Please wait



Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Checkbox not checked   Rule 13d-1(b)
Checkbox not checked   Rule 13d-1(c)
Checkbox not checked   Rule 13d-1(d)


SCHEDULE 13D/A 0002085726-25-000004 0002085726 XXXXXXXX LIVE 1 Common Stock, par value $0.001 per share 10/08/2025 false 0001509745 52187K200 CYPHERPUNK TECHNOLOGIES INC. 47 Thorndike Street, Suite B1-1 Cambridge MA 02141 William McEvoy 646-751-4444 Winklevoss Treasury Investments, LLC 301 N Market Street Suite 1463 Wilmington DE 19801 0002085726 N Winklevoss Capital Fund, LLC WC N DE 0.00 12084463.00 0.00 12084463.00 12084463.00 N 19.9 OO Y Winklevoss Treasury Investments, LLC WC N DE 0.00 12084463.00 0.00 12084463.00 12084463.00 N 19.9 OO Y Winklevoss Capital Management, LLC WC N DE 0.00 12084463.00 0.00 12084463.00 12084463.00 N 19.9 OO Y Tyler Howard Winklevoss AF N X1 0.00 12084463.00 0.00 12084463.00 12084463.00 N 19.9 IN Y Cameron Howard Winklevoss AF N X1 0.00 12084463.00 0.00 12084463.00 12084463.00 N 19.9 IN Common Stock, par value $0.001 per share CYPHERPUNK TECHNOLOGIES INC. 47 Thorndike Street, Suite B1-1 Cambridge MA 02141 This Amendment No. 1 (this "Amendment No. 1" or this "Schedule 13D/A") amends and supplements the statement on Schedule 13D originally filed with the Securities and Exchange Commission (the "SEC") on October 16, 2025 (the "Statement") by the Reporting Persons. Unless otherwise defined herein, capitalized terms used in this Amendment No. 1 shall have the meanings ascribed to them in the Statement. Unless amended or supplemented below, the information in the Statement remains unchanged. Item 4 of the Statement is hereby amended and supplemented as follows: On October 8, 2025, WTI ("Assignor") entered into a Warrant Assignment and Assumption Agreement (the "Agreement" with Who Datz LLC, a Wyoming LLC ("Assignee"), pursuant to which Assignor irrevocably conveyed, transferred, assigned and delivered unto Assignee and its successors and assigns, forever, free and clear of any and all liens, claims and encumbrances of any nature whatsoever, all right, title, and interest in and to (i) Common Warrants to purchase up to an aggregate of 5,616,906 shares of Common Stock (the "Assigned Common Warrant Portion"), (ii) all rights and obligations appurtenant to and inherent in the Assigned Common Warrant Portion, and (iii) any transferable rights affecting or relating to the Assigned Common Warrant Portion, for no additional consideration. The Reporting Persons each beneficially own an aggregate of 12,084,463 shares of Common Stock (including 3,800,702 shares of Common Stock issuable upon exercise of Pre-Funded Warrants or Common Warrants) (the "Subject Shares") which represent approximately 19.99% of the outstanding shares of Common Stock, based on 56,651,840 shares of Common Stock outstanding as of November 10, 2025, and assumes the exercise of certain of the Pre-Funded Warrants or Common Warrants in an amount not to exceed the Beneficial Ownership Limitation. The Reporting Persons disclaim beneficial ownership of the shares of Common Stock owned by Howard Winklevoss, the father of Tyler Winklevoss and Cameron Winklevoss. Each of the Reporting Persons may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) all of the Subject Shares. See Items 7-11 of the cover pages and Item 5(a) above. Except as set forth in Item 4 of the Schedule 13D/A, no transactions in the shares of Common Stock have been effected by the Reporting Persons in the past sixty (60) days. No person other than the Reporting Persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Subject Shares beneficially owned by such Reporting Persons. Not applicable. Item 4 is incorporated by reference. Exhibit 99.1 - Joint Filing Agreement among the Reporting Persons (incorporated by reference to Exhibit 99.1 to the Reporting Persons' Schedule 13D filed with the SEC on October 16, 2025). Winklevoss Capital Fund, LLC /s/ Cameron H. Winklevoss By Winklevoss Capital Management, LLC, Its Manager, By Cameron H. Winklevoss, Manager 11/21/2025 Winklevoss Treasury Investments, LLC /s/ William McEvoy By William McEvoy, Manager 11/21/2025 Winklevoss Capital Management, LLC /s/ Cameron H. Winklevoss By Cameron H. Winklevoss, Manager 11/21/2025 Tyler Howard Winklevoss /s/ Tyler H. Winklevoss Tyler H. Winklevoss 11/21/2025 Cameron Howard Winklevoss /s/ Cameron H. Winklevoss Cameron H. Winklevoss 11/21/2025