Upexi (UPXI) Registration filing summary

Company overview and business model

• Diversified brand owner focused on wellness, pet care, functional supplements, and related consumer products, distributed via direct-to-consumer, Amazon, e-commerce, wholesale, and retail channels.

• Expanded in 2025 to include a digital asset treasury program, primarily acquiring, holding, and staking Solana (SOL) for yield and ecosystem support.

• Operates with 10 full-time employees in brand management and corporate operations.

Financial performance and metrics

• As of July 2, 2026, 78,702,358 shares of common stock and 150,000 shares of Series A Preferred Stock were outstanding.

• Outstanding convertible note principal reduced from $35,961,975 to $16,419,340.46 after the offering.

Use of proceeds and capital allocation

• Will not receive proceeds from resale of shares by the selling stockholder; may receive $0.00001 per share upon exercise of pre-funded warrants.

• Any proceeds from warrant exercises will be used for general corporate purposes; no specific material uses identified.