CRYPTO-ASSET WHITE PAPER | TREAD

MiCAR White Paper

This white paper has been prepared in accordance with Regulation (EU) 2023/1114 of the European Parliament and of the Council on markets in crypto-assets (MiCAR).
Publication Date 2026-08-20
Person seeking admission to trading Tread Foundry Ltd.
Version 1

Table of Contents

General information Page 3
Part A - Information about offeror or person seeking admission to trading Page 4
Part B - Information about issuer, if different from offeror or person seeking admission to trading Page 5
Part C - Information about the operator of the trading platform in cases where it draws up the crypto-asset white paper and information about other persons drawing the crypto-asset white paper pursuant to Article 6(1), second subparagraph, of Regulation (EU) 2023/1114 Page 6
Part D - Information about the crypto-asset project Page 7
Part E - Information about the offer to the public of crypto-assets or their admission to trading Page 8
Part F - Information about the crypto-assets Page 9
Part G - Information on the rights and obligations attached to the crypto-assets Page 10
Part H - Information on the underlying technology Page 11
Part I - Information on risks Page 12
Part J - Information on the sustainability indicators in relation to adverse impact on the climate and other environment-related adverse impacts Page 13

General information

No. Field Content
00 Table of contents True
01 Date of notification 2026-07-23
02 Statement in accordance with Article 6(3) of Regulation (EU) 2023/1114 This crypto-asset white paper has not been approved by any competent authority in any Member State of the European Union. The person seeking admission to trading of the crypto-asset is solely responsible for the content of this crypto-asset white paper.
03 Compliance statement in accordance with Article 6(6) of Regulation (EU) 2023/1114 This crypto-asset white paper complies with Title II of Regulation (EU) 2023/1114 of the European Parliament and of the Council and, to the best of the knowledge of the management body, the information presented in the crypto-asset white paper is fair, clear and not misleading and the crypto-asset white paper makes no omission likely to affect its import.
04 Statement in accordance with Article 6(5), points (a), (b), (c), of Regulation (EU) 2023/1114 The crypto-asset referred to in this white paper may lose its value in part or in full, may not always be transferable and may not be liquid.
05 Statement in accordance with Article 6(5), point (d) The utility token referred to in this white paper may not be exchangeable against the good or service promised in the crypto-asset white paper, especially in the case of a failure or discontinuation of the crypto-asset project.
06 Statement in accordance with Article 6(5), points (e) and (f), of Regulation (EU) 2023/1114 The crypto-asset referred to in this white paper is not covered by the investor compensation schemes under Directive 97/9/EC of the European Parliament and of the Council. The crypto-asset referred to in this white paper is not covered by the deposit guarantee schemes under Directive 2014/49/EU of the European Parliament and of the Council.
07 Warning in accordance with Article 6(7), second subparagraph, of Regulation (EU) 2023/1114 This summary should be read as an introduction to the crypto-asset white paper. The prospective holder should base any decision to purchase this crypto-asset on the content of the crypto-asset white paper as a whole and not on the summary alone. The offer to the public of this crypto-asset does not constitute an offer or solicitation to purchase financial instruments and any such offer or solicitation can be made only by means of a prospectus or other offer documents pursuant to the applicable national law. This crypto-asset white paper does not constitute a prospectus as referred to in Regulation (EU) 2017/1129 of the European Parliament and of the Council or any other offer document pursuant to Union or national law.
Summary
08 Characteristics of the crypto-asset

The TREAD token is an ERC-20 utility token deployed on the Ethereum blockchain, classified as a crypto-asset other than an asset-referenced token or e-money token under MiCAR. Purchasers of TREAD do not acquire any ownership, equity interests, profit-sharing rights, dividends, or legal claims against the issuer. Instead, the token provides protocol-level utility within the tread.fi ecosystem. Holders can exercise their rights technically by interacting with the platform. By locking TREAD tokens, users access consumptive services, such as receiving tiered discounts on trading and automation fees or securing access to the platform's marketplace to publish or hire automated trading agents. Furthermore, holders have the right to participate in phased, off-chain advisory governance voting on predefined ecosystem parameters, with voting power proportional to their token holdings. Tread Foundry Ltd retains the authority to modify the rights, obligations, and functionalities associated with the TREAD token. Any modifications are implemented through updates to the token terms or related project documentation. These changes do not require approval from token holders, although the issuer may solicit community feedback in advance when feasible.

09 Further information about utility tokens

The TREAD token functions as the primary utility token within the tread.fi ecosystem, providing access to its algorithmic trading terminal and Order and Execution Management System (OEMS). The token offers several key functionalities: (i) Fee Discounts: Users can lock TREAD to receive tiered discounts on platform trading and automation fees, which scale based on the locked amount and duration. (ii) Marketplace Access: Token locking grants independent creators a listing slot to publish automated trading agents, and allows users to secure hiring slots to deploy these specialized agents on their connected accounts. (iii) Ecosystem Integrations: Integrating centralized and decentralized exchanges must lock TREAD as a security deposit. (iv) Governance: Token holders can participate in off-chain advisory voting on ecosystem parameters, such as prioritizing venue integrations and funding proposals. The total supply is 100 million TREAD tokens across the Ethereum network. While freely transferable at the protocol level, immediate transferability is restricted for a significant portion of the supply due to contractual lock-ups and linear vesting schedules lasting up to 48 months. Additionally, access and transferability may be restricted by individual trading platforms for users in OFAC-sanctioned jurisdictions or individuals otherwise prohibited under applicable laws.

10 Key information about the offer to the public or admission to trading

No offer of Tread (TREAD) tokens is being made to the public for fundraising purposes in connection with this disclosure. This document does not represent a new issuance, public offering, or token sale. Accordingly, there is no subscription period, issue price, or associated fundraising target. Instead, TREAD is seeking admission to trading on trading platforms OKX, Bitvavo, and Coinbase. Admission to trading is being sought to increase accessibility for European users, improve token liquidity on secondary markets, ensure transparency and compliance with MiCA regulations, and support the overall growth of the tread.fi ecosystem. No crypto-asset service provider has been appointed to place the token on a firm commitment or best-effort basis. Users will access TREAD tokens directly via these trading platforms, which will enforce their own registration, KYC/AML processes, and geo-fencing restrictions for prohibited jurisdictions.

Part A - Information about offeror or person seeking admission to trading

No. Field Content
A.1Name
Tread Foundry Ltd.
A.2Legal form
N/A, a Legal Entity Identifier is provided in A.6
A.3Registered address
N/A, a Legal Entity Identifier is provided in A.6
A.4Head office
N/A, a Legal Entity Identifier is provided in A.6
A.5Registration date
2026-07-01
A.6Legal entity identifier
984500053EQ4O1D5BF74
A.7Another identifier required pursuant to applicable national law
2212741
A.8Contact telephone number
+19175903307
A.9E-mail address
legal@treadfoundation.com
A.10Response time (Days)
10
A.11Parent company
N/A, a Legal Entity Identifier is provided in A.6
A.12Members of the management body
Identity Business Address Function
Tread Foundation Registered Office: Third Floor, Landmark Square, 64 Earth Close PO Box 707, Camana Bay Grand Cayman KY1-9006 CAYMAN ISLANDS Sole Corporate Director of Tread Foundry Ltd.
Mohammad Akhavannik Third Floor, Landmark Square, 64 Earth Close PO Box 707, Camana Bay Grand Cayman KY1-9006 CAYMAN ISLANDS Director of Tread Foundation
Shanabodee Paisalachpong Third Floor, Landmark Square, 64 Earth Close PO Box 707, Camana Bay Grand Cayman KY1-9006 CAYMAN ISLANDS Director of Tread Foundation
A.13Business activity

Tread Foundry Ltd. is a business company incorporated in the British Virgin Islands. Its activity is limited to the issuance of the TREAD crypto-asset and to matters directly connected thereto, including the offer described in this white paper and the administration of token supply and distribution.

Tread Foundry Ltd. does not develop, operate or maintain the tread.fi platform, and does not itself provide trading, execution, order management or any other service to users. The tread.fi platform is developed and operated by Tread Labs Corporation, which is entirely independent of Tread Foundry Ltd.

A description of the tread.fi platform and of the intended utility of the TREAD token in connection with it is set out in Part D of this white paper.

A.14Parent company business activity
N/A, a Legal Entity Identifier is provided in A.6
A.15Newly established
False
A.16Financial condition for the past three years
N/A
A.17Financial condition since registration

As Tread Foundry Ltd. was established on July 1st 2026, three-year historical financial data is not available.

Tread Foundry Ltd. is a newly established entity in the early stages of development. The company has not yet generated substantial revenue or incurred significant expenses.

Part B - Information about issuer, if different from offeror or person seeking admission to trading

No. Field Content
B.1Issuer different from offeror or person seeking admission to trading
False
B.2Name
N/A
B.3Legal form
N/A
B.4Registered address
N/A
B.5Head office
N/A
B.6Registration date
N/A
B.7Legal entity identifier
N/A
B.8Another identifier required pursuant to applicable national law
N/A
B.9Parent company
N/A
B.10Members of the management body
N/A
B.11Business activity
N/A
B.12Parent company business activity
N/A

Part C - Information about the operator of the trading platform in cases where it draws up the crypto-asset white paper and information about other persons drawing the crypto-asset white paper pursuant to Article 6(1), second subparagraph, of Regulation (EU) 2023/1114

No. Field Content
C.1Name
N/A
C.2Legal form
N/A
C.3Registered address
N/A
C.4Head office
N/A
C.5Registration date
N/A
C.6Legal entity identifier
N/A
C.7Another identifier required pursuant to applicable national law
N/A
C.8Parent company
N/A
C.9Reason for crypto-asset white paper preparation
N/A
C.10Members of the management body
N/A
C.11Operator business activity
N/A
C.12Parent company business activity
N/A
C.13Other persons drawing up the crypto-asset white paper according to Article 6(1), second subparagraph, of Regulation (EU) 2023/1114
N/A
C.14Reason for drawing the white paper by persons referred to in Article 6(1), second subparagraph, of Regulation (EU) 2023/1114
N/A

Part D - Information about the crypto-asset project

No. Field Content
D.1Crypto-asset project name
TREAD
D.2Crypto-assets name
N/A, a Digital Token Identifier is provided in F.13
D.3Abbreviation
N/A, a Digital Token Identifier is provided in F.13
D.4Crypto-asset project description

The tread.fi platform, together with all associated technology and intellectual property, is not offered by Tread Foundry Ltd. It is developed, owned, operated and offered exclusively by Tread Labs Corporation, an independent corporation. Tread Foundry Ltd. neither owns, licences, controls nor offers the tread.fi platform or any component of it, and holds no proprietary interest in the underlying intellectual property. The scope of Tread Foundry Ltd. and its affiliated entities is limited to the issuance and stewardship of the TREAD token.

tread.fi is a high-performance algorithmic trading terminal and Order and Execution Management System focusing on solving fragmented market access and poor execution quality by providing a unified interface to design, route, and manage orders across numerous centralized and decentralized venues.

The platform's architecture features institutional-grade execution algorithms, automated market-making and delta-neutral trading bots, pre-trade analytics, and comprehensive REST and WebSocket API integrations. The project's mission is to empower retail and institutional digital-asset traders to optimize execution costs and seamlessly manage their entire portfolio through a single terminal by leveraging advanced smart order routing, algorithmic execution models, and an agentic execution layer utilizing specialized AI trading agents.

The Tread token (TREAD) is the native consumptive-utility token of the tread.fi ecosystem. It is designed to grant tiered discounts on platform trading fees, provide access to the AI agent marketplace for both creators and users, and act as an integration security deposit for exchanges within this interconnected ecosystem.

Prior to purchase, the purchaser shall be solely responsible for assessing whether token functionalities are available in the jurisdiction where the purchaser resides. No representation is made that the token's utilities will be accessible to all purchasers regardless of location.

Given the technical nature of the Tread project, a glossary has been included in this section of the MiCAR whitepaper to clarify the key terms and concepts used throughout the MiCAR whitepaper.

Trading & Platform Technology

  • OEMS (Order and Execution Management System): A unified system that allows traders to manage, route, and execute orders across multiple trading venues.

  • Smart Order Router (SOR): An automated system that searches for the best available price and liquidity across various centralized and decentralized exchanges to optimize execution.

  • Algorithmic Trading: The use of computer programs to automate trading strategies based on predefined criteria, such as timing, price, or volume.

  • Perpetual DEX (Decentralized Exchange): A blockchain-based platform for trading perpetual contracts (derivatives with no expiry date) without a central intermediary.

  • CEX (Centralized Exchange): A platform, such as Binance or OKX, where a central company facilitates the trading of digital assets.

  • Funding Rate Arbitrage: A strategy used to earn yields from funding rates while remaining delta-neutral by executing long and short positions simultaneously.

  • Delta-Neutral: A portfolio state where the overall value is protected against small price movements in the underlying asset.

  • TWAP (Time Weighted Average Price): An execution strategy that spreads an order evenly over a specified timeframe to achieve a price close to the average for that period.

  • VWAP (Volume Weighted Average Price): A strategy that distributes trade execution based on historical and real-time market volume to minimize price impact.

  • Maker Fees: Fees paid when an order adds liquidity to the order book (e.g., a limit order).

  • Taker Fees: Fees paid when an order removes liquidity from the order book by executing immediately (e.g., a market order).

  • Slippage: The difference between the expected price of a trade and the actual price at which the trade is executed, often occurring during high volatility.

  • Iceberg Order: A large order split into smaller "slices" that are placed sequentially so the full order size is not visible to the market.

  • IOC (Immediate-Or-Cancel): An order type that requires all or part of the order to be filled immediately, with any unfilled portion being canceled.

  • Alpha Tilt: A setting that adjusts the execution curve by front-loading or back-loading the distribution of an order.

Tokenomics & Blockchain

  • Consumptive-Utility Token: A digital asset designed specifically to be used within an ecosystem to access services, such as fee discounts or marketplace features.

  • ERC-20: A technical standard used for fungible tokens on the Ethereum blockchain.

  • TGE (Token Generation Event): The specific date when a token is officially created and its utility features are activated.

  • Cliff: A period during a vesting schedule where no tokens are released to the holder.

  • Linear Vesting: The gradual release of tokens over a set period following a cliff, often occurring monthly.

  • Proof-of-Stake (PoS): A blockchain consensus mechanism where validators are chosen to create blocks based on the amount of cryptocurrency they "stake" as collateral.

  • Fully Diluted Value (FDV): The total market value of a token project if the entire supply of tokens were in circulation.

D.5Details of all natural or legal persons involved in the implementation of the crypto-asset project
Type of person Name of person Business address of person Domicile of company
Other person involved in implementation Tread Foundry Ltd British Virgin Islands VG
Other person involved in implementation Tread Foundation Third Floor, Landmark Square, 64 Earth Close, PO Box 707, Camana Bay, Grand Cayman, KY1-9006, CAYMAN ISLANDS KY
Other person involved in implementation Mohammad Akhavannik Third Floor, Landmark Square, 64 Earth Close, PO Box 707, Camana Bay, Grand Cayman, KY1-9006, CAYMAN ISLANDS KY
Other person involved in implementation Shanabodee Paisalachpong Third Floor, Landmark Square, 64 Earth Close, PO Box 707, Camana Bay, Grand Cayman, KY1-9006, CAYMAN ISLANDS KY
D.6Utility token classification
True
D.7Key features of goods/services for utility token projects

The TREAD token has several key functionalities within the tread.fi ecosystem. The platform offers a suite of goods and services designed to solve fragmented market access, poor execution quality, and the absence of institutional-grade workflow tools by providing a single terminal and API through which users can design, route, and manage orders across a connected set of centralized and decentralized venues.

Key utilities of the TREAD token include:

  • Lock-to-Discount: TREAD holders can lock their tokens to receive tiered discounts on platform trading and automation fees, with the discount scaling based on both the amount locked and the lock duration.

  • Lock-to-Deploy: The token is used as a participation mechanism for agent creators, requiring them to lock tokens to obtain a listing slot and publish a third-party trading agent on the marketplace.

  • Lock-to-Hire: Users can lock tokens to obtain a hiring slot, enabling them to activate a third-party agent to execute trades on their connected account strictly within user-defined parameters.

Prior to purchase, the purchaser shall be solely responsible for assessing whether token functionalities are available in the jurisdiction where the purchaser resides. No representation is made that the token's utilities will be accessible to all purchasers regardless of location.

Moreover, each purchaser is solely responsible for assessing whether their intended use of the tokens is lawful and compliant with all applicable laws and regulations in their relevant jurisdiction, and for obtaining independent professional advice where necessary. The Issuer accepts no responsibility or liability for any regulatory, legal, or financial consequences arising from a purchaser's use of the tokens.

D.8Plans for the token
Past Milestones:
  • 2026: Incorporation of Tread Foundation in the Cayman Islands on May 29, registration of token issuer Tread Foundry Ltd. on July 1.
  • 2026: Season 1 of the tread.fi Points Program ran until 18 May 2026. A fixed weekly pool of 100,000 points was distributed among eligible participants in proportion to adjusted weekly trading volume.

Future Milestones:
  • 2026: Execution of the Token Generation Event (TGE), activation of all consumptive token utility primitives, opening of the on-chain claim window for the Genesis Airdrop, and the rollout of Phase 1 advisory governance.
  • 2027: Expiration of the 12-month vesting cliff for Team and Tread Labs Treasury token allocations, initiating their monthly linear vesting schedules.
  • 2029: Full unlocking of the Team token allocation (18,000,000 TREAD) achieved 3 years post-TGE.
  • 2030: Full unlocking of the Community & Ecosystem, Foundation Treasury, and Tread Labs Treasury token allocations completed 4 years post-TGE, alongside the planned expansion of governance voting scopes.

The future milestones are provided for informational purposes and remain subject to change due to business, regulatory, compliance, or operational considerations.

D.9Resource allocation

As at the date of this crypto-asset white paper, Tread Foundry Ltd. has incurred costs of approximately US$25,000, relating to operational and legal expenditure. These costs have been funded from consideration received in connection with the transfer of assets to Tread Foundry Ltd. Given the early stage of the project, Tread Foundry Ltd. is not in a position to present meaningful figures for expenditure in other areas, including product development and marketing.

Resources are further allocated to the project in the form of TREAD tokens. Under the token allocation set out in this crypto-asset white paper, 35,500,000 TREAD are allocated to ecosystem incentives and 7,500,000 TREAD are allocated to liquidity provision, audits, legal, and operational expenditure.

Resources are additionally allocated in the form of personnel time. The project is directed by the two directors of Tread Foundation, the corporate director of Tread Foundry Ltd., who devote time to the governance and stewardship of the TREAD token. They are supported by a back-office team providing accounting, operations, and token launch services, whose members have prior experience supporting established crypto-asset projects.

D.10Planned use of collected funds or crypto-assets

This is not applicable because there will be no raising of funds. This is not an offer of the TREAD token but rather an admission of the TREAD token to trading.

Part E - Information about the offer to the public of crypto-assets or their admission to trading

No. Field Content
E.1Public offering or admission to trading
ATTR
E.2Reasons for public offer or admission to trading

The admission to trading of Tread (TREAD) is intended to:

  • Increase Accessibility and Liquidity: To make the TREAD token more accessible to European users and improve its liquidity on secondary markets. This can result in more efficient price discovery and reliable trade execution.

  • Enhance Transparency and Compliance: This MiCA-compliant disclosure is filed voluntarily to enhance transparency, regulatory clarity, and investor confidence. It signals the project's readiness to align with the high disclosure standards of Regulation (EU) 2023/1114.

  • Support Ecosystem Growth: By increasing access, Tread Foundry Ltd aims to encourage wider participation and contribution to the tread.fi ecosystem, allowing a broader user base to utilize tiered fee discounts for algorithmic trading and automation services, access the agent marketplace to hire or deploy trading specialists, and participate in advisory governance voting regarding venue integrations and ecosystem funding proposals.

This initiative is an admission to trading and not a fundraising event or public offer.

E.3Fundraising target
N/A
E.4Minimum subscription goals
N/A
E.5Maximum subscription goals
N/A
E.6Oversubscription acceptance
N/A
E.7Oversubscription allocation
N/A
E.8Issue price
N/A
E.9Official currency or any other crypto-assets determining the issue price
N/A
E.10Subscription fee
N/A
E.11Offer price determination method
N/A
E.12 Total number of offered/traded crypto-assets
100000000
E.13Targeted holders
ALL
E.14Holder restrictions

The project is targeted at all types of investors. No restrictions are being applied other than those required by relevant laws, regulations, or the internal policies of the trading platforms.

Access to the TREAD token may be restricted by the individual trading platforms where it is made available. These restrictions may include, but are not limited to, geo-fencing for users in OFAC-sanctioned jurisdictions or other individuals prohibited under the platform's terms and conditions and applicable laws.

E.15Reimbursement notice
N/A
E.16Refund mechanism
N/A
E.17Refund timeline
N/A
E.18Offer phases
N/A
E.19Early purchase discount
N/A
E.20Time-limited offer
N/A
E.21Subscription period beginning
N/A
E.22Subscription period end
N/A
E.23Safeguarding arrangements for offered funds/crypto-assets
N/A
E.24Payment methods for crypto-asset purchase

Purchases of TREAD on OKX and Coinbase may be made using supported crypto-assets (e.g., Bitcoin, ETH, USDT, and USDC) or fiat currencies (e.g., USD), as per the available trading pairs on the platform. The information on the specific payment methods and providers of payment services is available at https://www.okx.com, https://www.coinbase.com, and https://www.bitvavo.com and their use is subject to the applicable terms and conditions of the specific service provider.

E.25Value transfer methods for reimbursement

If applicable, any valid reimbursements shall be made to the account or wallet originally used to participate in the offer.

E.26Right of withdrawal
N/A
E.27Transfer of purchased crypto-assets

The TREAD acquired as a result of trades shall be transferred through means designated by the trading platform to the compatible wallet or account as designated by the selected Trading Platforms.

E.28Transfer time schedule
N/A
E.29Purchaser's technical requirements

Purchasers must have an account on a trading platform where TREAD is listed and abide by that platform's terms. Technically, holders must have a digital wallet compatible with the ERC-20 on the Ethereum blockchain. This can be a self-custodial wallet or an account managed by a third party (like an exchange). Basic requirements include internet access and a compatible device (computer or mobile).

E.30Crypto-asset service provider (CASP) name
N/A
E.31CASP identifier
N/A
E.32Placement form
N/A
E.33Trading platforms name
OKX, Coinbase, Bitvavo
E.34Trading platforms market identifier code (MIC)
OKX: None, Coinbase: FREX, Bitvavo: VAVO
E.35Trading platforms access

TREAD is available on various centralized and decentralized trading platforms. Investors can access these platforms by creating an account on their respective websites (e.g., https://www.okx.com, https://www.coinbase.com, and https://www.bitvavo.com) and complying with the platform's requirements, including KYC/AML verification.

E.36Involved costs

Access to the trading platforms is typically free, but users will incur costs related to trading and transactions. These may include transaction fees (maker/taker fees), withdrawal fees, and network fees. These costs are set by the individual exchanges and are not controlled by Tread Foundry Ltd.. Users are advised to review the fee schedule on the respective platform's website at https://www.okx.com, https://www.coinbase.com, and https://www.bitvavo.com.

E.37Offer expenses
N/A
E.38Conflicts of interest

To the best knowledge of Tread Foundry Ltd., no conflicts of interest have been identified in relation to the admission to trading.

E.39Applicable law

Subject to mandatory applicable law, any dispute arising out of or in connection with this white paper shall be governed by and construed in accordance with the laws of the British Virgin Islands.

E.40Competent court

Subject to mandatory applicable law, any dispute arising out of or in connection with this white paper shall be exclusively subject to the jurisdiction of the courts in the British Virgin Islands.

Part F - Information about the crypto-assets

No. Field Content
F.1Crypto-asset type

TREAD. is classified as an "Other Crypto-Asset" under Regulation (EU) 2023/1114, as it is not an Asset-Referenced Token (ART) or E-Money Token (EMT). It is a fungible token based on the ERC-20 standard.

F.2Crypto-asset functionality

The TREAD token's primary functionalities within the tread.fi ecosystem include:

  • Lock-to-Discount on Platform Fees: Users lock TREAD to receive tiered discounts on Tread.fi trading and automation fees. Discounts scale with both the amount locked and the lock duration, automatically applying to the user's own trading and automation activity for the life of the lock.

  • Agent Marketplace Access: Both sides of the third-party agent marketplace use TREAD locks as access mechanisms. Creators lock TREAD to obtain a listing slot to publish an agent, while users lock the token to secure a hiring slot and activate an agent to trade on their connected accounts.

  • Exchange Integration Deposit: Exchanges integrating with the Tread.fi platform must acquire and lock TREAD as an integration security deposit for a fixed term. The deposit secures the integrating exchange's obligations under its integration agreement and is released at the end of the term in accordance with that agreement. The deposit is not consideration for any good or service and confers no yield, interest, reward, or other return on the depositing exchange.

Prior to purchase, the purchaser shall be solely responsible for assessing whether token functionalities are available in the jurisdiction where the purchaser resides. No representation is made that the token's utilities will be accessible to all purchasers regardless of location.

Moreover, each purchaser is solely responsible for assessing whether their intended use of the tokens is lawful and compliant with all applicable laws and regulations in their relevant jurisdiction, and for obtaining independent professional advice where necessary. The Issuer accepts no responsibility or liability for any regulatory, legal, or financial consequences arising from a purchaser's use of the tokens.

F.3Planned application of functionalities

The functionalities described in F.2 will become available at the Token Generation Event (TGE), at which point all consumptive token utility primitives are designed to activate simultaneously.

F.4Type of crypto-asset white paper
OTHR
F.5The type of submission
NEWT
F.6Crypto-asset characteristics

TREAD is a fungible, transferable crypto-asset classified as an "Other Crypto-Asset" under MiCA. It operates on the Ethereum blockchain as an ERC-20 token. The underlying network, Ethereum, uses a Proof-of-Stake consensus mechanism designed for security and decentralization, in which validators are chosen to propose and attest to new blocks based on the amount of ETH they have staked as collateral. TREAD does not represent ownership, profit rights, or legal claims, and functions solely to support the protocol's technical and economic operations.

F.7Commercial name or trading name
N/A, a Digital Token Identifier is provided in F.13
F.8Website of the issuer
F.9Starting date of offer to the public or admission to trading
2026-08-20
F.10Publication date
2026-08-20
F.11Any other services provided by the issuer

The issuer's activity is limited to the issuance of the TREAD crypto-asset and matters directly connected thereto. The issuer does not develop, operate or provide algorithmic trading software, execution management services, order routing, market-making tools, or any marketplace for trading agents, and provides no services to users.

F.12Language or languages of the crypto-asset white paper
English
F.13Digital token identifier code used to uniquely identify the crypto-asset or each of the several crypto assets to which the white paper relates, where available
1FD76G9W5
F.14Functionally fungible group digital token identifier, where available
44GGHZTS4
F.15Voluntary data flag
False
F.16Personal data flag
True
F.17LEI eligibility
True
F.18Home member state
NL
F.19Host member states
AT, BE, BG, CY, CZ, DE, DK, EE, ES, FI, FR, GR, HR, HU, IE, IS, IT, LI, LT, LU, LV, MT, NO, PL, PT, RO, SE, SI, SK

Part G - Information on the rights and obligations attached to the crypto-assets

No. Field Content
G.1Purchaser rights and obligations

Purchasers or holders of TREAD do not acquire any contractual rights, equity interests, profit-sharing rights, dividends, or other legal claims against Tread Foundry Ltd. or any affiliated entity by virtue of holding the token.

The TREAD token is a digital asset designed for functional use within the independently operating tread.fi ecosystem. Any "rights" are limited to the token's protocol-level utility, such as:

  • Lock-to-Discount: The ability to lock tokens to receive tiered discounts on tread.fi trading and automation fees, which scale with both the amount locked and the lock duration.

  • Lock-to-Deploy and Lock-to-Hire: The ability to lock tokens to obtain a listing slot to publish a trading agent on the marketplace, or to secure a hiring slot to activate a third-party agent on a connected account.

  • Phased Governance: The ability to participate in off-chain, advisory voting on predefined ecosystem parameters, such as prioritizing community-requested venue integrations and funding proposals, with voting power proportional to the amount held.

Holding TREAD does not represent ownership in any legal entity and does not confer any right to financial returns.

Prior to purchase, the purchaser shall be solely responsible for assessing whether token functionalities are available in the jurisdiction where the purchaser resides. No representation is made that the token's utilities will be accessible to all purchasers regardless of location.

Moreover, each purchaser is solely responsible for assessing whether their intended use of the tokens is lawful and compliant with all applicable laws and regulations in their relevant jurisdiction, and for obtaining independent professional advice where necessary. The Issuer accepts no responsibility or liability for any regulatory, legal, or financial consequences arising from a purchaser's use of the tokens.

G.2Exercise of rights and obligations

There are no formal contractual rights to "exercise." Any functionality associated with TREAD is exercised technically by interacting with the tread.fi ecosystem. For example:

  • Governance: Rights are exercised by participating in phased, off-chain advisory voting on predefined ecosystem parameters, such as prioritizing community-requested venue integrations and ecosystem funding proposals, with voting power proportional to the amount of tokens held.

  • Utility: Rights are exercised by locking tokens to access consumptive platform services, which includes receiving tiered discounts on trading and automation fees, obtaining listing or hiring slots within the agent marketplace, and fulfilling security deposits or permission requirements for exchange integrations.

Utility-based actions such as token locking are carried out through the platform's mechanisms, while governance participation occurs off-chain as described above.

G.3Conditions for modifications of rights and obligations

Tread Foundry Ltd may decide on amendments or updates to the rights and functionalities associated with the TREAD.

Changes are suggested by the issuer and implemented through updates to the token terms or related documentation. Where feasible, the issuer may inform and request the token holders to provide an opinion on the material changes in advance, but such changes do not require token-holder approval.

G.4Future public offers

Tread Foundry Ltd. does not intend to conduct any future public offerings of the TREAD token.

G.5Issuer retained crypto-assets
84800000
G.6Utility token classification
True
G.7Key features of goods/services of utility tokens

TREAD functions as a utility token within the tread.fi ecosystem, providing access to its core goods and services. These include:

  • Trading and Automation Fee Discounts: Users lock TREAD to receive tiered discounts on platform trading and automation fees. These discounts scale according to the amount of tokens locked and the duration of the lock period, serving as a consumptive benefit for users active in algorithmic trading.

  • Agent Marketplace Access: The token functions as a locking mechanism to participate in the agentic execution marketplace. Independent creators lock tokens to obtain listing slots for their agents, while users lock tokens to obtain hiring slots to activate specific trading agents on their connected accounts.

  • Venue Integration: Exchanges integrating with the platform's routing and liquidity layer utilize the token as a security deposit for a fixed term.

Prior to purchase, the purchaser shall be solely responsible for assessing whether token functionalities are available in the jurisdiction where the purchaser resides. No representation is made that the token's utilities will be accessible to all purchasers regardless of location.

Moreover, each purchaser is solely responsible for assessing whether their intended use of the tokens is lawful and compliant with all applicable laws and regulations in their relevant jurisdiction, and for obtaining independent professional advice where necessary. The Issuer accepts no responsibility or liability for any regulatory, legal, or financial consequences arising from a purchaser's use of the tokens.

G.8Utility tokens redemption

The TREAD token is "redeemed" or used within the ecosystem to access the goods and services listed in G7. This occurs when a platform participant locks the tokens to access tiered discounts on trading and automation fees, or when a user locks the tokens to obtain a hiring slot for activating an automated trading agent on the marketplace. The type of goods or services that can be redeemed may evolve over time based on ecosystem development and governance.

G.9Non-trading request
True
G.10Crypto-assets purchase or sale modalities
N/A
G.11Crypto-assets transfer restrictions

There are no restrictions on the transferability of TREAD at the protocol level; it may be freely transferred between users.

However, a portion of the token supply is subject to contractual lock-up and/or vesting schedules. Founders, employees, and advisors (the Team allocation) and the Tread Labs Treasury are subject to a 12-month cliff, followed by monthly linear vesting, becoming fully liquid 3 years post-TGE for the Team and 4 years post-TGE for the Tread Labs Treasury. The Community & Ecosystem allocation and the Foundation Treasury carry no cliff: 20% of each unlocks at TGE, with the remaining 80% vesting monthly on a linear basis over 4 years. The Genesis Airdrop (15.2% of supply) is unlocked in full at TGE and carries no restriction. Furthermore, individual trading platforms may impose their own transfer restrictions in accordance with applicable laws and internal policies.

G.12Supply adjustment protocols
False
G.13Supply adjustment mechanisms
N/A
G.14Token value protection schemes
False
G.15Token value protection schemes description
N/A
G.16Compensation schemes
False
G.17Compensation schemes description
N/A
G.18Applicable law

There is no written legal agreement between the person seeking admission to trading and the crypto asset-holder that sets out the laws that govern the legal relationship between those two parties. In the absence of such an agreement, the law and competent court applicable to the TREAD token shall be the law of the British Virgin Islands, unless prescribed otherwise by applicable legislation (incl. consumer law).

G.19Competent court

There is no written legal agreement between the person seeking admission to trading and the crypto asset-holder that sets out the laws that govern the legal relationship between those two parties. In the absence of such an agreement, the law and competent court applicable to the TREAD token shall be the law of the British Virgin Islands, unless prescribed otherwise by applicable legislation (incl. consumer law).

Part H - Information on the underlying technology

No. Field Content
H.1Distributed ledger technology (DTL)
N/A, a Digital Token Identifier is provided in F.13
H.2Protocols and technical standards

TREAD is an ERC-20 token. This standard ensures industry compatibility with wallets, exchanges, and smart contracts. The Ethereum network itself is an established Layer-1 blockchain that utilizes a Proof-of-Stake (PoS) consensus mechanism for its operations.

H.3Technology used

As a ERC-20 token, TREAD is deployed as a smart contract. Users can hold, store, and transfer the token using any wallet software (non-custodial or self-custody) that is compatible with the Ethereum network. Users may also manage the token through accounts provided by third-party custodians or centralized exchanges.

H.4Consensus mechanism

The Ethereum network, which TREAD relies on, operates using a Proof-of-Stake (PoS) consensus mechanism.

In this system, validators are chosen to propose and attest to new blocks based on the amount of native tokens (ETH) they have staked as collateral.

H.5Incentive mechanisms and applicable fees

The Ethereum mainnet validators who secure the network are rewarded with economic incentives for their work. These incentives consist of transaction fees (gas) paid by users to process token transfers and interact with smart contracts, together with newly issued ETH awarded as staking rewards for proposing and attesting to blocks. Under Ethereum's fee model, the base portion of each transaction fee is burned rather than paid to validators. The TREAD token itself has a fixed supply and offers no staking yields, revenue-sharing mechanisms, or network security emissions.

H.6Use of distributed ledger technology
True
H.7DLT functionality description

The Ethereum DLT is a decentralized, permissionless network. It is not operated or controlled by Tread Foundry Ltd. (the issuer) or any other single, central entity. It is maintained by a distributed, global network of participants (e.g., validators).

H.8Audit
True
H.9Audit outcome

The audit was successfully completed. The audit reviewed the smart contract for the TREAD standard ERC-20 token contract on the Ethereum mainnet prior to the token generation event. The outcome was that no critical vulnerabilities were identified.

https://treadfoundation.com/audit

Part I - Information on risks

No. Field Content
I.1Offer-related risks

The admission of TREAD to trading on third-party platforms involves specific risks for holders:

  • Third-Party Platform Risk: Holders are subject to the terms and conditions of the trading platforms. The platform's operational disruptions (e.g., outages, cyberattacks) or a decision to delist TREAD (due to low liquidity, regulatory pressure, or internal policy) could severely impact the token's accessibility and liquidity.
  • Platform Insolvency Risk: If a trading platform holding a user's TREAD tokens becomes insolvent or bankrupt, users risk the partial or total loss of those assets.
  • Regulatory Risk (Platforms): Crypto-asset service providers are subject to evolving regulations. New rules could force platforms to halt trading, restrict access for users from certain jurisdictions, or delist TREAD.
I.2Issuer-related risks

N/A

I.3Crypto-assets-related risks

Holding TREAD involves risks inherent to most crypto-assets:

  • Market Volatility: Crypto-asset prices are extremely volatile and subject to significant, rapid fluctuations. The value of TREAD can be influenced by market speculation, shifts in sentiment, and macroeconomic factors, and may not reflect the project's fundamentals. There is no guaranteed price floor, buyback or redeemability mechanism, which means that acquiring the TREAD may result in total loss of the invested amounts.

  • Liquidity Risk: The market for TREAD may lack depth and liquidity. It may be difficult to buy or sell large quantities at a desired price, or at all, leading to significant financial losses.

  • Custody & Private Key Risk: Holders are responsible for securing the private keys to their wallets. The loss, theft, or compromise of these keys will result in the irreversible loss of all associated TREAD tokens, with no recourse.

  • Regulatory Risk: The legal and regulatory treatment of crypto-assets is uncertain and evolving. Future regulations could impose restrictions on the holding, use, or trading of TREAD, or it could be classified in a way that adversely affects its value or legality.

    The regulatory treatment of the tokens, and of the activities enabled by them, is uncertain and may differ across jurisdictions. The exercise of any utility or functionality may, depending on the manner and jurisdiction of use, be characterised as a regulated activity or otherwise attract legal, regulatory, or tax consequences.

  • Utility Risk: The expected utility of the TREAD token within the tread.fi ecosystem may fail to materialize due to low user adoption, technical failures, or superior competing projects, undermining its fundamental value proposition.

I.4Project implementation-related risks

The future success of the tread.fi ecosystem is subject to significant implementation risks:

  • Adoption & Competition Risk: The project may fail to attract a sufficient number of users, developers, and participants to create a viable ecosystem. It faces competition from other projects that may have substantially greater financial, technical, and marketing resources.

  • Roadmap & Development Risk: The project may experience delays, fail to deliver on its published roadmap, or encounter unforeseen technical complexities. Strategic shifts or "pivots" may result in features that do not align with community expectations.

  • Funding & Treasury Risk: Continued development depends on the effective management of the project's treasury. A shortfall in funding or misallocation of resources could slow or halt ecosystem development.

  • Governance Risk: TREAD's governance is advisory and off-chain, with the project team retaining ultimate decision-making authority. Misalignment between community input expressed through advisory votes and decisions made by Tread Foundry Ltd or Tread Foundation could result in community dissatisfaction or reduced participation, even though such decisions do not require holder approval.

  • Regulatory Risk: The legal and regulatory treatment of crypto-assets is uncertain and evolving. Future regulations could impose restrictions on the holding, use, or trading of TREAD, or it could be classified in a way that adversely affects its value or legality.

I.5Technology-related risks

The TREAD token and the tread.fi platform rely on complex, emerging technology, which introduces specific risks:

  • Smart Contract Risk: The smart contracts for TREAD and the ecosystem's applications may contain hidden bugs, flaws, or vulnerabilities, whether or not they have undergone third-party security audits. Such flaws could be exploited by malicious actors, potentially resulting in the theft or irreversible loss of funds.

  • Underlying DLT Risk: The project relies on the security and performance of the underlying Ethereum network. This network is subject to its own risks, such as network congestion, high transaction fees, consensus failures (e.g., 51% attacks), forks, or operational halts. Execution of transactions requires gas fees, which are subject to market conditions and may fluctuate during periods of high activity. Users who interact with TREAD via decentralized exchanges (DEXs) may face exposure to front-running or Maximal Extractable Value (MEV), where third parties reorder or insert transactions for their advantage.

  • Cybersecurity Risk: The ecosystem, including its front-end applications, is a target for cyber-attacks (e.g., DDoS attacks, hacks). A successful attack could disrupt services or lead to a loss of user assets.

  • Scalability Risk: The underlying technology may not scale effectively to handle a high volume of users or transactions, leading to slow performance and high fees, which would deter adoption.

I.6Mitigation measures

Tread Foundry Ltd has implemented several measures to mitigate the identified risks:

  • Security Audits:Commissioning comprehensive security audits of the TREAD smart contract from reputable, independent third-party security firms before deployment.

  • Regulatory Monitoring: Actively monitoring the global regulatory landscape with the assistance of external legal counsel to ensure compliance with applicable laws.

  • Use of Reputable Technology: Building on a secure and battle-tested DLT (Ethereum) to leverage its established consensus mechanism and security.

  • Phased Governance: Implementing a phased, off-chain advisory governance framework that allows token holders to provide input on ecosystem parameters, with the scope of holder participation expanding over time on a schedule to be published by the Foundation.

  • Strategic Partnerships: Strategic partnerships and exchange listings are pursued to improve liquidity and operational resilience.

Part J - Information on the sustainability indicators in relation to adverse impact on the climate and other environment-related adverse impacts

No. Field Content
S.1Name
Tread Foundry Ltd.
S.2Relevant legal entity identifier
984500053EQ4O1D5BF74
S.3Name of the crypto-asset
Tread
S.4Consensus mechanism

The Ethereum network, which TREAD relies on, operates using a Proof-of-Stake (PoS) consensus mechanism.

In this system, validators are chosen to propose and attest to new blocks based on the amount of native tokens (ETH) they have staked as collateral.

S.5Incentive mechanisms and applicable fees

The Ethereum mainnet validators who secure the network are rewarded with economic incentives for their work. These incentives consist of transaction fees (gas) paid by users to process token transfers and interact with smart contracts, together with newly issued ETH awarded as staking rewards for proposing and attesting to blocks. Under Ethereum's fee model, the base portion of each transaction fee is burned rather than paid to validators. The TREAD token itself has a fixed supply and offers no staking yields, revenue-sharing mechanisms, or network security emissions.

S.6Beginning of the period to which disclosed information relates
2026-07-06
S.7End of the period to which disclosed information relates
2026-07-19
S.8Energy consumption
2,01915 kWh
S.9Energy consumption sources and methodologies

Data provided by CCRI; all indicators are based on a set of assumptions and thus represent estimates; methodology description and overview of input data, external datasets and underlying assumptions available at: carbon-ratings.com/dl/whitepaper-mica-methods-2024 and docs.mica.api.carbon-ratings.com. We do not account for any offsetting of energy consumption or other market-based mechanism as of today.

S.10Renewable energy consumption
N/A
S.11Energy intensity
N/A
S.12Scope 1 DLT GHG emissions - controlled
N/A
S.13Scope 2 DLT GHG emissions - purchased
N/A
S.14GHG intensity
N/A
S.15Key energy sources and methodologies
N/A
S.16Key GHG sources and methodologies
N/A
S.17Energy mix
N/A
S.18Energy use reduction
N/A
S.19Carbon intensity
N/A
S.20Scope 3 DLT GHG emissions - Value chain
N/A
S.21GHG emissions reduction targets or commitments
N/A
S.22Generation of waste electrical and electronic equipment (WEEE)
N/A
S.23Non-recycled WEEE ratio
N/A
S.24Generation of hazardous waste
N/A
S.25Generation of waste (all types)
N/A
S.26Non-recycled waste ratio (all types)
N/A
S.27Waste intensity (all types)
N/A
S.28Waste reduction targets or commitments (all types)
N/A
S.29Impact of the use of equipment on natural resources
N/A
S.30Natural resources use reduction targets or commitments
N/A
S.31Water use
N/A
S.32Non recycled water ratio
N/A
S.33Other energy sources and methodologies
N/A
S.34Other GHG sources and methodologies
N/A
S.35Waste sources and methodologies
N/A
S.36Natural resources sources and methodologies
N/A
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