Sec Form 4 Filing - ONSI DOUGLAS E @ CYPHERPUNK TECHNOLOGIES INC. - 2025-11-17

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
ONSI DOUGLAS E
2. Issuer Name and Ticker or Trading Symbol
CYPHERPUNK TECHNOLOGIES INC. [ CYPH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO,CFO,Pres.,GC,Treas.&Sec.
(Last) (First) (Middle)
C/O CYPHERPUNK TECHNOLOGIES INC., 47 THORNDIKE STREET SUITE B1-1
3. Date of Earliest Transaction (MM/DD/YY)
11/17/2025
(Street)
CAMBRIDGE, MA02141
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/17/2025 S 261,840 ( 1 ) D $ 3.14 ( 1 ) 416,616 ( 1 ) I See footnotes ( 1 ) ( 2 ) ( 4 )
Common Stock 11/17/2025 S 414,479 ( 2 ) ( 3 ) D $ 3.14 ( 2 ) 2,136 ( 2 ) ( 3 ) I See footnotes ( 2 ) ( 3 ) ( 4 )
Common Stock 106,146 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ONSI DOUGLAS E
C/O CYPHERPUNK TECHNOLOGIES INC.
47 THORNDIKE STREET SUITE B1-1
CAMBRIDGE, MA02141
X CEO,CFO,Pres.,GC,Treas.&Sec.
Signatures
/s/ Douglas E. Onsi 11/19/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On November 17, 2025, HCV VIII Liquidating Trust ("HCV Liquidating Trust") sold 261,840 shares of the Issuer's common stock at a price of $3.14 per share as a part of a liquidating distribution in connection with the wind up and liquidation of the entity. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.40 to $3.40. The reporting person undertakes to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this Form 4.
( 2 )On November 17, 2025, HealthCare Ventures IX, L.P. ("HCV IX") sold 414,479 shares of the Issuer's common stock at a price of $3.14 per share as a part of a liquidating distribution in connection with the wind up and liquidation of the entity. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.40 to $3.40. The reporting person undertakes to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this Form 4.
( 3 )Reflects a de minimis adjustment of one (1) share due to rounding.
( 4 )The reporting person is a managing member of Nine Capital Partners and may be deemed to have beneficial ownership of such 2,136 shares of common stock held by Nine Capital Partners. The reporting person is a Managing Director of HCPIX LLC, which is the General Partner of HealthCare Partners IX, which is the General Partner of HCV IX and may be deemed to have had beneficial ownership of the 414,479 shares of Common Stock sold by HCV IX. The reporting person is a beneficiary of the HCV Liquidating Trust and may be deemed to have had beneficial ownership of the 261,840 shares of Common Stock sold by the HCV Liquidating Trust. The reporting person disclaims beneficial ownership of such shares of common stock held by Nine Capital Partners, and sold by each of HCV IX and the HCV Liquidating Trust, except to the extent of the reporting person's proportionate pecuniary interest therein.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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