Sec Form 3 Filing - Winklevoss Capital Fund, LLC @ CYPHERPUNK TECHNOLOGIES INC. - 2025-10-08

FORM 3 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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Winklevoss Capital Fund, LLC 2. Issuer Name and Ticker or Trading Symbol CYPHERPUNK TECHNOLOGIES INC. [ CYPH] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) FARMERS BANK BUILDING, 301 N. MARKET STREET, SUITE 1463 3. Date of Earliest Transaction (MM/DD/YY) 10/08/2025 (Street) WILMINGTON, DE19801 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 8,283,761 I By Winklevoss Treasury Investments, LLC ( 1 )

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 Pre-Funded Warrant (Right to Buy) $ 0.001 ( 2 ) ( 3 ) Common Stock 75,448,618 I By Winklevoss Treasury Investments, LLC ( 1 ) Warrant (Right to Buy) $ 0.5335 ( 4 ) 10/08/2035 Common Stock 62,799,284 I By Winklevoss Treasury Investments, LLC ( 1 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Winklevoss Capital Fund, LLC FARMERS BANK BUILDING 301 N. MARKET STREET, SUITE 1463 WILMINGTON, DE19801 X Winklevoss Treasury Investments, LLC FARMERS BANK BUILDING 301 N. MARKET STREET, SUITE 1463 WILMINGTON, DE19801 X Winklevoss Tyler Howard FARMERS BANK BUILDING 301 N. MARKET STREET, SUITE 1463 WILMINGTON, DE19801 X Winklevoss Cameron Howard FARMERS BANK BUILDING 301 N. MARKET STREET, SUITE 1463 WILMINGTON, DE19801 X Winklevoss Capital Management, LLC FARMERS BANK BUILDING 301 N. MARKET STREET, SUITE 1463 WILMINGTON, DE19801 X Signatures Winklevoss Capital Management, LLC, By /s/ Cameron H. Winklevoss, Manager 11/21/2025 Signature of Reporting Person Date Winklevoss Capital Fund, LLC, By Winklevoss Capital Management, LLC, Its Manager, By /s/ Cameron H. Winklevoss, Manager 11/21/2025 Signature of Reporting Person Date Winklevoss Treasury Investments, LLC, By /s/ William McEvoy, Manager 11/21/2025 Signature of Reporting Person Date /s/ Tyler H. Winklevoss 11/21/2025 Signature of Reporting Person Date /s/ Tyler H. Winklevoss 11/21/2025 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Securities are held by Winklevoss Treasury Investments, LLC ("WTI"), which is a wholly owned subsidiary of Winklevoss Capital Fund, LLC ("WCF"). Winklevoss Capital Management, LLC ("WCM") is the manager of WCF and Tyler Winklevoss and Cameron Winklevoss are the co-founders and managers of WCM. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein. ( 2 )The Pre-Funded Warrants have no expiration date and are exercisable immediately. Notwithstanding the foregoing, the Reporting Persons shall not be entitled to exercise the Pre-Funded Warrant if it would cause the aggregate number of shares of Common Stock beneficially owned by the Reporting Persons, their affiliates and any persons who are members of a Section 13(d) group with the Reporting Persons or their affiliates to exceed 19.99% of the total number of issued and outstanding shares of Common Stock of the Issuer following such exercise. ( 3 )The Pre-Funded Warrants have no expiration date and are exercisable immediately. Notwithstanding the foregoing, the Reporting Persons shall not be entitled to exercise the Pre-Funded Warrant if it would cause the aggregate number of shares of Common Stock beneficially owned by the Reporting Persons, their affiliates and any persons who are members of a Section 13(d) group with the Reporting Persons or their affiliates to exceed 19.99% of the total number of issued and outstanding shares of Common Stock of the Issuer following such exercise. ( 4 )The Warrants are exercisable immediately. Notwithstanding the foregoing, the Reporting Persons shall not be entitled to exercise the Warrants to the extent that such exercise would cause the aggregate number of shares of Common Stock beneficially owned by the Reporting Persons, their affiliates and any persons who are members of a Section 13(d) group with the Reporting Persons or their affiliates to exceed 19.99% of the total number of issued and outstanding shares of Common Stock of the Issuer following such exercise.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.