As filed with the U.S. Securities and Exchange Commission on August 11, 2025 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 UPEXI, INC. (Exact name of registrant as specified in its charter) (State or Other Jurisdiction of Incorporation or Organization) (Primary Standard Industrial Classification Code Number) Delaware 5900 83-3378978 (I.R.S. Employer Identification Number) 3030 North Rocky Point D ...

Market Overview - The A-share market experienced a significant increase on August 11, with the ChiNext index rising over 2%. The Shanghai Composite Index rose by 0.34%, the Shenzhen Component Index increased by 1.46%, and the ChiNext index gained 1.96% [2][5]. Stock Performance - A total of 4,188 stocks rose, with 84 stocks hitting the daily limit up, while 1,068 stocks declined. The total trading volume reached 18,499.17 billion, with a total of 5,422 stocks traded [3][4]. Lithium Industry Impact - The surge in the ChiNext index was largely attributed to the performance of CATL (Contemporary Amperex Technology Co., Limited), which announced a temporary suspension of mining operations at its Yichun project due to the expiration of its mining license. This project is significant as it accounts for approximately 6% of global lithium production [5][6]. Market Drivers - The rise in lithium prices and lithium mining stocks was noted, with analysts suggesting a substantial potential for price increases in the short term due to supply constraints [5][6]. - Positive external factors, including the China Securities Regulatory Commission's decision to maintain the current IPO pace and the potential resolution of the Russia-Ukraine conflict, contributed to market optimism [8]. Bitcoin and Digital Assets - Bitcoin saw a significant increase, approaching historical highs, driven by demand from institutional investors and corporate buyers. Bitcoin rose by 3.2%, nearing $122,000, while Ethereum surpassed $4,300, marking its highest level since December 2021 [12][14]. - The growing interest from large investors in cryptocurrencies was highlighted, with digital asset financial companies holding approximately $113 billion in Bitcoin and $13 billion in Ethereum [14].

Core Insights - Bitcoin and XRP have seen significant price increases over the past year, with Bitcoin up 106% and XRP up 495% as of August 6 [1] - The article discusses the long-term investment potential of Bitcoin versus XRP, highlighting Bitcoin's advantages [1] Group 1: Bitcoin's Advantages - Bitcoin benefits from being the first cryptocurrency, which has provided it with a level of credibility that most other coins lack [3] - The limited supply of Bitcoin, capped at 21 million coins, has attracted institutional investors and contributed to its rising value [4] - The approval of Bitcoin exchange-traded funds (ETFs) has further enhanced its credibility, with major financial institutions like BlackRock sponsoring these ETFs [5][6] - Bitcoin ETFs have approximately $150 billion in assets under management, indicating strong investor interest and acceptance [6] Group 2: XRP's Potential and Limitations - XRP has gained 495% in the past year and serves as a bridge currency for settling transactions between foreign currencies, offering faster and cheaper processing than traditional methods [7] - Despite its price surge, XRP's adoption for real-world use remains limited, and its value increase may be speculative [8][9] - The potential approval of XRP ETFs could enhance its credibility, similar to Bitcoin, but the current rapid price increase raises concerns about overvaluation [9] Group 3: Investment Considerations - Bitcoin is viewed as a more stable investment compared to XRP, which is considered more speculative at this stage [10] - Bitcoin's 15-year history and acceptance by large financial companies lend it credibility, while XRP may take longer to achieve similar acceptance [11][12] - The significant investment in Bitcoin through ETFs suggests a stronger foundation for its long-term viability compared to XRP [12]

MARA Holdings (NASDAQ: MARA ) Q2 is an example of when strong execution and long-term strategic positioning begins to translate into meaningful financials. Bitcoin's ( BTC-USD ) price was also an important tailwind for the quarter's performance, driving the headline $808.2 Mandela has been a cryptocurrency enthusiast and trader since 2017. He loves coding and writing about cryptocurrencies and crypto investment strategies. He has an in-depth understanding of distributed ledger technology, the Web3 technolog ...

Core Viewpoint - The YieldMax MSTR Option Income Strategy ETF (MSTY) is presented as an attractive investment option for those with a positive outlook on cryptocurrencies, particularly Bitcoin (BTC-USD), aiming to capitalize on a synthetic long position [1] Group 1 - MSTY is designed for investors who want to monetize their favorable view on Bitcoin [1] - The ETF offers a strategy that may appeal to those looking to gain exposure to cryptocurrency markets [1]

Group 1 - Bitcoin has experienced a significant price increase of over 80% in the last year, reaching all-time highs above $120,000, potentially driven by a more favorable regulatory environment [1] - Investors hesitant about direct cryptocurrency investments may consider risk-limiting crypto ETFs, which provide indirect exposure through shares of a fund [2] - Several crypto-focused funds have significantly outperformed the S&P 500 year-to-date, indicating that risk-mitigating strategies can be effective [3] Group 2 - The Fidelity Crypto Industry and Digital Payments ETF (FDIG) has shown strong performance, with a year-to-date return of about 24%, compared to the S&P 500's 8.7% [7] - FDIG holds a diversified portfolio of around 52 separate holdings, primarily in companies involved in cryptocurrency exchanges and digital payments [6][5] - The Bitwise Trendwise Ethereum and Treasuries Rotation Strategy ETF (AETH) has a year-to-date return of 32.6%, outperforming traditional ether futures funds [9] Group 3 - The One+One Bitcoin and Ether ETF (OOQB) offers leveraged exposure to both Bitcoin and the Nasdaq-100, appealing to investors seeking short-term trades [12][13] - OOQB has returned over 50% in the last three months, with a relatively modest expense ratio of 0.85% [14] - AETH employs a rotational strategy to minimize volatility by shifting between CME Ether Futures and U.S. Treasuries during uncertain market conditions [8][10]

Investment Preference - The report explores investment preferences, posing a choice between a 50% increase in an entire portfolio versus a 10x return on a single coin [1] - The question highlights the risk-reward considerations in investment decisions, specifically comparing diversified growth with concentrated, high-potential gains [1]

Group 1 - The company has acquired an additional 3.05677984 Bitcoin for a total price of CAD $500,000, funded from existing cash reserves [1] - The total Bitcoin holdings of the company now amount to 28.88613453 Bitcoin, equivalent to 2,888,613,453 Satoshis, resulting in approximately 14.01 Satoshis per share based on 206,195,672 common shares outstanding [2][4] - The average purchase price per Bitcoin for the recent transaction was CAD $163,570.82 (approximately USD $119,977.56) [4] Group 2 - Since the previous purchase on June 26, where the company bought 3.40669032 Bitcoin for CAD $500,000, the Satoshis per share has increased over 8.49X or 750% [3] - The total cumulative investment in Bitcoin to date is CAD $4,500,000 (approximately USD $3,300,705.00) [4] - The average cost basis per Bitcoin for total holdings is CAD $155,784.08 (approximately USD $114,273.08) [4]

Group 1: Bitcoin Overview - Bitcoin is the most popular and valuable digital currency, with a market cap of $2.1 trillion as of July 7, compared to Ethereum's $306 billion [5] - Over the past five years, Bitcoin has gained more than 1,000%, with projections suggesting it could reach $1.5 million by 2030 [8] - Bitcoin's mainstream acceptance has made it easier for investors to access through spot Bitcoin exchange-traded funds (ETFs) [6][7] Group 2: MicroStrategy Overview - MicroStrategy, rebranded as Strategy, has a valuation that is disconnected from its revenue and earnings, trading more like a digital currency [2] - The company has amassed nearly 600,000 Bitcoins as of the end of June, benefiting from Bitcoin's rising valuation [10] - Strategy's stock has soared more than 3,200% over the past five years, outperforming Bitcoin [10] Group 3: Investment Considerations - Strategy is seen as a more compelling investment option due to its ability to diversify into other cryptocurrencies and its inclusion in the Nasdaq 100 index [11][12] - Executive Chairman Michael Saylor is a strong advocate for Bitcoin, predicting it could reach $13 million by 2045 [9] - Despite its business intelligence background, Strategy's revenue has been declining, making it primarily a crypto play [13][14]

Core Insights - BitMine Immersion Technologies (BMNR) experienced a significant stock surge, with shares up 130.8% in a single day and approximately 2,450% over the past week [1][2]. Group 1: Company Developments - The appointment of Wall Street strategist Tom Lee as chairman of BitMine's board has catalyzed a substantial rally in the stock price [2][4]. - BitMine is raising $250 million through a private funding round, which will be utilized to position the company as one of the largest publicly traded Ethereum investment firms [5][6]. - The company aims to leverage the growing interest in stablecoins on the Ethereum network to enhance its investment strategy [5]. Group 2: Market Strategy - Tom Lee's reputation in the cryptocurrency space is expected to unlock new opportunities for BitMine and attract further funding [6]. - The strategy involves selling additional stock to increase Ethereum holdings, mirroring successful approaches seen in Bitcoin investments [6]. - If Ethereum's value continues to rise, BitMine could benefit from a cycle of issuing more stock, potentially leading to further increases in share price [7].