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8-K

I-ON Digital Corp. (IONI)

8-K 2025-09-26 For: 2025-09-22
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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

8-K

CURRENT

REPORT

Pursuant

to Section 13 or 15(d) of the Securities Exchange Act of 1934

September22, 2025

Date

of Report (Date of earliest event reported)

I-ONDigital Corp.

(Exactname of registrant as specified in its charter)

Delaware 000-54995 46-3031328
(State of (Commission (I.R.S. Employer
incorporation) File Number) Identification Number)

1244N. Stone Street, Unit 3

Chicago,Illinois 60610

(Addressof principal executive offices) (Zip code)

(866)440-2278

(Registrantstelephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities

registered pursuant to Section 12(b) of the Act: None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item8.01. Other Events.

On September 22, 2025, I-ON Digital Corp (the “Company”) issued a press release announcing a long-term agreement with GGBR, Inc. A copy of the press release is included as Exhibit 99.1 to this Current Report on Form 8-K.

Item9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit<br><br> No. Description
99.1 Press Release
104 Cover<br> Page Interactive Data File (embedded within the Inline XBRL document)
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:<br> September 26, 2025 By: /s/ Carlos X. Montoya
Carlos<br> X. Montoya
Chief<br> Executive Officer
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Exhibit99.1


I-ONDigital Corp. Announces Strategic Long-Term Agreement with GGBR Inc. to Monetize ION.au Gold Assets, Bolstering Bitcoin and EthereumReserve; Records Initial Third-Quarter Proceeds from Goldfish Pre-Sales


CHICAGO,ILLINOIS / ACCESS Newswire / September 22, 2025 — I-ON Digital Corp. (OTCQB: IONI), a leader in real-world asset (RWA) digitization and gold-backed digital securities, is pleased to announce a transformative long-term agreement with GGBR Inc., a Wyoming-based company launching the innovative Goldfish gold-backed stablecoin. This strategic partnership marks a significant milestone in I-ON Digital’s mission to bridge traditional finance (TradFi) and decentralized finance (DeFi) through secure, transparent, and compliant digital asset solutions.

Under the terms of the agreement, I-ON Digital will monetize its flagship ION.au, gold-asset-backed security (ABS), a regulatory-compliant asset tied to in-situ gold reserves. During the current 3^rd^ quarter operating period, I-ON began recording initial proceeds from Goldfish pre-sales, enabling the company, among other related benefits, to build a robust Bitcoin and Ethereum reserve, diversifying its asset portfolio and strengthening its balance sheet with related cash flow. The collaboration with GGBR Inc. leverages I-ON’s proprietary hybrid blockchain and smart contract technologies to support the Goldfish stablecoin, which represents 1/1000th of a troy ounce of LBMA-priced gold, at approximately USD $3.65, and offers, through the ION.au staking process, 5:1 collateral coverage for enhanced stability. Goldfish anticipates launching to the public in the first week of October.

“Goldfish is very different from any other stablecoin,” stated Peter Mikhailenok, President of GBBR, Inc., the developer of the Goldfish token. “It’s the synthesis of two titans: the timeless, anti-inflationary store of value that is gold, and the unparalleled flexibility and security of modern decentralized finance. By partnering with I-ON Digital Corp. and leveraging their ION.au reserves, we’ve built a foundation for trust, growth, and meaningful participation in the digital economy.”

“This partnership with GGBR Inc. represents a pivotal step in redefining the gold marketplace through digital innovation,” said Carlos Montoya, CEO of I-ON Digital Corp. “By monetizing our ION.au gold-backed assets and securing early proceeds from Goldfish pre-sales, we are not only enhancing our financial position with a Bitcoin and Ethereum reserve and increased cash flow but also empowering GGBR’s Goldfish stablecoin to deliver broad access to gold-backed digital assets for investors worldwide. This aligns perfectly with our vision of creating a transparent, compliant, asset-backed, and interoperable decentralized finance (DeFi) ecosystem.”

GGBR Inc.’s Goldfish stablecoin is designed for crypto-native investors seeking hard-asset stability and on-chain transparency. With features like 24/7 liquidity on major exchanges, physical redemption options through regulated dealers, and real-time price stability via proof-of-reserves oracles, Goldfish is poised to set a new standard for gold-backed digital assets. I-ON Digital’s infrastructure, including its institutional-grade Digital Asset Platform (DAP) and smart contract proof-of-reserve (POR) systems, will ensure seamless integration and compliance for this groundbreaking stablecoin.

The agreement is expected to drive significant revenue streams for I-ON Digital, further solidifying its position as a trusted infrastructure provider for the evolving digital finance landscape. By combining I-ON’s expertise in in-situ gold digitization with GGBR’s innovative stablecoin framework, this partnership is set to unlock new opportunities in digital asset banking, offering fractional ownership and liquidity to investors of all sizes.

For more information about I-ON Digital Corp. and its transformative digital asset solutions, visit https://iondigitalcorp.com/. To learn more about the Goldfish stablecoin, visit https://goldfishgold.com/.

AboutI-ON Digital Corp. I-ON Digital Corp. (OTCQB: IONI) is a pioneer in real-world asset digitization, delivering secure, transparent, and compliant solutions for digital asset banking. Through its flagship ION.au gold-backed digital security and institutional-grade Digital Asset Platform (DAP), I-ON empowers banks, financial institutions, and investors to participate in the tokenized economy. Headquartered in Chicago, Illinois, I-ON Digital is reshaping the future of finance with blockchain-based innovation.

AboutGGBR Inc. GGBR Inc. is a Wyoming-based company focused on launching the Goldfish gold-backed stablecoin, a blockchain-native digital asset designed for stability, transparency, and accessibility. With a mission to democratize gold investment, GGBR leverages cutting-edge technology to offer micro-fractional ownership and seamless liquidity for investors worldwide.

MediaContact: I-ON Digital Corp. Email: info@iondigitalcorp.com Website: https://iondigitalcorp.com/

Disclaimer: This press release contains forward-looking statements. Actual results may differ materially due to risks and uncertainties. For more information, refer to I-ON Digital Corp.’s filings with the SEC.