House of Doge (Nasdaq: HODO) has ended its exclusive trademark license with the Dogecoin Foundation, according to a Form 8-K filed with the SEC on Friday. The termination took effect on 19 Oct. The company and its US subsidiary must change their names, and stop calling themselves the foundation’s “Official Corporate Arm” or “Official Commercial Partner”, before 31 Dec 2026.
The same filing records a change at the top.
Chief executive Marco Margiotta and chief financial officer Charles Park resigned on 22 Oct. The board named Curt Hopkins, chief executive of McQueen Labs, as interim CEO and interim CFO. Director Tim Stebbing left the board on 19 Oct to join Dogecoin Labs, a new company formed with the foundation.
The business model was to be Dogecoin’s commercial gateway. Now it is a narrow license for three existing Dogecoin funds and a plan to buy a tokenization platform.
The terms
House of Doge’s US unit owes the foundation a $400,000 termination payment “when sufficient funds are available”, in cash or in shares priced at a five-day average. “The Company has not determined when sufficient funds will be available to make the Termination Payment,” the filing says. Until it pays, the foundation’s accrued claims under the old license stay alive.
The replacement license is non-exclusive and runs for three years, to 19 Oct 2029. It covers the 21Shares Dogecoin ETF (TDOG), the 21Shares 2x Long Dogecoin ETF (TXXD) and the 21Shares Dogecoin ETP in Switzerland, plus any new product the foundation approves in writing. New products pay the foundation a share of net revenue.
House of Doge is also handing its Such App payments business to Dogecoin Labs for shares with an agreed value of $4 million, based on a $120 million fully diluted pre-money valuation of Dogecoin Labs. That transfer needs consent from secured lenders: holders of three $833,333 senior secured convertible notes and Garrington Financial, which holds a $5.5 million secured demand note. Either side can walk away if it has not closed within 30 days of 19 Oct.
The new plan
On 23 Oct House of Doge signed a binding letter of intent with McQueen Labs to buy its token platform for $15 million. None of it is cash: shares equal to 19.99% of House of Doge’s common stock, non-voting convertible preferred equal to another 30%, and a note, $5 million of which depends on milestones by 30 Apr 2027. It would also buy McQueen’s microlending business for a note.
The filing says certain directors have financial interests in McQueen Labs, which were disclosed to the board. Hopkins, as McQueen’s chief executive, has an indirect interest in the deal.
The open questions
Dogecoin Labs can drop the Such App deal on an “Insolvency Event”. The filing says that term includes House of Doge’s US unit “receiving a demand, acceleration or enforcement notice” under any of those secured notes. The company also says it will ask shareholders to approve a reverse stock split and is evaluating financing alternatives and a rebrand.
For how tokenized fund shares are meant to work, see how tokenized stocks and funds work.
The next dates are 18 Nov, when the 30-day window on the Such App transfer closes, 15 Dec, the deadline for a definitive McQueen agreement, and 31 Dec, when the Doge name has to go.
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This article is for information only and is not investment advice.