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ப UPEXI SOLANA TREASURY UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K ( Mark One ) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30 , 2026 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Delaware Commission file number 001-40535 UPEXI , INC . ( Exact name of registrant as specified in its charter ) ( State or other jurisdiction of incorporation or organization ) 3030 North Rocky Point Drive Tampa , FL ( Address of principal executive offices ) Title of each class 83-3378978 ( I.R.S. Employer Identification No. ) 33607 ( Zip Code ) Registrant's telephone number , including area code : ( 727 ) 287-2800 Common Stock , par value $ 0.00001 Securities registered pursuant to Section 12 ( b ) of the Act : Trading Symbol ( s ) UPXI Securities registered pursuant to Section 12 ( g ) of the Act : None Name of each exchange on which registered The NASDAQ Stock Market LLC Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 the Securities Act . Yes ☐ No ☑ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act Yes □ No ☑ Indicate by check mark whether the registrant : ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) and ( 2 ) has been subject to such filing requirements for the last 90 days . Yes ☑ No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( § 232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes ☑ No ☐ Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , smaller reporting company , or an emerging growth company . See the definitions of “ large accelerated filer , ” “ accelerated filer , ” “ smaller reporting company , ” and " emerging growth company " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Non - accelerated filer ☑ ☐ Accelerated filer Smaller reporting company Emerging growth company □ □ □ If an emerging growth company , indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . ☐