Wurrly · ResearchAVX · Page 19 of 21 · AVAX OneSpecial report · Avalanche, institutional · 27 August 2026

Section · AVX — Nasdaq: AVX · CIK 0001826397

AVAX One.

The shell that pivoted. A failing ag-tech company was reversed into an AVAX treasury by a Hivemind-led PIPE of about $300M. It runs its own validators and pays its chairman’s fund to manage the tokens. For its twin, see Avalanche Treasury Corp, which has a section of its own.

04 — Insiders

The exit, then the takeover

Officers, directors and 10% holders must disclose every share they are granted, buy or sell. Those reports are filed under Section 16 of the securities law. Unlike its newly formed twin, AVX has years of them from its life as AgriForce. The record falls into two eras: a micro-cap in decline, then a Web3 fund moving in.

Board and officers

Matt ZhangChairman · N&CG Committee

Founder & Managing Partner, Hivemind; former global head of structured-products trading, Citi

Xiao-Xiao Jichua ZhuDirector · Audit, N&CG
Young Chi ChoDirector · Compensation Chair, Audit
Daniel MendesDirector · Audit Chair, Compensation
Amy GriffithDirector · N&CG Chair, Compensation

The lone AgriForce-era holdover on the board

Jolie KahnFormer CEO, resigned eff. Jul 3, 2026

Peter Wylie serving as Interim CEO since

Chris PolimeniChief Financial Officer
Peter WylieChief Operating Officer (now Interim CEO)

Ex-CommonBond, ex-Napster; Morehead-Cain scholar

Largest holder

Hivemind Capital Partners, LLC10% owner

Registered 10% beneficial owner. Matt Zhang, its founder, chairs the board, so the fund and the chair answer to the same person.

The previous regime

Ingo Mueller (CEO & Chairman, sold out 2023) · Troy McClellan (President, AgriFORCE Solutions) · Richard Levychin · David Welch · William Meekison · Elaine Goldwater · Don Nicholson. All appear in AVX’s Section 16 history; none is on the current board. The November 2025 takeover replaced everyone but Amy Griffith.

Anthony Scaramucci, the name most attached to AVX in public discourse, appears nowhere in its 2026 proxy statement. His advisor role exists in announcements; the governance record does not mention it.

The trade that defines it

The exit. In July 2023, before any AVAX pivot, former CEO Ingo Mueller sold 750,000 shares across dozens of small lots at roughly $0.15 apiece, about $180,000 in total. That is the profile of a collapsing micro-cap. Two years later a Hivemind-led team arrived, granted themselves six-figure stakes, and made small conviction buys at $1.65–1.75.

The exit has a legal sequel, still open in the Q2 2026 10-Q. Mueller is suing the company for wrongful termination, seeking roughly C$473K in salary and C$468K in shares. The company’s filed defense is that he was terminated for cause. It alleges he bid to acquire a company without board approval, misrepresented AVX’s financial standing, and “forged, or instructed others to forge, a document by affixing the electronic signature of the Company’s chief financial officer.” Both are litigation positions and neither has been adjudicated. They are, though, the company’s own words about the man who ran it, in its own filing.

Its twin’s only insider event is founder shares at $0. That contrast is the largest single difference between the two vehicles. Both timelines share one axis in the head-to-head.

Source: Forms 3/4/5 for CIK 0001826397 (33 filings), pulled 2026-08-07. AgriForce’s pre-2025 reverse splits make older per-share prices non-comparable.

Since the Q2 release · the latest filings

8-K (Items 1.01, 2.03) · filed 2026-08-17

A covenant waiver that cost 10%, and a liquidity floor raised 35×

What it says

  • On 14 August 2026 AVX agreed an Amendment with one of its debenture investors. In exchange for the investor waiving a negative covenant (a borrower's promise in the loan terms not to do something) in its Debentures “and a release of any related claims”, AVX raised the principal of three notes held by that investor by 10% each: $110,000 to $121,000 (note of 21 May 2025), $277,778 to $305,556 (21 Jul 2025) and $550,000 to $605,000 (25 Sep 2025). That is $88,778 of new principal for a waiver.
  • The Amendment also modifies the negative covenants in that investor’s Debentures “concerning a ‘key person’ provision” and raises the amount of cash and Bitcoin AVX must hold in its bank accounts or custody from $100,000 to $3,500,000.
  • The debentures trace to the January 2025 SPA (initial $7.7M principal, up to $42.3M more). Signed by Peter Wylie Jr., Interim Chief Executive Officer.

What it points at — an inference

A waiver plus a release of claims is what a lender gives after a covenant has been tripped. The 8-K does not say which covenant. The two it goes on to modify are the “key person” provision and the cash-and-Bitcoin floor, and the company’s CEO resigned effective 3 July with the COO stepping in as interim. Put together, and as an inference only, the price of the CEO change appears to have been $88,778 of extra principal and a liquidity covenant thirty-five times higher. Meanwhile the company tells shareholders no capital raise is needed.

The filing on EDGAR →