UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________
FORM
CURRENT REPORT
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Item 7.01. Regulation FD Disclosure.
On March 11, 2025, Sphere 3D Corp. issued a press release announcing that it has reached a settlement with Gryphon Digital Mining, Inc. to resolve all claims against each other on mutually satisfactory terms that will result in the complete dismissal of the litigation. Sphere made no payments under the settlement agreement which also provides for a full release of Sphere 3D from any known or unknown and unsuspected claims. The information contained in the press release is incorporated herein by reference and furnished as Exhibit 99.1.
The information set forth under Item 7.01 of this Current Report on Form 8-K (this "Current Report"), including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of such section. The information in Item 7.01 of this Current Report, including Exhibit 99.1, shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing, except as expressly set forth by specific reference in such a filing. This Current Report will not be deemed an admission as to the materiality of any information in this Current Report that is required to be disclosed solely by Regulation FD.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
99.1 | Press release dated March 11, 2025 |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: March 12, 2025
SPHERE 3D CORP.
By: /s/ Kurt Kalbfleisch
Kurt Kalbfleisch
Acting Chief Executive Officer and CFO
Exhibit 99.1 |
Sphere Announces End of Litigation with Gryphon
STAMFORD, Connecticut, March 11, 2025 - Sphere 3D Corp. ("Sphere 3D" or the "Company") (Nasdaq: ANY) announced today that it has reached a confidential settlement with Gryphon Digital Mining, Inc. to resolve all claims against each other on mutually satisfactory terms that will result in the complete dismissal of the litigation.
"As a Company, we are focused on the future and our long-term strategy," said Kurt Kalbfleisch, Acting CEO. "Resolving this matter allows us to move on from this distraction and direct our time and resources toward strategic growth and delivering value to our stakeholders."
About Sphere 3D
Sphere 3D Corp. (NASDAQ: ANY) is a cryptocurrency miner growing its industrial-scale Bitcoin mining operation through the capital-efficient procurement of next-generation mining equipment and partnering with best-in-class data center operators. Sphere 3D is dedicated to growing shareholder value while honoring its commitment to strict environmental, social, and governance standards. For more information about Sphere 3D, please visit Sphere3D.com.
Safe Harbor
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements relating to the Company's executive team continuing to execute on the Company's strategy, in addition to other matters discussed in this press release that are not purely historical data. We do not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise. Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from those contemplated by such statements. For more information concerning these and other possible risks, please refer to our Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 13, 2024 and other filings with the Securities and Exchange Commission, as well as recent press releases. These filings can be accessed over the Internet at http://www.sec.gov/edgar/searchedgar/companysearch.html.
Sphere 3D Contacts
Investor.relations@sphere3d.com
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Document and Entity Information Document |
Mar. 11, 2025 |
---|---|
Document Information [Line Items] | |
Document Type | 8-K |
Document Creation Date | Mar. 11, 2025 |
Document Period End Date | Mar. 11, 2025 |
Amendment Flag | false |
Entity Registrant Name | Sphere 3D Corp. |
Entity Address, Address Line One | 243 Tresser Blvd, 17th Floor |
Entity Address, City or Town | Stamford |
Entity Address, State or Province | CT |
Entity Address, Country | US |
Entity Address, Postal Zip Code | 06901 |
Entity Incorporation, State Country Name | A6 |
City Area Code | 647 |
Local Phone Number | 952 5049 |
Entity File Number | 001-36532 |
Entity Central Index Key | 0001591956 |
Entity Emerging Growth Company | false |
Entity Tax Identification Number | 98-1220792 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of 12(b) Security | Common Shares |
Trading Symbol | ANY |
Security Exchange Name | NASDAQ |
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