Material Agreement (Form 8-K)

Item 1.01 Entry into a Material Definitive Agreement.

On September 1, 2026, Hyperliquid Strategies Inc (the "Company") and Chardan Capital Markets LLC (the "Investor") entered into Amendment No. 1 (the "Amendment") to the ChEF Purchase Agreement, dated as of October 22, 2025 (the "Purchase Agreement"), by and between the Company and the Investor. The Amendment increases the Total Commitment (as defined in the Purchase Agreement) from $1.0 billion to $2.5 billion in aggregate gross purchase price of newly issued shares of the Company's common stock, par value $0.01 per share (the "Common Stock"), subject to the terms, conditions and limitations of the Purchase Agreement. Also pursuant to the Amendment, beginning after the sale of $1.0 billion in the aggregate of shares of Common Stock pursuant to the Purchase Agreement, the Company may not issue or sell any shares of Common Stock pursuant to the Purchase Agreement if, after giving effect to the transaction, the aggregate number of shares to be issued and sold at a price of less than $12.02 per share would exceed 42,641,847 shares (representing 19.99% of the number of shares of Common Stock issued and outstanding immediately prior to the execution of the Amendment, the "Exchange Cap"), unless the Company's stockholders have approved the issuance of Common Stock pursuant to the Purchase Agreement in excess of the Exchange Cap in accordance with the rules of the Nasdaq Stock Market (or such approval is not required in accordance with such rules).

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the 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.