - The shift in strategy reflects growing institutional interest in active crypto management, with support from large investors like GSR [15][16] - The Board's commitment to long-term shareholder value and adherence to Nasdaq's governance standards reinforces the company's credibility [16] Future Considerations - Investors will monitor the implementation of the Rule 10b5-1 plan, the volume of shares repurchased, and the reinvestment of proceeds from ATM sales into Litecoin [18][19] - Quarterly filings will provide insights into the effectiveness of the hybrid treasury model and its impact on shareholder value [19]

Core Insights - GSR has agreed to acquire Equilibrium Capital Services, a registered broker-dealer, to gain licensed access to U.S. securities markets [1][5] - The acquisition aims to enhance GSR's ability to serve institutional clients seeking regulated exposure to digital assets [2][7] - The deal is part of GSR's broader strategy to expand its footprint in regulated markets amid increasing regulatory scrutiny [4][6] Company Strategy - GSR plans to leverage Equilibrium's registration to offer brokerage services compliant with U.S. securities laws [2][5] - The acquisition is expected to strengthen GSR's U.S. presence and facilitate the development of regulated investment products for American institutions [8] - GSR has previously partnered with DigiFT and invested in Maverix Securities to enhance its offerings in tokenized assets and structured products [4] Industry Context - The acquisition reflects a trend among crypto firms to integrate into traditional regulatory frameworks as U.S. agencies increase scrutiny [6] - Institutional interest in digital assets is growing, particularly in tokenized funds and real-world asset products, prompting firms to seek broker-dealer licenses [7]

Financial Performance - The company has incurred significant losses since inception and anticipates continued losses in the foreseeable future, particularly after discontinuing clinical programs involving voruciclib [137]. - For the fiscal year ended June 30, 2025, the company incurred a net loss of $15.9 million, compared to a net income of $17.8 million for the fiscal year ended June 30, 2024, resulting in an accumulated deficit of $404.2 million as of June 30, 2025 [138]. - The company expects that R&D costs will increase if development activities are resumed in the future, leading to continued operating and net losses [139]. - Future financial results may fluctuate significantly based on the timing of resuming drug candidate development, clinical trials, and related agreements [140]. - The company anticipates that its current unrestricted cash and cash equivalents will be sufficient to fund its operating plan for at least the next 12 months, but R&D expenses will resume if pre-clinical development of voruciclib and zandelisib is restarted [145]. - Future funding requirements will depend on various factors, including potential acquisitions or investments in complementary businesses, products, and technologies [146]. - The company may need to raise additional capital to continue drug development if activities are resumed, and there is uncertainty regarding the availability of funding on acceptable terms [144]. - The company is exposed to risks from negative economic conditions that may affect its ability to secure funding and collaborate with partners [159]. Drug Development and Clinical Trials - The evaluation of strategic alternatives led to the discontinuation of clinical development for voruciclib as of July 22, 2024, while nonclinical activities continued [15]. - Voruciclib, an oral CDK9 inhibitor, completed a Phase 1 trial in September 2024, but all clinical efforts were ceased in July 2024 [25][34]. - The company anticipates conducting further investigational research and development on its drug candidate pipeline in the coming months [15]. - The company has discontinued clinical programs as of July 2024 while exploring strategic alternatives, and there is uncertainty regarding the success of any future drug candidates [147]. - The drug candidate pipeline includes voruciclib, an oral CDK9 inhibitor, and zandelisib, an oral, once-daily, selective PI3Kδ inhibitor [212]. - The company aims to evaluate drug candidates in combinations with standard-of-care therapies to address medical needs and improve patient benefits [211]. Regulatory Compliance and Challenges - The FDA requires extensive regulatory compliance for pharmaceutical products, including nonclinical and clinical testing, which can be time-consuming and costly [65][84]. - The company must submit an investigational new drug (IND) application, which becomes effective 30 days after submission unless the FDA raises concerns [70]. - Clinical trials are conducted in three phases, with Phase 3 requiring two trials for FDA approval under normal circumstances [76]. - The company may face significant costs related to compliance with FDA regulations, including user fees and annual program fees [83]. - Products designated as fast track may benefit from expedited development and review processes, including rolling submissions [90]. - Accelerated approval may be granted based on evidence of clinical effect on a surrogate endpoint, but requires post-marketing studies to verify clinical benefit [91]. - The company must maintain compliance with ongoing FDA requirements post-approval, including reporting adverse effects and adhering to quality control standards [86]. - Noncompliance with FDA regulations could result in severe consequences, including product recalls and penalties [87]. - The company is exploring breakthrough therapy designation for products intended to treat serious diseases, which may lead to intensive FDA guidance and expedited review processes [92]. - If a product is approved for a serious condition, it may qualify for priority review, reducing the FDA's review timeline from ten months to six months [94]. - The company may face challenges in obtaining coverage and reimbursement from third-party payors, which could impact future sales of approved products [107]. - The company must navigate potential changes in FDA approval standards and regulatory requirements that could impact product approvals and market competitiveness [109]. - The centralized procedure for marketing authorizations in the EU is mandatory for certain oncology products, which may apply to the company's biotechnology-developed products [111]. - The company may face delays in securing regulatory approvals in the EU, similar to challenges experienced in the U.S. [112]. - The company is required to list patents covering its drugs with the FDA, which are published in the Orange Book, impacting competition and generic drug applications [95]. - The company may not be able to take full advantage of patent term extensions or marketing exclusivity provisions, which could expose it to competition [101]. Leadership and Corporate Governance - The company appointed Justin J. File as Acting CEO and Frederick W. Driscoll as Chairperson of the Board following leadership changes in August 2024 [15]. - The terminated merger agreement with Infinity Pharmaceuticals did not receive necessary stockholder approval on July 23, 2023 [23]. Cybersecurity and Data Protection - The company has established policies for assessing and managing material risks from cybersecurity threats, integrating these into overall risk management systems [189]. - The Audit Committee oversees the implementation of the cybersecurity risk management program and receives annual reports on cybersecurity risks [196]. - The company has not encountered cybersecurity challenges that have materially impaired its operations or financial standing [194]. - Security breaches or cyberattacks could lead to significant losses of Litecoin, adversely affecting financial condition and operations [134]. - The company must comply with evolving privacy and data protection regulations, which may impose additional costs and liabilities [162]. - The company is implementing new standard contractual clauses for data transfer from the EEA to the U.S. following European Commission guidelines issued on June 4, 2021 [163]. - Compliance with the California Consumer Privacy Act (CCPA) and amendments from the California Privacy Rights Act (CPRA) effective January 1, 2023, may significantly impact business activities and incur substantial compliance costs [164]. Cryptocurrency and Market Conditions - The price of Litecoin has been highly volatile, trading between $50.43 and $146.61 per Litecoin over the past 12 months, with a recent range of $63.75 to $106.15 in Q2 2025 [124]. - The introduction of central bank digital currencies (CBDCs) could reduce the demand for private-sector cryptocurrencies like Litecoin, impacting market opportunities [126]. - Regulatory developments regarding crypto assets may adversely affect the business, financial condition, and results of operations, with potential new laws impacting Litecoin's price [127]. - The U.S. capital markets are experiencing extreme volatility, which could adversely affect the company's financial condition and access to capital markets [171]. Shareholder Returns and Dividends - The company announced a cash dividend of $1.75 per share, totaling $11.7 million, paid on December 6, 2023, recorded as a reduction of additional paid-in capital [21]. - The company does not intend to pay cash dividends on its common stock, focusing instead on retaining earnings for business development [176]. - The company does not anticipate paying additional cash dividends in the foreseeable future and intends to retain available funds to support operations [206]. - On November 6, 2023, the Board declared a special cash dividend of $1.75 per share, totaling $11.7 million, to be paid on December 6, 2023 [206]. Employee Relations - As of June 30, 2025, the company had four employees engaged in various support roles, with no labor union representation [118]. - The company has not experienced a work stoppage and maintains positive relations with its employees [121]. Environmental and Safety Compliance - The company is subject to numerous environmental, health, and safety laws, and failure to comply could result in significant fines and operational impairments [166].

Company Overview - Lite Strategy Inc. (NASDAQ: LITS), previously known as MEI Pharma, Inc. and traded under the ticker "MEIP," was focused on oncology with two drug candidates, vorucliclib and ME-144, which were aimed at oncology combination therapies [1]. Analyst Background - The article includes a brief background of Myriam Hernandez Alvarez, who holds multiple degrees in engineering, computer science, business management, and computer applications, indicating a strong academic foundation relevant to the analysis [1]. Disclosure Information - The article contains disclosures stating that the analyst has no stock or derivative positions in the companies mentioned and has no plans to initiate any such positions within the next 72 hours [2]. - It is noted that the opinions expressed are independent and not influenced by any business relationships with the companies discussed [2].

Company Communication - MEI Pharma expresses appreciation for Litecoin [1]

Company Strategy - MEI Pharma adopted a Litecoin Treasury Strategy, becoming the first public US company to do so [1] - The strategy aims to bring Litecoin, described as "the people's currency," to institutional portfolios [1] Litecoin Acquisition - MEI Pharma acquired 929,548 Litecoins (LTC) [1] - The total investment was approximately $100 million [1] - The average acquisition price was about $107.58 per Litecoin [1] Partnerships - The Litecoin Treasury Strategy involved collaboration with @SatoshiLite and @GSR_io [1]

Company Communication - MEI Pharma is seeking information about Litecoin (LTC) [1] Cryptocurrency - Litecoin (LTC) is mentioned in the context of MEI Pharma's inquiry [1]

Company Strategy - MEI Pharma purchased $100 million in Litecoin (LTC) as a treasury asset [1][2] - MEI Pharma is the first U_S_-listed company to adopt Litecoin as a primary treasury asset [2] - MEI Pharma funded the purchase via a $100 million private placement led by Charlie Lee [2] - MEI Pharma may expand into LTC mining [2] - MEI Pharma continues drug development while pioneering a crypto treasury strategy [2] Litecoin Adoption - MEI Pharma cites LTC's 13-year uptime, low fees, fast settlement, and mainstream integrations as reasons for adoption [2] Investment - Charlie Lee and GSR are lead investors in the private placement [1]

Group 1 - MEI Pharma, Inc. has entered into a private investment in public equity (PIPE) transaction for the purchase and sale of 29.2 million shares at $3.42 per share, expecting aggregate gross proceeds of approximately $100 million [1][2] - The company will appoint Charlie Lee to its board of directors, while current member Taheer Datoo will resign [2] - GSR will serve as the digital asset and treasury management advisor to oversee the implementation of its Litecoin Treasury Strategy [2] Group 2 - This transaction marks a significant milestone in MEI's long-term strategic plan, establishing it as the first publicly traded company to adopt Litecoin as a treasury reserve asset [3] - Litecoin, created by Charlie Lee in October 2011, is often referred to as the "silver to Bitcoin's gold" and has a proven track record of growth and reliability [3] - By integrating Litecoin into its treasury operations, MEI gains access to a decentralized monetary asset that complements its cash management framework [3] Group 3 - MEI Pharma stock is trading higher, up 31.54% at $5.92 [4]