Welcome to our dedicated page for Onfolio Holdings SEC filings (Ticker: ONFO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Onfolio Holdings Inc. (ONFO) SEC filings page on Stock Titan provides direct access to the company’s official regulatory disclosures, including annual and quarterly reports, current reports, and registration statements. These documents explain how Onfolio acquires and manages online businesses, structures its B2B and B2C segments, and implements its strategy of combining operating cash flow with a digital asset treasury.
In its registration statements and periodic reports, Onfolio details its business model, segment information, and risk factors as a smaller reporting company and emerging growth company. Investors can review Form 10-K annual reports and Form 10-Q quarterly reports for discussions of revenue from website management, advertising and content placement, and product sales, as well as information on its portfolio of subsidiaries and majority-owned entities. These filings also provide insight into balance sheet composition, goodwill and intangible assets, and segment-level performance.
Form 8-K current reports are particularly important for tracking material events such as financing agreements, private offerings of common stock and warrants, issuance of senior secured convertible notes, and changes affecting warrant terms. For example, an 8-K filed in November 2025 describes a securities purchase agreement for senior secured convertible notes and rights to receive common stock, secured by substantially all personal property and assets of the company and its domestic subsidiaries.
Onfolio has also filed an S-1 registration statement to register shares of common stock issuable upon conversion of the notes and exercise of related rights. This document includes a company overview, acquisition criteria, business models, and detailed risk disclosures. Stock Titan’s platform surfaces these filings with AI-powered summaries that highlight key terms, capital structure impacts, and business implications, helping readers interpret complex sections such as covenants, security agreements, and registration rights.
In addition to core financial reports, users can monitor filings related to preferred stock, dividends, and equity issuances. Stock Titan also makes it easier to review insider-related information when reported in SEC documents and to understand how new financing arrangements interact with Onfolio’s strategy of scaling online businesses and building a diversified digital asset treasury.
Onfolio Holdings Inc. reported that director Robert Lipstein has notified the Chair of the Board of his intention to resign from the Board, effective May 31, 2026. The company states that his resignation is not due to any disagreement with the company, its management, the Board, or any Board committee.
Onfolio attached Mr. Lipstein’s resignation letter as Exhibit 17.1 to this report. The filing was signed on behalf of the company by Chief Executive Officer Dominic Wells.
Onfolio Holdings Inc. announced it has regained compliance with Nasdaq’s minimum bid price requirement. Nasdaq confirmed that the company now meets Listing Rule 5550(a)(2), which requires a minimum closing bid price of $1.00 per share. Onfolio’s stock maintained a closing bid at or above this level for at least ten consecutive business days, and Nasdaq now considers the matter closed.
CEO Dominic Wells emphasized that maintaining the Nasdaq listing is central to the company’s strategy. He highlighted that, with compliance restored and a recently announced $100M equity facility, Onfolio aims to continue its AI-powered acquisition and growth strategy across its portfolio of cash-generative online businesses.
Onfolio Holdings Inc. registers up to 32,696,345 shares of its common stock for resale by a selling stockholder. The shares comprise 31,636,364 Note Shares issuable upon conversion of senior secured convertible notes and 1,059,981 Right Shares issuable under a Rights Agreement. The Initial Note issued was $6,000,000 of a potential up to $300,000,000 note program; the notes include an initial conversion price of $0.984 and a floor price of $0.22. The company will receive no proceeds from these resales. The prospectus discloses that the Selling Stockholder is subject to a 9.99% beneficial ownership cap and that the registered share counts are derived using the Floor Price and specified crypto valuation mechanics.
Onfolio Holdings Inc. has entered into a $100 million Equity Purchase Facility Agreement with an institutional investor. The facility offers flexible, discretionary capital to fund working capital needs, acquisitions of cash-generative online businesses, and incremental growth of the company’s digital asset reserve.
Management frames the facility as support for a strategy built around an AI-native operating model, following the company’s first positive EBITDA year. Onfolio plans to plug acquired businesses into its AI infrastructure, expand high-margin managed AI services, and enhance AI-driven margin improvements across both B2B and B2C portfolio companies.
Onfolio Holdings Inc. held a Special Meeting of Stockholders on April 6, 2026, where stockholders voted on several proposals. One matter received 3,032,690 votes for, or 97.21% of votes cast, with 86,961 against and 133 abstaining.
Another item received 2,108,013 votes for (96.44%), 75,913 against, 1,822 abstentions and 934,036 broker non-votes. A third proposal drew 2,969,031 votes for (95.17%), 106,028 against and 44,725 abstentions. A fourth matter received 1,962,516 votes for (89.79%), 222,299 against, 933 abstentions and 934,036 broker non-votes.
Onfolio Holdings Inc. is registering up to 32,696,345 shares of common stock for resale by a single selling stockholder. These shares come from 31,636,364 shares issuable upon conversion of senior secured convertible notes and 1,059,981 shares tied to a crypto-linked rights agreement, both calculated at a $0.22 Floor Price.
The company will not receive proceeds from these resales. As of this prospectus, 5,863,215 shares are outstanding, while the Notes and Rights could ultimately allow issuance of up to 1,548,369,328 additional shares, which the company warns would cause extraordinary dilution. Onfolio also highlights Nasdaq minimum bid-price noncompliance, significant investments in volatile digital assets, and existing defaults under its Notes and registration rights covenants.
Onfolio Holdings Inc. files its annual report outlining a portfolio of 17 owned and managed online businesses spanning B2C eCommerce, B2B marketing agencies, SEO services, and digital products.
The company reported a net loss of $2,540,368 for 2025, continues to incur operating losses, and its auditors expressed substantial doubt about its ability to continue as a going concern. Onfolio issued $6.0 million of Senior Secured Notes, is in default under these notes and related registration obligations, and recorded multiple asset impairments while also divesting several non-core properties.
Onfolio Holdings Inc. has called a virtual special meeting for April 6, 2026 to overhaul its capital structure. Stockholders are being asked to authorize a reverse stock split of the common stock at a ratio between 1‑for‑5 and 1‑for‑50, with exact timing and ratio left to the Board. The company currently has 5,863,215 common shares outstanding and is facing a Nasdaq minimum bid price deficiency, which the reverse split is intended to address.
Investors are also asked to approve issuing more than 19.99% additional common shares under up to $6,000,000 in convertible notes, which could convert into about 1,548,369,328 shares at the current floor price. A separate proposal would raise authorized common shares from 50,000,000 to 300,000,000, primarily to support a contemplated 50‑for‑1 stock split in the form of a stock dividend and to provide capacity for future financings and corporate uses. The Board recommends voting FOR all proposals.