8-K

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

Date

of Report (Date of earliest event reported): June 24, 2025

Synaptogenix, Inc.

(Exact name of registrant as specified in its charter)

1185

Avenue of the Americas, 3rd Floor New York, New York 10036 (Address of principal executive offices and zip code)

Registrant’s telephone number, including

area code: (973) 242-0005

(Former Name or Former Address, if Changed Since Last Report)

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 (seeGeneral Instruction A.2. below):

Securities registered pursuant to Section 12(b) of the Act:

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. x

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. ¨

Item 7.01. Regulation FD.

On June 24, 2025, Synaptogenix, Inc. (the “Company”) issued a press release announcing (i) its initial purchase of TAO as part of the Company's recently announced cryptocurrency treasury and (ii) that BitGo has been selected to provide qualified custody, staking and trading services for the Company’s TAO holdings. A copy of the press release is attached as Exhibit 99.1 hereto.

The information in this Item 7.01 to this Current Report on Form 8-K, and in Exhibit 99.1 furnished herewith, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item8.01. Other Events.

On June 24, 2025, the Company announced its initial purchase of TAO as part of the Company's recently announced cryptocurrency treasury strategy and (ii) that BitGo has been selected to provide qualified custody, staking and trading services for the Company’s TAO holdings.

BitGo will secure the Company’s digital assets in regulated, insured cold storage with BitGo Trust Company, Inc. and facilitate the Company's planned acquisitions of TAO through its affiliated trading platforms, including access to liquidity via its OTC desk. TAO will be staked directly from qualified custody with BitGo Trust, enabling the Company to generate yield while maintaining security and regulatory compliance. The Company has begun to generate revenue through TAO staking. The initial acquisition of TAO was funded by the Company's cash reserves and balance sheet.

Item9.01. Financial Statements and Exhibits.

(d) Exhibits

SIGNATURE

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.

Exhibit 99.1

Synaptogenix Announces Initial TAO Acquisition under Crypto Treasury Strategy, Appoints BitGo as Custodian, and Commences Yield Generation Through Staking

Strategiccapital deployment into TAO advances Synaptogenix's blockchain treasury model, leveraging BitGo's custody, trading and staking capabilitiesto generate token-based yield

NEW YORK, June 24, 2025 /PRNewswire/ -- Synaptogenix (NASDAQ: SNPX) today announced its initial purchase of TAO as part of the Company's recently announced cryptocurrency treasury strategy focused exclusively on artificial intelligence (Al) and machine learning. BitGo, the leading infrastructure provider of digital asset solutions, has been selected to provide qualified custody, staking and trading services for Synaptogenix's TAO holdings. BitGo brings unmatched expertise and a proven track record to help Synaptogenix implement its treasury strategy.

"Under the guidance of James Altucher, our Crypto TAO strategy leader, we made our initial purchase of TAO, the leading crypto Al token, and have begun staking the token for revenue generation and capital appreciation," said Joshua Silverman, Executive Chairman at Synaptogenix. "We have engaged BitGo, the leader in crypto infrastructure, as custodian for our TAO holdings. Our partnership with BitGo underscores our Company's commitment to both our Al pure play crypto strategy and our long-term conviction thesis for TAO. Our top priority is significant value creation for our shareholders."

BitGo will secure Synaptogenix's digital assets in regulated, insured cold storage with BitGo Trust Company, Inc. and facilitate the Company's planned acquisitions of TAO through its affiliated trading platforms^1^, including access to deep liquidity via its OTC desk. TAO will be staked directly from qualified custody with BitGo Trust, enabling Synaptogenix to generate yield while maintaining the highest standards of security and regulatory compliance. BitGo's client service model and clients further reinforce its ability to meet Synaptogenix's unique digital asset needs. The Company has begun to generate revenue through TAO staking. The initial acquisition of TAO was funded by the Company's significant cash reserves and well-capitalized balance sheet.

About BitGo

BitGo is the leading infrastructure provider of digital asset solutions, delivering custody, wallets, staking, trading, financing, and settlement services from regulated cold storage. Since our founding in 2013, we have focused on enabling our clients to securely navigate the digital asset space. With a large global presence through multiple regulated entities, BitGo serves thousands of institutions, including many of the industry's top brands, exchanges, and platforms, as well as millions of retail investors worldwide. As the operational backbone of the digital economy, BitGo handles a significant portion of Bitcoin network transactions and is the largest independent digital asset custodian, and staking provider, in the world. For more information, visit www.bitgo.com.

Forward-Looking Statements

Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements. Such forward-looking statements are subject to risks and uncertainties and other influences, many of which the Company has no control over. Actual results and the timing of certain events and circumstances may differ materially from those described by the forward-looking statements as a result of these risks and uncertainties. These and other factors are identified and described in more detail in the Company's filings with the Securities and Exchange Commission. The Company does not undertake to update these forward-looking statements.

Contact

800-811-5591

ir@synaptogen.com

press@bitgo.com

^1^ BitGo trading/OTC services are provided by BitGo Prime, LLC or BitGo Hong Kong Limited.

SOURCE Synaptogenix, Inc.