Nakamoto Reports Fourth Quarter and Full Year 2025 Results; Provides Update on Bitcoin Strategy

Built Scalable Bitcoin Operating Company Combining Treasury, Media, Asset Management and Advisory Capabilities

NASHVILLE, Tenn.: Nakamoto Inc. (NASDAQ: NAKA) (“Nakamoto” or the “Company”), today announced its financial and operating results for the fourth quarter and full year ended December 31, 2025, along with an update on its Bitcoin strategy and recent developments.

Since launching its Bitcoin strategy in August 2025, Nakamoto has focused on a clear objective: to build a scalable operating company with a Bitcoin treasury as a foundation. Over the past six months, the Company has executed a series of foundational initiatives to position itself as a leading Bitcoin-native company. These efforts have transformed Nakamoto into a vertically integrated operating business with diversified, revenue-generating businesses designed to support long-term growth and compound shareholder value.

Operational Highlights Since Launch of Bitcoin Strategy

• Transformation into a Bitcoin operating company through the merger of Nakamoto Holdings Inc. and KindlyMD Inc, launching our long-term strategy.
• Establishment of a strategic Bitcoin treasury, positioning Bitcoin as a core reserve asset and foundational component of the Company’s capital strategy.
• Completion of the corporate rebrand to Nakamoto Inc., aligning the Company’s identity with its evolution into a Bitcoin-native operating business.
• Expansion beyond a treasury-focused model into a multi-vertical operating business, including:
  • Acquisition of BTC Inc (February 2026), providing a leading media and events company within the Bitcoin ecosystem.
  • Acquisition of UTXO Management (February 2026), adding asset management and capital allocation capabilities across public and private markets.
• Development of an integrated Bitcoin ecosystem, spanning media & information services, asset management & financial services, and advisory & consulting services, designed to generate recurring revenue and support continued growth across the verticals.
• Initiation of the orderly exit of legacy Healthcare Operations, expected to reduce operating losses and streamline Nakamoto’s operating structure.
• Completion of a share repurchase program, purchasing 2,332,206 shares of common stock reflecting management’s confidence in the long-term value of the business.
• Enhancement of executive leadership with the appointment of experienced public company executives, including Teri Gendron as Chief Financial Officer and Treasurer and John Dalton as Chief Accounting Officer and Controller, enhancing the Company’s financial reporting, capital markets capabilities, and operational discipline.

“Nakamoto Holdings entered 2025 with the mandate to launch a public, Bitcoin-native enterprise and executed that vision through the merger with KindlyMD in August 2025,” said David Bailey, Chief Executive Officer of Nakamoto. “Our first year was dedicated to assembling that engine. We established a robust Bitcoin treasury, built a scalable capital strategy, and, with the acquisitions of BTC Inc and UTXO, transitioned into a fully integrated Bitcoin operating business with the scale and infrastructure to drive sustained growth.”

“The next phase of Nakamoto will be defined by execution. We are focused on completing the integration of our acquisitions, driving operating leverage, and scaling our company through expanded products, services, and growth initiatives across each of our verticals. At the same time, we will continue to evaluate high-conviction M&A opportunities that align with our strategy and strengthen our operating capabilities. Our objective is to build a scalable operating company that can allocate capital effectively, adapt to evolving market dynamics, and grow alongside the broader digital asset economy. We remain committed to Bitcoin as a long-term strategic asset and are focused on growing our treasury in a disciplined and capital-efficient manner.”

Strategic Transformation and Bitcoin Operating Company Development

Nakamoto’s execution over the second half of 2025 reflects a strategic shift under the Company’s new leadership team toward the development of a scalable, Bitcoin-native operating business. In the third quarter of 2025, the Company completed a successful fundraising and the merger with Nakamoto Holdings and KindlyMD. In early 2026, the Company rebranded to Nakamoto, signaling the alignment of the public market business with the long-term Bitcoin strategy.

As of February 2026, Nakamoto completed the acquisitions of BTC Inc and UTXO Management. Together, these businesses form an integrated business spanning media, asset management, and advisory services. These verticals are unified in a single operating business with shared infrastructure and governance, designed to generate recurring earnings and support long-term growth. Nakamoto expects operating cash flow to be reinvested into operating business & product expansion, strategic investments, and Bitcoin accumulation, enhancing capital allocation flexibility and balance sheet efficiency over time.

Amanda Fabiano, Nakamoto’s Chief Operating Officer, added, “The foundation we developed in 2025 positions us to shift from buildout to execution. Our focus now is on strengthening our operating businesses, scaling revenue-generating initiatives, and building infrastructure for a unified Bitcoin company. By combining operating income with disciplined capital allocation, we aim to reinvest into growth initiatives and Bitcoin accumulation while strengthening Nakamoto over time.”

Over the past year, Nakamoto has taken deliberate steps to design its operations and balance sheet to support its long-term strategy. The Company is exiting its legacy Healthcare Operations, which is expected to reduce operating losses, while establishing a dedicated U.S. dollar operating reserve to fund near-term activities. These actions will enable Nakamoto to support operations while maintaining its core Bitcoin treasury, positioning the Company for more disciplined growth going forward.

Transition to Execution Phase

With the foundational buildout of the Company largely complete, Nakamoto is entering its next phase focused on execution, integration, and operating leverage. The Company expects to:

• Reduce operating losses following the exit of its legacy Healthcare Operations;
• Increase contribution from operating businesses, including BTC Inc and UTXO; and
• Recognize greater alignment between operating cash flow, capital allocation, and Bitcoin accumulation.

Financial Summary

The Company’s 2025 results reflect a period of significant transformation, including the buildout of its Bitcoin treasury and operating business. Reported losses were primarily driven by non-cash changes in the fair value of digital assets and investments, as well as expenses associated with strategic transactions. As Nakamoto completes the integration of its new subsidiaries and streamlining of cost structure, management expects improved operating performance and long-term value creation.