BTCS Inc.

Overview

• Nasdaq-listed U.S. company focused on Ethereum-native blockchain infrastructure and on-chain revenue-generating activities.
• Treats Ethereum (ETH) as an operating asset to support operations rather than as a passive holding.
• Active participant in the Ethereum ecosystem, generating on-chain revenues through three primary business lines.

Three main business lines

1) Validator Node Operations (NodeOps)

• Operation: Runs Ethereum validator nodes that perform validation, attestation, and block proposal functions.
• Revenue model: Earns ETH-denominated staking rewards, including protocol-defined rewards and execution layer transaction fees.
• Role: Foundational infrastructure activity contributing to network security and block finalization.
• Competition: Rewards are protocol-defined; competition centers on operational reliability and security rather than price.

2) Block Building (Builder+)

• Operation: Runs proprietary block builders that assemble and optimize transaction blocks for submission to validators.
• Revenue model: Generates block-building fees when BTCS-constructed blocks are successfully proposed on-chain.
• Associated costs: Pays external validators in digital assets as part of the block-proposal process to secure block inclusion.
• Growth: Builder+ has grown as a revenue contributor due to increased private order flow, infrastructure efficiency, and broader participation across Ethereum blockspace markets.

3) Decentralized Finance Operations (Imperium)

• Launch: Initiated in 2025.
• Business model: Deploys ETH and stablecoins into DeFi protocols as a liquidity provider and market participant (on-chain lending, borrowing, liquidity provision).
• Revenue: Variable and driven by protocol utilization, market conditions, and asset performance.
• Strategic purpose: Complements infrastructure activities by enabling more capital-efficient and flexible deployment of digital assets; targeted to increase DeFi revenues as a percentage of total revenue.
• Distinction: Allows dynamic allocation across protocols and strategies, unlike traditional staking.

Business evolution and strategic focus

• 2025 repositioning: Refocused on Ethereum activities; discontinued validator operations on non-Ethereum blockchains and liquidated most non-Ethereum digital assets.
• Strategy refinement: Abandoned legacy platforms StakeSeeker (2024) and ChainQ (2025) to concentrate resources on scalable, revenue-generating Ethereum-native activities.
• Capital approach: Uses a DeFi/TradFi “flywheel” combining ATM equity offerings, structured convertible notes, and ETH-backed DeFi borrowing to fund operations and asset deployment. These strategies can lead to shareholder dilution and liquidity or liquidation risks if ETH values fall.

Capital structure and ownership (as of March 22, 2026)

• Common stock issued and outstanding (as converted): 46,684,968
• Restricted common stock (not vested): 3,069,272
• Restricted stock units issued (not vested): 2,681,835
• Convertible debt (weighted average conversion price): 2,107,757
• Options to purchase common stock (weighted average exercise price): 2,632,695
• Warrants to purchase common stock (weighted average exercise price): 1,411,566
• Total diluted common shares: 58,588,093
• Series V Preferred Stock (non-convertible): 15,393,030
• Restricted Series V Preferred Stock (non-convertible, not vested): 278,375

Operations and facilities

• Employees: Nine full-time employees as of March 22, 2026.
• Work arrangement: Remote-first; engages third-party contractors and consultants as needed.
• Properties: No owned or leased properties.

Digital asset custody and security

• Maintains a mix of cold storage (offline) and hot wallets for operations.
• Uses third-party wallet infrastructure and limited exchange/OTC activity for liquidity management.
• No current cyber-insurance coverage for digital assets; no margin or leveraged trading.

Cybersecurity and risk management

• Maintains a Cybersecurity Program aligned with the NIST Cybersecurity Framework (NIST CSF).
• Focus areas include risk assessment, technical safeguards, incident response and recovery planning, vendor risk management, education, and governance.
• The Audit Committee reviews cybersecurity risks related to financial reporting and internal controls.

Intellectual property

• Relies on proprietary software configurations, trade secrets, algorithms, workflows, internal systems, and brand-related trademarks/domains.
• Combines internally developed capabilities with open-source components.
• Protects IP through confidentiality agreements, NDAs, and trademark/domain protections.

Market position and competition

• Competes with validator operators, block builders, and DeFi participants across its three lines of business.
• Competitive factors: technical reliability, uptime, security, latency, access to transaction flow, and deployment efficiency.
• Differentiation: Integrated model across infrastructure and DeFi, disciplined capital allocation, and operational efficiency.
• Faces competition from larger, better-capitalized entities and private competitors not subject to public reporting requirements.

Forward-looking statements

The company’s materials include forward-looking statements that are subject to risks and uncertainties related to strategy, financing, asset deployment, and revenues. These statements are not guarantees of future performance.

Summary

BTCS operates across Ethereum infrastructure and DeFi, generating revenues from validator staking rewards (NodeOps), block-building fees (Builder+), and DeFi deployments (Imperium). The company has shifted to Ethereum-native activities, reduced non-Ethereum assets, and is pursuing scalable on-chain revenue opportunities. As of March 22, 2026, BTCS employs nine full-time staff, maintains no physical properties, and reports a detailed capitalization table.