Financial Results Announcement - CHS Inc. announced its results for the quarter ended November 30, 2025, on January 7, 2026[4] - The press release detailing the financial results is attached as Exhibit 99.1[6] Company Classification - The company is not classified as an emerging growth company under the Securities Act[3]

Financial Results Announcement - CHS Inc. announced its results for the quarter ended November 30, 2025, on January 7, 2026[4] - The press release detailing the financial results is attached as Exhibit 99.1[6] Company Classification - The company is not classified as an emerging growth company under the Securities Act[3]

Financial Performance - Revenues for the three months ended November 30, 2025, were $8,864,104 thousand, a decrease of $429,008 thousand or 4.6% compared to $9,294,112 thousand in 2024[135] - Gross profit for the same period was $389,352 thousand, representing 4.4% of revenues, slightly up from 4.3% in 2024[135] - Net income attributable to CHS Inc. was $260,483 thousand, an increase of $15,693 thousand or 6.4% from $244,790 thousand in 2024[135] - The Agronomy segment reported revenues of $1,238,005 thousand, a decrease of $26,029 thousand or 2.1% compared to $1,264,034 thousand in 2024[144] - The Grains segment experienced a revenue decline of $463,818 thousand or 8.2%, with revenues of $5,215,354 thousand compared to $5,679,172 thousand in 2024[140] - The Energy segment's revenues increased by $68,407 thousand or 3.0%, reaching $2,364,877 thousand compared to $2,296,470 thousand in 2024[138] Segment Performance - The Energy segment reported a total refinery throughput volume of 204,504 barrels per day for the three months ended November 30, 2025, compared to 198,108 barrels per day in the same period of 2024[126] - The average Group 3 2:1:1 crack spread increased to $26.61 per barrel in Q1 2026 from $16.88 per barrel in Q1 2025, contributing to higher income before income taxes (IBIT) for the Energy segment[128] - The Grains segment's profitability is significantly influenced by throughput and production volumes, with revenues affected by market-driven commodity prices and weather conditions[129] - The company anticipates continued headwinds in the Grains segment due to global trade factors and commodity market dynamics, impacting overall performance in fiscal 2026[124] - The Agronomy segment's income before income taxes increased by $8,697 thousand or 30.9%, totaling $36,804 thousand compared to $28,107 thousand in 2024[144] Cost and Expenses - Cost of goods sold decreased by $418,684 thousand or 4.7%, totaling $8,474,752 thousand compared to $8,893,436 thousand in 2024[147] - Interest expense rose to $37,351 thousand, an increase of $9,703 thousand or 35.1% compared to $27,648 thousand in 2024[152] - The company reported a decrease in marketing, general and administrative expenses to $262,850 thousand, a rise of 2.0% from $268,120 thousand in 2024[151] Market and Economic Factors - The company expects reduced margins for energy and agricultural commodities to persist throughout fiscal 2026 due to various macroeconomic factors[120] - The average price for D6 ethanol RINs increased by 51% to $0.9987 during the three months ended November 30, 2025, compared to the same period in the prior fiscal year[126] - The average price for D4 biodiesel RINs rose by 54% to $1.0190 during the same period, indicating increased costs associated with renewable fuel standards[126] Cash Flow and Capital Expenditures - Net cash used in operating activities increased by $43.8 million year-over-year to $337.8 million, primarily due to increased inventories[167] - Net cash used in investing activities rose by $241.2 million to $247.9 million, reflecting increased purchases of investments[168] - Cash provided by financing activities increased by $680.3 million to $644.2 million, driven by increased net cash inflows from notes payable[169] - Total capital expenditures for fiscal 2026 are expected to be approximately $575.1 million, down from $728.6 million in fiscal 2025, with $116.0 million spent on property, plant, and equipment in the first three months of fiscal 2026[161] Working Capital and Dividends - Working capital increased by $128.0 million to $2.9 billion as of November 30, 2025, primarily due to a $1.8 billion increase in current assets driven by higher inventories[163] - The company expects to pay approximately $168.7 million in preferred stock dividends during fiscal 2026, with $42.2 million paid in the first three months of fiscal 2026[161] - As of November 30, 2025, the company had approximately $2.3 billion of preferred stock outstanding, with various series having different dividend rates and payment frequencies[171] Other Income and Tax - Other income increased by $8.5 million, or 32.2%, to $34.9 million for the three months ended November 30, 2025, primarily due to unrealized gains on investments and increased interest income[153] - Equity income from investments rose by $31.2 million, or 25.5%, to $153.5 million, driven by higher equity income from CF Nitrogen due to increased urea and UAN prices and decreased natural gas costs[154][155] - Income tax expense decreased by $1.5 million, or 11.4%, to $11.7 million, with effective tax rates of 4.3% for the three months ended November 30, 2025, compared to 5.1% in the prior year[156] Risk and Market Exposure - No material changes in market risk exposures were experienced for the period ended November 30, 2025[178]

Financial Performance - CHS Inc. reported strong performance in the Energy segment, driven by strengthened refining margins and record premium diesel sales volumes[124]. - Revenues for the three months ended November 30, 2025, were $8,864,104 thousand, a decrease of 4.6% from $9,294,112 thousand in the same period of 2024[135]. - Gross profit for the same period was $389,352 thousand, representing 4.4% of revenues, compared to $400,676 thousand or 4.3% in 2024[135]. - The Agronomy segment reported revenues of $1,238,005 thousand, a decline of 2.1% from $1,264,034 thousand in 2024, while income before income taxes increased by 30.9% to $36,804 thousand[144]. - The Grains segment experienced a revenue drop of $463,818 thousand, or 8.2%, to $5,215,354 thousand, with income before income taxes decreasing by 78.3% to $36,242 thousand[140]. - The Energy segment's revenues increased by $68,407 thousand, or 3.0%, to $2,364,877 thousand, with income before income taxes rising significantly by 868.9% to $152,347 thousand[138]. Market Dynamics - The Grains segment faced continued headwinds due to global trade factors and commodity market dynamics, impacting profitability[124]. - The Agronomy segment showed solid performance, largely attributed to the CF Nitrogen joint venture, but was partially offset by a weaker U.S. farm economy[124]. - The company anticipates macroeconomic factors, including geopolitical conflicts and fluctuating tariffs, will create uncertainty and instability in global energy and agricultural commodity markets throughout fiscal 2026[120]. - CHS Inc. expects reduced margins for energy and agricultural commodities to persist throughout fiscal 2026 due to ongoing market pressures[121]. Operational Metrics - Refinery throughput volumes for the three months ended November 30, 2025, were 204,504 barrels per day, compared to 198,108 barrels per day in the same period of 2024[126]. - Ethanol production volumes increased to 165,122 thousand gallons, up from 136,747 thousand gallons in the prior year[135]. - The average Group 3 2:1:1 crack spread increased to $26.61 per barrel for the three months ended November 30, 2025, from $16.88 per barrel in the prior year[128]. - The average price of D6 ethanol RINs rose by 51% to $0.9987 during the three months ended November 30, 2025, compared to $0.6632 in the same period of the previous year[126]. - The average price of D4 biodiesel RINs increased by 54% to $1.0190 during the same period, up from $0.6632[126]. Expenses and Cash Flow - Cost of goods sold decreased by $418,684 thousand, or 4.7%, to $8,474,752 thousand, primarily due to lower retail and domestic feed grains margins[147]. - Marketing, general and administrative expenses increased by 2.0% to $268,120 thousand, attributed to depreciation related to the enterprise resource planning system[151]. - Interest expense rose by 35.1% to $37,351 thousand, driven by a higher short-term notes payable balance compared to the previous year[152]. - Cash used in operating activities increased by $43.8 million year-over-year to $337.8 million, primarily due to increased inventories[167]. - Cash used in investing activities rose by $241.2 million to $247.9 million, mainly due to purchases of investments and decreased proceeds from short-term investments[168]. - Cash provided by financing activities increased by $680.3 million to $644.2 million, reflecting higher net cash inflows from notes payable[169]. Investments and Capital Expenditures - Total capital expenditures for fiscal 2026 are expected to be approximately $575.1 million, down from $728.6 million in fiscal 2025, with $116.0 million spent on property, plant, and equipment in the three months ended November 30, 2025[161]. - Other income increased by $8.5 million, or 32.2%, to $34.9 million for the three months ended November 30, 2025, primarily due to unrealized gains on investments and increased interest income[153]. - Equity income from investments rose by $31.2 million, or 25.5%, to $153.5 million, driven by higher equity income from CF Nitrogen due to increased urea and UAN prices and decreased natural gas costs[154][155]. Tax and Working Capital - Income tax expense decreased by $1.5 million, or 11.4%, to $11.7 million, with effective tax rates of 4.3% for the three months ended November 30, 2025, compared to 5.1% in the prior year[156]. - Working capital increased by $128.0 million to $2.9 billion as of November 30, 2025, driven by a $1.8 billion increase in current assets, primarily due to higher inventories[163]. - The current ratio as of November 30, 2025, was 1.4, down from 1.5 as of August 31, 2025, indicating a slight decrease in short-term liquidity[158]. Risk Factors - No material changes in market risk exposures were experienced for the period ended November 30, 2025[178].

Financial Performance - Revenues for the three months ended November 30, 2025, were $8,864,104 thousand, a decrease of 4.6% from $9,294,112 thousand in the same period of 2024[135]. - Gross profit for the same period was $389,352 thousand, representing 4.4% of revenues, compared to $400,676 thousand or 4.3% in 2024[135]. - The Agronomy segment reported revenues of $1,238,005 thousand, a decline of 2.1% from $1,264,034 thousand in 2024, while income before income taxes increased by 30.9% to $36,804 thousand[144]. - The Grains segment experienced a revenue drop of $463,818 thousand, or 8.2%, to $5,215,354 thousand, with income before income taxes decreasing by 78.3% to $36,242 thousand[140]. - The Energy segment's revenues increased by $68,407 thousand, or 3.0%, to $2,364,877 thousand, with income before income taxes rising significantly by 868.9% to $152,347 thousand[138]. Market Conditions - The company anticipates continued headwinds in fiscal 2026 due to macroeconomic factors, including the ongoing war between Russia and Ukraine and shifts in global trade flows, which could impact profitability[120]. - The company expects reduced margins for energy and agricultural commodities to persist throughout fiscal 2026 due to various market pressures[121]. - The Grains segment's profitability is significantly influenced by throughput and production volumes, as well as commodity price spreads, which are affected by market-driven commodity prices and weather conditions[129]. Cost and Expenses - Cost of goods sold decreased by $418,684 thousand, or 4.7%, to $8,474,752 thousand, primarily due to lower retail and domestic feed grains margins[147]. - Marketing, general and administrative expenses rose to $268,120 thousand, an increase of 2.0% from $262,850 thousand in 2024[151]. - Interest expense increased by 35.1% to $37,351 thousand, attributed to a higher short-term notes payable balance compared to the previous year[152]. Production and Capacity - The Energy segment reported a total refinery throughput volume of 204,504 barrels per day for the three months ended November 30, 2025, compared to 198,108 barrels per day in the same period of 2024[126]. - Ethanol production volumes increased to 165,122 thousand gallons in 2025, up from 136,747 thousand gallons in 2024, indicating growth in production capacity[135]. - The average market price for urea increased to $381.31 per ton in 2025 from $318.29 in 2024, reflecting a significant rise in commodity prices[133]. Investments and Income - Other income increased by $8.5 million, or 32.2%, to $34.9 million for the three months ended November 30, 2025, primarily due to unrealized gains on investments and increased interest income[153]. - Equity income from investments rose by $31.2 million, or 25.5%, to $153.5 million, driven by higher equity income from CF Nitrogen due to increased urea and UAN prices and decreased natural gas costs[154][155]. Cash Flow and Capital Expenditures - Net cash used in operating activities increased by $43.8 million year-over-year to $337.8 million, primarily due to increased inventories[167]. - Net cash used in investing activities rose by $241.2 million to $247.9 million, reflecting increased purchases of investments[168]. - Cash provided by financing activities increased by $680.3 million to $644.2 million, driven by increased net cash inflows from notes payable[169]. - Total capital expenditures for fiscal 2026 are expected to be approximately $575.1 million, down from $728.6 million in fiscal 2025, with $116.0 million spent on property, plant, and equipment in the three months ended November 30, 2025[161]. Working Capital and Dividends - Working capital increased by $128.0 million to $2.9 billion as of November 30, 2025, driven by a $1.8 billion increase in current assets, primarily due to higher inventories[163]. - The company expects to pay approximately $168.7 million in preferred stock dividends during fiscal 2026, with $42.2 million paid in the three months ended November 30, 2025[161]. - As of November 30, 2025, the company had approximately $2.3 billion of preferred stock outstanding, with various dividend rates and payment frequencies[171]. Risk and Taxation - Income tax expense decreased by $1.5 million, or 11.4%, to $11.7 million, with effective tax rates of 4.3% for the three months ended November 30, 2025, compared to 5.1% in the prior year[156]. - No material changes in market risk exposures were experienced for the period ended November 30, 2025[178].

Financial Performance - CHS Inc. reported strong performance in the Energy segment, driven by strengthened refining margins and record premium diesel sales volumes [124]. - Revenues for the three months ended November 30, 2025, were $8,864,104 thousand, a decrease of $430,008 thousand or 4.6% compared to $9,294,112 thousand in 2024 [135]. - Gross profit for the same period was $389,352 thousand, representing 4.4% of revenues, compared to $400,676 thousand or 4.3% in 2024 [135]. - The Energy segment's revenues increased by $68,407 thousand or 3.0%, with income before income taxes soaring by 868.9% to $152,347 thousand [138]. - The Agronomy segment reported revenues of $1,238,005 thousand, a decrease of $26,029 thousand or 2.1% from $1,264,034 thousand in 2024, while income before income taxes increased by 30.9% to $36,804 thousand [144]. - The Grains segment experienced a revenue decline of $463,818 thousand or 8.2%, with income before income taxes dropping by 78.3% to $36,242 thousand [140]. Market Dynamics - The Grains segment faced continued headwinds due to global trade factors and commodity market dynamics, impacting profitability [124]. - The Agronomy segment showed solid performance, largely attributed to the CF Nitrogen joint venture, but was partially offset by a weaker U.S. farm economy [124]. - The Grains segment's profitability is largely driven by throughput and production volumes, which are affected by market-driven commodity prices and weather-related conditions [129]. - CHS Inc. anticipates macroeconomic factors will continue to drive uncertainty in global energy and agricultural commodity markets throughout fiscal 2026 [120]. - The company expects reduced margins for energy and agricultural commodities to persist throughout fiscal 2026 due to various headwinds [121]. Cost and Expenses - Cost of goods sold decreased by $418,684 thousand or 4.7%, primarily due to lower retail and domestic feed grains margins [147]. - Marketing, general and administrative expenses rose by $5,270 thousand or 2.0%, attributed to depreciation related to the enterprise resource planning system [151]. - Interest expense increased by $9,703 thousand or 35.1%, due to a higher short-term notes payable balance compared to the previous year [152]. Cash Flow and Capital Expenditures - Net cash used in operating activities increased by $43.8 million to $337.8 million for the three months ended November 30, 2025, primarily due to increased inventories [167]. - Net cash used in investing activities rose by $241.2 million to $247.9 million, reflecting increased purchases of investments [168]. - Net cash provided by financing activities increased by $680.3 million to $644.2 million, primarily due to increased net cash inflows from notes payable [169]. - Total capital expenditures for fiscal 2026 are expected to be approximately $575.1 million, down from $728.6 million in fiscal 2025, with $116.0 million spent on property, plant, and equipment in the three months ended November 30, 2025 [161]. Inventory and Working Capital - Working capital increased by $128.0 million to $2.9 billion as of November 30, 2025, driven by a $1.8 billion increase in current assets, primarily due to higher inventories [163]. Commodity Prices - The average Group 3 2:1:1 crack spread increased to $26.61 per barrel for the three months ended November 30, 2025, from $16.88 per barrel in the prior year [128]. - The average price of D6 ethanol RINs rose by 51% to $0.9987 during the three months ended November 30, 2025, compared to $0.6632 in the same period of 2024 [126]. - The average price of D4 biodiesel RINs increased by 54% to $1.0190 during the same period, up from $0.6632 [126]. - Urea prices rose to $381.31 per ton in 2025 from $318.29 per ton in 2024, indicating a positive trend in commodity pricing [133]. Other Income and Tax - Other income increased by $8.5 million, or 32.2%, to $34.9 million for the three months ended November 30, 2025, primarily due to unrealized gains on investments and increased interest income [153]. - Equity income from investments rose by $31.2 million, or 25.5%, to $153.5 million, driven by higher equity income from CF Nitrogen due to increased urea and UAN prices and decreased natural gas costs [154][155]. - Income tax expense decreased by $1.5 million, or 11.4%, to $11.7 million, with effective tax rates of 4.3% for the three months ended November 30, 2025, compared to 5.1% in the prior year [156]. Preferred Stock and Market Risk - As of November 30, 2025, the company had approximately $2.3 billion of preferred stock outstanding [161]. - The company expects to pay approximately $168.7 million in preferred stock dividends during fiscal 2026, with $42.2 million paid in the three months ended November 30, 2025 [161]. - No material changes in market risk exposures were experienced for the period ended November 30, 2025 [178].

Financial Performance - Revenues for the three months ended November 30, 2025, were $8,864,104 thousand, a decrease of 4.6% compared to $9,294,112 thousand in the same period of 2024[135]. - Gross profit for the same period was $389,352 thousand, representing 4.4% of revenues, slightly up from 4.3% in 2024[135]. - The Agronomy segment reported revenues of $1,238,005 thousand, down 2.1% from $1,264,034 thousand in 2024, while income before income taxes increased by 30.9% to $36,804 thousand[144]. - The Grains segment experienced a revenue decline of $463,818 thousand, or 8.2%, with income before income taxes dropping 78.3% to $36,242 thousand[140]. - The Energy segment's revenues increased by $68,407 thousand, or 3.0%, with income before income taxes soaring 868.9% to $152,347 thousand[138]. Market Conditions - The company anticipates continued headwinds in fiscal 2026 due to macroeconomic factors, including the ongoing war between Russia and Ukraine and shifts in global trade flows, which could impact profitability[120]. - The company expects reduced margins for energy and agricultural commodities to persist throughout fiscal 2026 due to various market pressures[121]. - The Grains segment's profitability is significantly influenced by throughput and production volumes, as well as commodity price spreads, which are affected by market-driven commodity prices and weather conditions[129]. Commodity Prices - The average Group 3 2:1:1 crack spread increased to $26.61 per barrel in the three months ended November 30, 2025, up from $16.88 per barrel in the prior year[128]. - The price of D6 ethanol RINs increased by 51% to $0.9987 during the three months ended November 30, 2025, compared to $0.6632 in the same period of the prior year[126]. - The average WTI crude oil price decreased to $61.04 per barrel in the three months ended November 30, 2025, down from $70.13 per barrel in the prior year[128]. - Urea prices increased to $381.31 per ton from $318.29 per ton, reflecting market dynamics in the Agronomy segment[133]. Operational Metrics - The Energy segment reported a total refinery throughput volume of 204,504 barrels per day for the three months ended November 30, 2025, compared to 198,108 barrels per day in the same period of 2024[126]. - Ethanol production volumes reached 165,122 thousand gallons, up from 136,747 thousand gallons in the previous year[135]. - The Agronomy segment's performance is driven largely by the CF Nitrogen joint venture, despite challenges from a weaker U.S. farm economy[124]. - The Grains segment operates grain facilities and trading offices across five continents, connecting producers to domestic and global grain markets[129]. Expenses and Cash Flow - Cost of goods sold decreased by $418,684 thousand, or 4.7%, primarily due to lower retail and domestic feed grains margins[147]. - Marketing, general and administrative expenses rose to $268,120 thousand, an increase of 2.0% compared to the previous year[151]. - Interest expense increased by 35.1% to $37,351 thousand due to a higher short-term notes payable balance[152]. - Net cash used in operating activities increased by $43.8 million year-over-year to $337.8 million, primarily due to increased inventories[167]. - Net cash used in investing activities rose by $241.2 million to $247.9 million, reflecting higher purchases of investments and decreased proceeds from short-term investments[168]. - Net cash provided by financing activities increased by $680.3 million to $644.2 million, driven by increased net cash inflows from notes payable[169]. Investments and Equity - Other income increased by $8.5 million, or 32.2%, to $34.9 million for the three months ended November 30, 2025, primarily due to unrealized gains on investments and increased interest income[153]. - Equity income from investments rose by $31.2 million, or 25.5%, to $153.5 million, driven by higher equity income from CF Nitrogen due to increased urea and UAN prices and decreased natural gas costs[154][155]. Tax and Capital Expenditures - Income tax expense decreased by $1.5 million, or 11.4%, to $11.7 million, with effective tax rates of 4.3% for the three months ended November 30, 2025, compared to 5.1% in the prior year[156]. - Total capital expenditures for fiscal 2026 are expected to be approximately $575.1 million, down from $728.6 million in fiscal 2025, with $116.0 million spent on property, plant, and equipment in the three months ended November 30, 2025[161]. - The company expects to pay approximately $168.7 million in dividends on preferred stock during fiscal 2026, with $42.2 million paid in the three months ended November 30, 2025[161]. Working Capital and Market Risk - Working capital increased by $128.0 million to $2.9 billion as of November 30, 2025, primarily due to a $1.8 billion increase in current assets driven by higher inventories[163]. - As of November 30, 2025, the company had approximately $2.3 billion of preferred stock outstanding, with various series having different dividend rates and payment frequencies[171]. - No material changes in market risk exposures were experienced for the period ended November 30, 2025[178].

Acquisitions and Business Growth - Ennis, Inc. acquired CFC Print & Mail for approximately $3.9 million, which generated about $7.1 million in sales for the fiscal year ended December 31, 2024[130]. - The acquisition of NEC and ESS strengthened production capabilities, with these companies generating approximately $26.0 million in sales for the fiscal year ended December 31, 2024[131]. Manufacturing and Operations - Approximately 95% of the business products manufactured are custom and semi-custom, tailored to customer specifications[124]. - The company operates around 50 manufacturing plants across 20 states in the U.S., focusing on printing services[124]. - The company continues to manage operational costs through forecasting, production models, and strengthening supplier relationships[135]. Industry Challenges - The printing industry is facing challenges such as product obsolescence and increased pricing due to supply-demand imbalances[134]. - Margins are under pressure from weak volumes, elevated input costs, and ongoing pricing competition in the market[135]. - Customer consolidation among distributors may impact sales volumes and margins in the future[136]. Financial Performance - Net sales for the three months ended November 30, 2025, were $100.2 million, an increase of $0.4 million or 0.4% compared to $99.8 million in the same quarter of the prior year[144]. - Cost of goods sold decreased by $2.3 million or 3.3%, from $70.5 million to $68.2 million, resulting in a gross profit margin increase to 31.9% from 29.3%[145]. - Selling, general, and administrative expenses rose by $0.7 million or 4.3%, totaling $17.0 million, which is 17.0% of net sales compared to 16.4% in the prior year[146]. - Income from operations for the three months ended November 30, 2025, was $15.0 million, or 15.0% of net sales, up from $13.0 million or 13.1%[147]. - Net earnings for the three months ended November 30, 2025, were $10.8 million, an increase from $10.2 million in the same quarter last year, with diluted earnings per share rising to $0.42 from $0.39[151]. - For the nine months ended November 30, 2025, net sales were $296.0 million, a decrease of $5.9 million or 2.0% compared to $301.9 million in the prior year[152]. - Gross profit for the nine months ended November 30, 2025, was $92.3 million, with a gross profit margin increase to 31.2% from 29.8%[153]. Cash Flow and Capital Expenditures - Cash provided by operating activities was $34.9 million for the nine months ended November 30, 2025, down from $53.1 million in the prior-year period[164]. - Cash used in investing activities was $36.7 million, primarily due to business acquisitions totaling $38.9 million during the nine months ended November 30, 2025[165]. - Working capital decreased by $21.9 million or 18.3%, from $119.4 million at February 28, 2025, to $97.6 million at November 30, 2025[163]. - Capital expenditures for the current fiscal year are expected to be between $4.0 million and $7.0 million, with approximately $3.5 million spent in the nine months ended November 30, 2025[173]. - The company expects to generate sufficient cash flows from operating activities to cover normal capital requirements for the foreseeable future[173]. Risk Management - The company anticipates volatility in paper pricing and supply availability due to disruptions at the sole U.S. mill producing rolls of carbonless paper[170]. - The company has increased inventory levels to mitigate risks of shortages and ensure continuity of supply, supported by long-term supply agreements with key paper vendors[172]. - The company is exposed to interest rate risk on financial instruments with variable interest rates and may utilize interest rate swaps to manage borrowing costs[177]. - As of November 30, 2025, the company had no outstanding debt, but future borrowing will expose it to interest rate risk[177]. - The market risk discussion includes forward-looking statements, indicating that actual results may differ based on market conditions[178].

Financial Results - BTCS Inc. reported selected financial results for the year ended December 31, 2025, in a press release dated January 7, 2026[4]. - The financial results include key metrics that will be detailed in the attached shareholder letter[4]. - The financial statements and exhibits are included in the filing, providing additional context for investors[6]. Company Information - The company is listed on The Nasdaq Stock Market under the trading symbol BTCS[2]. - The company’s principal executive offices are located in Wayne, PA[1]. Regulatory Compliance - The report indicates that BTCS is not an emerging growth company as defined by the relevant regulations[3]. - The company has not opted for an extended transition period for new financial accounting standards[3]. - The press release is intended to inform shareholders and will not be deemed filed under the Securities Exchange Act of 1934[5]. Leadership and Communication - The report was signed by CEO Charles W. Allen, indicating leadership's commitment to transparency[10]. - The filing is part of BTCS's ongoing communication strategy with its shareholders[5].

Distributions - CĪON Investment Corporation declared base distributions of $0.10 per share for January, February, and March 2026, totaling $0.30 for Q1 2026[5] - The record dates for the distributions are January 16, February 13, and March 13, 2026, with payment dates on January 30, February 27, and March 27, 2026[5] - The board of directors will ratify the distribution amounts on a quarterly basis, ensuring ongoing shareholder returns[4]