Form 8-K
8-K — FORUM MARKETS Inc
Accession: 0001213900-26-074215
Filed: 2026-07-01
Period: 2026-06-30
CIK: 0001690080
SIC: 6199 (FINANCE SERVICES)
Item: Entry into a Material Definitive Agreement
Item: Financial Statements and Exhibits
Documents
8-K — ea0296636-8k_forum.htm (Primary)
EX-10.1 — SIDE LETTER AMENDMENT NO. 2 TO SERIES B-3 PREFERRED STOCK PURCHASE AGREEMENT, DATED AS OF JUNE 30, 2026, BY AND BETWEEN FORUM MARKETS, INC. AND ZIPPY, INC (ea029663601ex10-1.htm)
XML — IDEA: XBRL DOCUMENT (R1.htm)
8-K — CURRENT REPORT
8-K (Primary)
Filename: ea0296636-8k_forum.htm · Sequence: 1
false
0001690080
0001690080
2026-06-30
2026-06-30
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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 30, 2026
Forum Markets, Incorporated
(Exact name of registrant as specified in its charter)
Delaware
001-38105
90-1890354
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
2875 South Ocean Blvd, Suite 100
Palm Beach, FL
33480
(Address of Principal Executive Offices)
(Zip Code)
(650) 507-0669
(Registrant's telephone number, including area
code)
(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 (see General
Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement 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:
Title of each class
Trading symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.0001 per share
FRMM
The Nasdaq Stock Market LLC
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. ☐
Item 1.01 Entry into
a Material Definitive Agreement.
On
June 30, 2026, Forum Markets, Inc. (the “Company”) and Zippy, Inc. (“Zippy”) entered into Side Letter
Amendment No. 2 (the “Second Amendment”) to the Series B-3 Preferred Stock Purchase Agreement, dated as of December
9, 2025, as previously amended by the Side Letter Amendment dated March 25, 2026 (as so amended, the “Zippy Purchase Agreement”).
As further detailed below, the Company and Zippy entered into the Second Amendment in furtherance of the parties' ongoing strategic partnership,
to provide both parties with greater flexibility with respect to the timing and measurement of the Final Make Whole Amount (as defined
below) and to spread the risk associated with the performance of the Company’s common stock by replacing the single true-up determination
date with three separate measurement and payment dates.
Under
the Zippy Purchase Agreement as previously in effect, the Company was obligated to pay Zippy a single “Final Make Whole Amount,”
measured as of a single true-up determination date of June 30, 2026 (the “Original True-Up Determination Date”), equal
to the difference, if any, between the value of the Retained Stock (as defined in the Zippy Purchase Agreement) based on a per share price
of $10.50 and the value of the Retained Stock based on the volume-weighted average price of the Company’s common stock for the ten
(10) trading days prior to that date.
The
Second Amendment amends Section 6.2 of the Zippy Purchase Agreement to replace the single Original True-Up Determination Date with a trifurcated
true-up framework consisting of three separate measurement and payment dates—a first true-up date of July 31, 2026, a second true-up
date of September 30, 2026, and a third true-up date of December 31, 2026—each with its own independent make-whole calculation and
payment obligation. During a corresponding sell period to each true-up date, Zippy may sell, in its sole discretion, up to a designated
number of shares of the Company’s common stock (up to 285,714 shares per period), and any eligible shares not sold during a prior
period that are carried forward and become eligible for sale in the following period(s). After each true-up date, Zippy is required to
deliver to the Company a written settlement statement, and the Company is required to pay the applicable make-whole amount, if any, in
cash by wire transfer of immediately available funds within ten (10) business days after its receipt of the settlement statement (and
in no event later than ten (10) business days after the applicable true-up date).
For
each of the first two sell periods, the applicable make-whole amount equals the number of eligible shares actually sold during that period
multiplied by the $10.50 per share price, less the aggregate gross proceeds Zippy received from those sales; no amount is payable with
respect to unsold shares, and the make-whole amount is zero if gross proceeds equal or exceed the guaranteed amount. For the third true-up
period, the make-whole amount is calculated both with respect to shares sold during the third sell period (measured against gross proceeds)
and with respect to shares retained by Zippy through December 31, 2026 (measured against the volume-weighted average price of the Company’s
common stock for the ten (10) trading days prior to December 31, 2026), with Zippy able to elect sale or retention treatment for shares
in any combination in its sole discretion. The Second Amendment provides that the three make-whole amounts are calculated on distinct,
non-overlapping pools of shares so that no double recovery occurs, and that the Company’s aggregate make-whole obligation will not
exceed the amount necessary for Zippy to receive, in the aggregate, proceeds equivalent to $10.50 per share for each share originally
comprising the stock consideration.
The
Second Amendment also makes certain conforming changes, including (i) providing that the Company’s obligation to pay the Final Make
Whole Amount for purposes of the forfeiture provisions of the Zippy Purchase Agreement will be deemed satisfied if the Company timely
pays each of the three true-up make-whole amounts, while confirming that the Company’s failure to timely pay any such amount constitutes
a failure to timely pay a cash amount for purposes of the “ETHZ Forfeiture Event” definition under the Zippy Purchase Agreement,
and (ii) extending Zippy’s monthly stock transaction reporting covenant through December 31, 2026 and applying it separately with
respect to each true-up determination date.
The
foregoing description of the Second Amendment does not purport to be complete and is qualified in its entirety by reference to the full
text of the Second Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by
reference.
1
Item 9.01 Financial
Statements and Exhibits.
(d) Exhibits.
Exhibit No.
Description
10.1
Side Letter Amendment No. 2 to Series B-3 Preferred Stock Purchase Agreement, dated as of June 30, 2026, by and between Forum Markets, Inc. and Zippy, Inc.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
2
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.
FORUM MARKETS, INCORPORATED
Date: July 1, 2026
By:
/s/ McAndrew Rudisill
Name:
McAndrew Rudisill
Title:
Chief Executive Officer
3
EX-10.1 — SIDE LETTER AMENDMENT NO. 2 TO SERIES B-3 PREFERRED STOCK PURCHASE AGREEMENT, DATED AS OF JUNE 30, 2026, BY AND BETWEEN FORUM MARKETS, INC. AND ZIPPY, INC
EX-10.1
Filename: ea029663601ex10-1.htm · Sequence: 2
Exhibit 10.1
SIDE LETTER AMENDMENT NO. 2
TO SERIES B-3 PREFERRED STOCK PURCHASE AGREEMENT
This Side Letter Amendment
No. 2 (this “Second Amendment”) is entered into as of June 30, 2026, by and between Forum Markets, Inc.
(f/k/a ETHZilla Corporation), a Delaware corporation (“Forum”), and Zippy, Inc., a Delaware corporation (“Zippy”).
Forum and Zippy are referred to herein individually as a “Party” and collectively as the “Parties.”
RECITALS
WHEREAS, the Parties
entered into the Series B-3 Preferred Stock Purchase Agreement, dated as of December 9, 2025 (the “Agreement”), as
amended by the Side Letter Amendment dated March 25, 2026 (the “First Amendment,” and together with the Agreement,
the “Amended Agreement”), pursuant to which Forum acquired an equity stake in Zippy in exchange for cash and Forum
equity;
WHEREAS, under the
Amended Agreement, the Parties established an equity-based consideration component subject to a final make-whole amount calculated as
of a true-up determination date, defined as June 30, 2026 (the “Original True-Up Determination Date”);
WHEREAS, under the
Amended Agreement, Forum was required to pay Zippy a cash amount equal to the difference, if any, between the value of the Retained Stock
(as defined in the Agreement) based on the Per Share Price of $10.50 and the value of the Retained Stock based on the volume-weighted
average price of Forum’s common stock for the ten (10) Trading Days prior to the Original True-Up Determination Date (the “Final
Make Whole Amount,” as further defined in Section 6.2 of the Agreement);
WHEREAS, in furtherance
of their ongoing strategic partnership, to provide both Parties with greater flexibility with respect to the timing and measurement of
the Final Make Whole Amount, and to spread the risk associated with Forum’s stock performance, the Parties desire to restructure
the Final Make Whole Amount mechanics by replacing the single Original True-Up Determination Date with a trifurcated true-up framework
consisting of three separate measurement and payment dates, as set forth herein;
WHEREAS, the Parties
further desire to provide Zippy with flexibility to retain or sell Forum Common Stock across three sell periods, each with independent
make-whole protection as set forth herein;
NOW, THEREFORE, in
consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, the Parties agree as follows:
AGREEMENT
1. Amendment
to Final Make Whole Amount — Trifurcated True-Up Framework. The Parties hereby agree to amend Section 6.2 of the Amended Agreement
to replace the single True-Up Determination Date of June 30, 2026 with a trifurcated true-up framework consisting of a First True-Up Date,
a Second True-Up Date, and a Third True-Up Date (each as defined below, each a “True-Up Determination Date” and collectively,
the “True-Up Determination Dates”), each with its own independent make-whole calculation and payment obligation. Notwithstanding
any provision to the contrary in the Amended Agreement, the following provisions shall govern the Final Make Whole Amount from and after
the effective date of this Second Amendment. As used in this Second Amendment, “Forum Common Stock” means the ETHZ
Common Stock that comprised the Stock Consideration.
(a) First True-Up
Sell Period. From and after the effective date of this Second Amendment and through July 31, 2026 (the “First True-Up Date”),
Zippy may sell, in its sole discretion, up to 285,714 shares of Forum Common Stock comprising the Stock Consideration (the “First
True-Up Eligible Shares” and such period, the “First True-Up Sell Period”). Zippy shall have no obligation
to provide advance notice to Forum prior to selling First True-Up Eligible Shares during the First True-Up Sell Period. Following the
First True-Up Date, Zippy shall deliver to Forum a written settlement statement setting forth the number of First True-Up Eligible Shares
sold and the aggregate Gross Proceeds realized during the First True-Up Sell Period (the “First True-Up Settlement Statement”).
Forum shall pay to Zippy, in cash, by wire transfer of immediately available funds, the First True-Up Make Whole Amount (as defined in
Section 1(b) below), if any, within ten (10) Business Days after Forum’s receipt of the First True-Up Settlement Statement, and
in no event later than ten (10) Business Days after July 31, 2026. Any First True-Up Eligible Shares not sold by Zippy during the First
True-Up Sell Period shall be carried forward and included as Second True-Up Eligible Shares under Section 1(c).
(b) First True-Up
Make Whole Amount. For purposes of this Second Amendment, the “First True-Up Make Whole Amount” shall mean the
amount, if any, equal to (A) the product of (x) the number of First True-Up Eligible Shares actually sold by Zippy during the First True-Up
Sell Period (which may be up to, but shall not exceed, 285,714 shares), multiplied by (y) the Per Share Price of $10.50 (such product,
the “First True-Up Guaranteed Amount”), minus (B) the total amount of Gross Proceeds received by Zippy from the sale
of such First True-Up Eligible Shares during the First True-Up Sell Period. For the avoidance of doubt: (i) if Zippy sells fewer than
285,714 First True-Up Eligible Shares, the First True-Up Make Whole Amount shall be calculated solely by reference to the First True-Up
Eligible Shares actually sold, and Forum shall have no obligation with respect to any unsold First True-Up Eligible Shares under this
Section 1(b); and (ii) if the aggregate Gross Proceeds from the sale of First True-Up Eligible Shares equal or exceed the First True-Up
Guaranteed Amount, the First True-Up Make Whole Amount shall be zero and no cash payment shall be due from Forum.
(c) Second
True-Up Sell Period. From and after August 1, 2026 and through September 30, 2026 (the “Second True-Up Date”
and such period, the “Second True-Up Sell Period”), Zippy may sell, in its sole discretion, up to 285,714
additional designated shares of Forum Common Stock comprising
the Stock Consideration (the “Second True-Up Designated Shares”) plus any First True-Up Eligible Shares not sold during
the First True-Up Sell Period (together, the “Second True-Up Eligible Shares”). Zippy shall have no obligation to provide
advance notice to Forum prior to selling Second True-Up Eligible Shares during the Second True-Up Sell Period. Following the Second True-Up
Date, Zippy shall deliver to Forum a written settlement statement setting forth the number of Second True-Up Eligible Shares sold and
the aggregate Gross Proceeds realized during the Second True-Up Sell Period (the “Second True-Up Settlement Statement”).
Forum shall pay to Zippy, in cash, by wire transfer of immediately available funds, the Second True-Up Make Whole Amount (as defined in
Section 1(d) below), if any, within ten (10) Business Days after Forum’s receipt of the Second True-Up Settlement Statement, and
in no event later than ten (10) Business Days after September 30, 2026. Any Second True-Up Eligible Shares not sold by Zippy during the
Second True-Up Sell Period shall be carried forward and included as Third True-Up Eligible Shares under Section 1(e).
2
(d) Second
True-Up Make Whole Amount. For purposes of this Second Amendment, the “Second True-Up Make Whole Amount” shall
mean the amount, if any, equal to (A) the product of (x) the number of Second True-Up Eligible Shares actually sold by Zippy during the
Second True-Up Sell Period, multiplied by (y) the Per Share Price of $10.50 (such product, the “Second True-Up Guaranteed Amount”),
minus (B) the total amount of Gross Proceeds received by Zippy from the sale of such Second True-Up Eligible Shares during the Second
True-Up Sell Period. For the avoidance of doubt: (i) if Zippy sells fewer than all Second True-Up Eligible Shares, the Second True-Up
Make Whole Amount shall be calculated solely by reference to the Second True-Up Eligible Shares actually sold, and Forum shall have no
obligation with respect to any unsold Second True-Up Eligible Shares under this Section 1(d); and (ii) if the aggregate Gross Proceeds
from the sale of Second True-Up Eligible Shares equal or exceed the Second True-Up Guaranteed Amount, the Second True-Up Make Whole Amount
shall be zero and no cash payment shall be due from Forum.
(e) Third True-Up
Date; Sell and Retain Options. The period from October 1, 2026 through December 31, 2026, shall be the “Third True-Up
Sell Period” and December 31, 2026 shall be the “Third True-Up Date”. During the Third True-Up Sell Period,
Zippy may sell, in its sole discretion, any or all of the Third True-Up Eligible Shares (as defined in Section 1(f) below). Zippy shall
have no obligation to provide advance notice to Forum prior to selling Third True-Up Eligible Shares. On or promptly after the Third True-Up
Date, Zippy shall deliver to Forum a written settlement statement identifying (i) the number of Third True-Up Eligible Shares sold during
the Third True-Up Sell Period and the aggregate Gross Proceeds received therefrom, and (ii) the number of Third True-Up Eligible Shares
retained by Zippy as of December 31, 2026 (such statement, the “Third True-Up Settlement Statement”). Forum shall pay
to Zippy, in cash, by wire transfer of immediately available funds, the Third True-Up Make Whole Amount (as defined in Section 1(f) below),
if any, within ten (10) Business Days after Forum’s receipt of the Third True-Up Settlement Statement, and in no event later than
ten (10) Business Days after December 31, 2026.
(f) Third True-Up
Eligible Shares; Third True-Up Make Whole Amount. The “Third True-Up Eligible Shares” shall mean 285,714 additional
designated shares of Forum Common Stock comprising the Stock
Consideration plus any Second True-Up Eligible Shares not sold during the Second True-Up Sell Period (which, for the avoidance of doubt,
shall include any First True-Up Eligible Shares that were not sold during the First True-Up Sell Period and were carried forward into
the Second True-Up Sell Period but remained unsold). The “Third True-Up Make Whole Amount” shall mean the sum of: (i)
with respect to Third True-Up Eligible Shares sold by Zippy during the Third True-Up Sell Period: the amount, if any, equal to (A) the
number of such shares sold multiplied by the Per Share Price of $10.50, minus (B) the actual Gross Proceeds received by Zippy from such
sales; plus (ii) with respect to Third True-Up Eligible Shares constituting Retained Stock (as defined in Section 1(g) below) as of December
31, 2026, the amount, if any, equal to (A) the number of shares of such Retained Stock multiplied by the Per Share Price of $10.50, minus
(B) the number of shares of such Retained Stock multiplied by the volume-weighted average price of Forum’s common stock on The Nasdaq
Capital Market for the ten (10) Trading Days prior to the Third True-Up Date (the “Third True-Up VWAP”); provided that
any Trading Day on which trading in Forum Common Stock is halted or suspended for market-wide reasons shall be excluded and the measurement
period shall be extended to include the next Trading Day. For the avoidance of doubt: (x) if the Third True-Up VWAP equals or exceeds
$10.50, the Retained Stock component under clause (ii) shall be zero; (y) any Third True-Up Eligible Shares as to which Gross Proceeds
equal or exceed the Per Share Price of $10.50 shall contribute zero to the sold-share component under clause (i); and (z) Zippy may elect
clause (i) with respect to some Third True-Up Eligible Shares and clause (ii) with respect to others, in any combination, in its sole
discretion.
3
(g) Retained
Stock — Revised Definition. As used in this Second Amendment, “Retained Stock” means shares of Forum Common
Stock comprising the Stock Consideration continuously held by Zippy from the Closing through the First True-Up Date, the Second True-Up
Date, and the Third True-Up Date. For the avoidance of doubt, any shares sold by Zippy in any sell period shall not constitute Retained
Stock, and no make-whole payment shall be made twice with respect to any single share. Further, for the sake of clarity, any shares of
common stock of Forum purchased or otherwise acquired by Zippy after the Closing (other than shares comprising the Stock Consideration
issued at the Closing) shall not be Retained Stock.
(h) Supersession
of Original True-Up Determination Date. The Original True-Up Determination Date of June 30, 2026 is hereby superseded and replaced
in its entirety by the trifurcated framework set forth in this Section 1. All references in the Agreement and the First Amendment to “True-Up
Determination Date,” “Final Make Whole Amount,” and related defined terms shall be construed in accordance with this
Second Amendment from and after the effective date hereof. For the avoidance of doubt, no payment obligation of Forum shall arise on or
after June 30, 2026 solely by reason of the Original True-Up Determination Date, and the existence or amount of any make-whole obligation
shall be determined exclusively pursuant to this Second Amendment.
(i) No
Double Recovery. Each of the First True-Up Make Whole Amount, the Second True-Up Make Whole Amount, and the Third True-Up Make
Whole Amount is calculated on a distinct and non-overlapping pool of shares: (A) the First True-Up Make Whole Amount applies only to
First True-Up Eligible Shares actually sold during the First True-Up Sell Period; (B) the Second True-Up Make Whole Amount applies
only to Second True-Up Eligible Shares actually sold
during the Second True-Up Sell Period, which pool excludes all shares already sold during the First True-Up Sell Period; and (C) the Third
True-Up Make Whole Amount applies only to Third True-Up Eligible Shares, whether sold during the Third True-Up Sell Period or retained
as of December 31, 2026, which pool excludes all shares previously sold in any prior sell period. Because each share of Forum Common Stock
held by Zippy appears in exactly one calculation, no offset, credit, or deduction between tranches is required or applicable, and the
total aggregate make-whole obligation of Forum shall not exceed the amount necessary to ensure Zippy receives, in aggregate, proceeds
equivalent to the Per Share Price of $10.50 for each share of Forum Common Stock originally comprising the Stock Consideration and which
remained Retained Stock.
2. Forfeiture
Make Whole — Conforming Amendment. Section 6.2 of the Agreement is hereby further amended to provide that Forum’s obligation
to pay the Final Make Whole Amount, for purposes of the forfeiture provisions of the Amended Agreement (including without limitation the
Forfeiture Make Whole Amount provisions), shall be deemed satisfied if Forum timely pays (i) the First True-Up Make Whole Amount, if any,
within ten (10) Business Days after Forum’s receipt of the First True-Up Settlement Statement (and in no event later than ten (10)
Business Days after July 31, 2026); (ii) the Second True-Up Make Whole Amount, if any, within ten (10) Business Days after Forum’s
receipt of the Second True-Up Settlement Statement (and in no event later than ten (10) Business Days after September 30, 2026); and (iii)
the Third True-Up Make Whole Amount, if any, within ten (10) Business Days after Forum’s receipt of the Third True-Up Settlement
Statement (and in no event later than ten (10) Business Days after December 31, 2026), in each case in accordance with Section 1 of this
Second Amendment. No forfeiture event shall be deemed to have occurred solely as a result of the substitution of the trifurcated true-up
framework for the Original True-Up Determination Date, provided that Forum meets each payment obligation by the applicable deadline. For
the avoidance of doubt, Forum’s failure to timely pay any amount required under Section 1 of this Second Amendment shall constitute
a failure to timely pay a cash amount pursuant to Section 6.2 for purposes of the definition of ‘ETHZ Forfeiture Event’ under
Section 6.3(a) of the Agreement.
4
3. Zippy
Monthly Reporting Obligation — Conforming Amendment. The covenant in the Agreement requiring Zippy to provide Forum with monthly
stock transaction reports as to the shares of Forum Common Stock comprising the Stock Consideration until the True-Up Determination Date
shall, following the effective date of this Second Amendment, continue until December 31, 2026 (the Third True-Up Date), and shall apply
separately with respect to each True-Up Determination Date.
4. Reservation
of Rights; No Waiver. The restructuring of the Final Make Whole Amount mechanics pursuant to this Second Amendment shall not constitute
a waiver, amendment, or modification of any of Forum’s or Zippy’s rights or remedies under the Amended Agreement, including,
without limitation, Forum’s or Zippy’s rights under Section 6.2 (Midpoint and Final True-Up), Section 6.3 (ETHZ Forfeiture
on Certain Events), and Section 6.5 (Failure to Register; Liquidated Damages).
5. Acknowledgement
of Intent. Forum reaffirms its intent to work in good faith to assist Zippy with its sale of Forum Common Stock as contemplated in
the Transaction Agreements (each as defined in the Agreement).
6. Ratification
and Integration. Except as expressly modified by this Second Amendment, all terms, conditions, and provisions of the Amended Agreement
remain in full force and effect and are hereby ratified and confirmed by the Parties. In the event of any conflict between this Second
Amendment and the Agreement or the First Amendment, this Second Amendment shall control. This Second Amendment, together with the Amended
Agreement, constitutes the entire agreement between the Parties regarding the subject matter hereof.
7. Governing
Law; Counterparts. This Second Amendment shall be governed by, and construed in accordance with, the laws of the State of Delaware.
This Second Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together
shall constitute one and the same instrument. Any Party may execute this Second Amendment by electronic signature (including facsimile
or scanned email), and the other Party will be entitled to rely on such signature as conclusive evidence that this Second Amendment has
been duly executed by such Party. This Second Amendment shall be considered an amendment to the Amended Agreement and the general provisions
set forth therein shall govern this Second Amendment.
[Signature Page Follows]
5
FORUM MARKETS, INC.
ZIPPY, INC.
a Delaware corporation
a Delaware corporation
By:
/s/ McAndrew Rudisill
By:
/s/ Ben Halliday
Name:
McAndrew Rudisill
Name:
Ben Halliday
Title:
Chief Executive Officer
Title:
Chief Executive Officer
6
XML — IDEA: XBRL DOCUMENT
XML
Filename: R1.htm · Sequence: 7
v3.26.1
Cover
Jun. 30, 2026
Cover [Abstract]
Document Type
8-K
Amendment Flag
false
Document Period End Date
Jun. 30, 2026
Entity File Number
001-38105
Entity Registrant Name
Forum Markets, Incorporated
Entity Central Index Key
0001690080
Entity Tax Identification Number
90-1890354
Entity Incorporation, State or Country Code
DE
Entity Address, Address Line One
2875 South Ocean Blvd
Entity Address, Address Line Two
Suite 100
Entity Address, City or Town
Palm Beach
Entity Address, State or Province
FL
Entity Address, Postal Zip Code
33480
City Area Code
650
Local Phone Number
507-0669
Written Communications
false
Soliciting Material
false
Pre-commencement Tender Offer
false
Pre-commencement Issuer Tender Offer
false
Title of 12(b) Security
Common Stock, par value $0.0001 per share
Trading Symbol
FRMM
Security Exchange Name
NASDAQ
Entity Emerging Growth Company
false
X
- Definition
Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.
+ References
No definition available.
+ Details
Name:
dei_AmendmentFlag
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Area code of city
+ References
No definition available.
+ Details
Name:
dei_CityAreaCode
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Cover page.
+ References
No definition available.
+ Details
Name:
dei_CoverAbstract
Namespace Prefix:
dei_
Data Type:
xbrli:stringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
+ References
No definition available.
+ Details
Name:
dei_DocumentPeriodEndDate
Namespace Prefix:
dei_
Data Type:
xbrli:dateItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
+ References
No definition available.
+ Details
Name:
dei_DocumentType
Namespace Prefix:
dei_
Data Type:
dei:submissionTypeItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Address Line 1 such as Attn, Building Name, Street Name
+ References
No definition available.
+ Details
Name:
dei_EntityAddressAddressLine1
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Address Line 2 such as Street or Suite number
+ References
No definition available.
+ Details
Name:
dei_EntityAddressAddressLine2
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the City or Town
+ References
No definition available.
+ Details
Name:
dei_EntityAddressCityOrTown
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Code for the postal or zip code
+ References
No definition available.
+ Details
Name:
dei_EntityAddressPostalZipCode
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the state or province.
+ References
No definition available.
+ Details
Name:
dei_EntityAddressStateOrProvince
Namespace Prefix:
dei_
Data Type:
dei:stateOrProvinceItemType
Balance Type:
na
Period Type:
duration
X
- Definition
A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityCentralIndexKey
Namespace Prefix:
dei_
Data Type:
dei:centralIndexKeyItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Indicate if registrant meets the emerging growth company criteria.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityEmergingGrowthCompany
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
No definition available.
+ Details
Name:
dei_EntityFileNumber
Namespace Prefix:
dei_
Data Type:
dei:fileNumberItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Two-character EDGAR code representing the state or country of incorporation.
+ References
No definition available.
+ Details
Name:
dei_EntityIncorporationStateCountryCode
Namespace Prefix:
dei_
Data Type:
dei:edgarStateCountryItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityRegistrantName
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityTaxIdentificationNumber
Namespace Prefix:
dei_
Data Type:
dei:employerIdItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Local phone number for entity.
+ References
No definition available.
+ Details
Name:
dei_LocalPhoneNumber
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
+ Details
Name:
dei_PreCommencementIssuerTenderOffer
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
+ Details
Name:
dei_PreCommencementTenderOffer
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Title of a 12(b) registered security.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
+ Details
Name:
dei_Security12bTitle
Namespace Prefix:
dei_
Data Type:
dei:securityTitleItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the Exchange on which a security is registered.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
+ Details
Name:
dei_SecurityExchangeName
Namespace Prefix:
dei_
Data Type:
dei:edgarExchangeCodeItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14a
-Subsection 12
+ Details
Name:
dei_SolicitingMaterial
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Trading symbol of an instrument as listed on an exchange.
+ References
No definition available.
+ Details
Name:
dei_TradingSymbol
Namespace Prefix:
dei_
Data Type:
dei:tradingSymbolItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
+ Details
Name:
dei_WrittenCommunications
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration