tZERO Adds Sovereign Digital Bond Collateral to Regulated Broker-Dealer Custody

Institutions can now hold USDM1 through tZERO Digital Asset Securities, an SEC-registered digital asset custodian, advancing access to on-chain sovereign collateral under regulated broker-dealer framework

NEW YORK, NY – June 4, 2026 – tZERO Group, Inc., a tokenization infrastructure leader, today announced that USDM1, a USD-denominated, fully secured sovereign bondissued natively on-chain by the Republic of the Marshall Islands, can now be held through tZERO Digital Asset Securities, LLC, an SEC-registered broker-dealer custodian of digital assets.

Institutional participants seeking regulated custody solutions for tokenized securities and other digital assets can open accounts with tZERO’s broker-dealers to securely hold USDM1 within a regulated framework aligned with U.S. securities laws.

USDM1 is a natively issued, USD-denominated sovereign debt security backed 1:1 by pledged short-duration U.S. Treasury instruments. Each unit of USDM1 represents a direct interest in secured sovereign debt issued under New York law, structured in the style of a Brady bond, with an explicit customary waiver of sovereign immunity. Cleary Gottlieb advised the RMI as issuer’s counsel.

USDM1 combines the legal and structural protections of a traditional fixed income instrument with settlement and other efficiencies of tokenized assets. It pays a coupon and may be treated as a financial instrument or cash equivalent. Holders benefit from enforceable rights to par redemption against a sovereign issuer alongside an independent U.S. trust company maintaining a perfected, first-priority security interest in pledged U.S. Treasury instruments under New York law.

“USDM1 introduces a new category of on-chain sovereign collateral that aligns with how institutions manage custody, financing, and balance sheet efficiency,” said Alan Konevsky, Chairman of the Board and Chief Executive Officer of tZERO. “Supporting USDM1 within tZERO’s custody solution reflects our focus on expanding regulated access to digital assets that can integrate directly into institutional workflows for cash and treasury management.”

USDM1 is currently issued and supported across multiple blockchain networks, including Stellar, Canton and Solana, providing flexibility for institutional participants. As collateral, it benefits from robust U.S. close-out netting protections and supports sovereign look-through to Level 1 HQLA under Basel standards.

The addition of USDM1 to tZERO’s platform extends tZERO’s capabilities as a regulated infrastructure provider for tokenized securities and other digital assets, enabling institutions to:

• Hold sovereign, Treasury-backed digital asset securities within an SEC-registered qualified custodian
• Integrate on-chain assets into existing custody and operational frameworks
• Access digital asset securities designed for compatibility with margin, financing, and collateral workflows

Looking ahead, tZERO expects to explore broader infrastructure interoperability with USDM1 across tZERO’s regulated ecosystem and broader DeFi use cases.

This may include expanding availability of USDM1 to tZERO’s existing institutional client base, further integration with tZERO’s SEC- and FINRA-regulated broker-dealer capabilities, compatibility with tZERO’s clearing infrastructure and forthcoming derivatives framework, and API-level connectivity through tZERO Connect for institutional participants.

Over time, the parties also expect to evaluate pathways for USDM1 to function as both a trading and funding instrument within regulated secondary market environments, including exploring access to liquidity through tZERO’s regulated alternative trading system.

USDM1 has been engineered to function within familiar broker-dealer custody and secured financing frameworks, offering a pathway for institutions to hold yield-bearing, Treasury-collateralized instruments in regulated custody environments while maintaining 24/7 on-chain settlement capabilities.

This announcement reflects continued momentum in bridging traditional financial infrastructure with blockchain-based assets, as institutions increasingly seek regulated pathways to access tokenized securities and on-chain collateral.

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tZERO Contact:

Julie Ros, Head of Marketing, Communications, & Institutional Growth

marketing@tzero.com

USDM1 Contact:

usdm1@wachsman.com

About the RMI / USDM1

USDM1 is USD-denominated sovereign debt issued natively on-chain by the Republic of the Marshall Islands, secured 1:1 by short-duration U.S. Treasury instruments held in bankruptcy remote custody. The RMI operates exclusively on the U.S. dollar standard under its Compact of Free Association with the United States, which establishes the dollar as its sole legal tender. For more, see the government’s white-paper “Financial Access and the Path to USDM1.”

USDM1 is structured in the style of a fully collateralized Brady bond with issuance, collateral and redemption under New York law, including an explicit customary waiver of sovereign immunity. USDM1 provides holders with claims secured by a perfected first-priority security interest in collateral. Unlike privately issued digital dollar instruments, USDM1 is structured as sovereign debt with collateral perfected under the UCC, enabling compatibility with ISDA netting frameworks and supporting inclusion in ISDA netting sets. As institutional-grade collateral, USDM1 supports integration in institutional margin, repo and financing workflows and operates within existing legal, accounting, and capital frameworks, improving capital efficiency and balance sheet treatment.

Cleary Gottlieb serves as issuer's counsel and advised with respect to the structuring of the instrument under New York law with the participation of partners specializing in sovereign debt, UCC and secured transactions, creditors’ rights, netting and digital asset market infrastructure. USDM1 is secured on a 1:1 basis. Collateral may be subject to customary limited liens in favor of the custodians.

About tZERO Group, Inc.

tZERO Group, Inc. (tZERO) and its broker-dealer subsidiaries provide an innovative liquidity platform for private companies and assets. We offer institutional-grade solutions for issuers looking to digitize their capital table through blockchain technology, and make such equity available for trading on an alternative trading system. tZERO, through its broker-dealer subsidiaries, democratizes access to private assets by providing a simple, automated, and efficient trading venue to broker-dealers, institutions, and investors. All technology services are offered through tZERO Technologies, LLC. For more information, please visit our website.

About tZERO Digital Asset Securities, LLC

tZERO Digital Asset Securities, LLC is a broker-dealer registered with the SEC and a member of FINRA and SIPC. It is the broker-dealer custodian of all digital asset securities offered on tZERO’s online brokerage platform. Digital asset securities may not be “securities” as defined under the Securities Investor Protection Act (SIPA)-and in particular, digital asset securities that are “investment contracts” under the Howey test but are not registered with the Securities and Exchange Commission are excluded from SIPA’s definition of “securities”-and thus the protections afforded to securities customers under SIPA may not apply. More information about tZERO Digital Asset Securities may be found on FINRA’s BrokerCheck.

About tZERO Securities, LLC

tZERO Securities, LLC is a broker-dealer registered with the SEC and a member of FINRA and SIPC. It is the operator of the tZERO Securities ATS. More information about tZERO Securities may be found on FINRA’s BrokerCheck.

Investor Notice

Digital asset securities, as well as any particular investment, may not be suitable or appropriate for everyone. Investors should note that investing or trading in securities could involve substantial risks, including no guarantee of returns, costs associated with selling and purchasing, and no assurance of liquidity which could impact their price and investor’s ability to sell, and possible loss of principal invested. There is always the potential of losing money when you invest in securities. There are also unique risks specific to digital asset securities, including, without limitation, fraud, manipulation, theft, and loss.

No Offer, Solicitation, Investment Advice or Recommendations

This release is for informational purposes only and does not constitute an offer to sell, a solicitation to buy, or a recommendation for USDM1 or any security, nor does it constitute an offer to provide investment advisory or other services by tZERO or any of its affiliates, subsidiaries, officers, directors or employees. No reference to any specific security constitutes a recommendation to buy, sell, or hold that security or any other security. Nothing in this release shall be considered a solicitation or offer to buy or sell any security, future, option or other financial instrument or to offer or provide any investment advice or service to any person in any jurisdiction. Nothing contained in this release constitutes investment advice or offers any opinion with respect to the suitability of any security, and the views expressed in this release should not be taken as advice to buy, sell or hold any security. In preparing the information contained in this release, we have not taken into account the investment needs, objectives, and financial circumstances of any particular investor. This information has no regard to the specific investment objectives, financial situation, and particular needs of any specific recipient of this information and investments discussed may not be suitable for all investors. Any views expressed in this release by us were prepared based upon the information available to us at the time such views were written. Changed or additional information could cause such views to change. All information is subject to possible corrections. Information may quickly become unreliable for various reasons, including changes in market conditions or economic circumstances.

USDM1 is being offered and sold solely outside the United States in reliance on Regulation S under the United States Securities Act of 1933, as amended (the “Securities Act”). The Republic of the Marshall Islands has not registered any offering of USDM1 under the Securities Act, or any other U.S. federal or state securities laws.

Nothing in this communication should be construed as, or constitutes, a recommendation by the Republic of the Marshall Islands, tZERO or any third party, to acquire or dispose of USDM1 or any other security, or to engage in any investment strategy or transaction. Prospective investors are urged to carefully read the offering memorandum prepared in connection with the offering of USDM1 in its entirety, including all annexes, appendices, and supplements thereto, before making any investment decision. The offering memorandum contains important information regarding, among other things, the terms of the securities, the risks associated with an investment therein, and the financial condition and business of the issuer. Prospective investors are solely responsible for determining whether any investment, security or strategy, or any other product or service, is appropriate or suitable for them based on their investment objectives and personal and financial situation. Prospective investors should consult an attorney or tax professional regarding their specific legal or tax situation.

Forward-Looking Statements

This release contains forward-looking statements. In addition, from time to time, tZERO, its subsidiaries, or its representatives may make forward-looking statements orally or in writing. These forward-looking statements are based on expectations and projections about future events, which is derived from currently available information. Such forward-looking statements relate to future events or future performance, including financial performance and projections; growth in revenue and earnings; and business prospects and opportunities. You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as “may,” “should,” “expects,” “anticipates,” “contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,” “potential,” or “hopes” or the negative of these or similar terms. Statements regarding trends relating to the Republic of the Marshall Islands or USDM1, and future expansions or projects relating to Republic of the Marshall Islands or USDM1 are examples of forward-looking statements. In evaluating these forward-looking statements, you should consider various factors, including, without limitation: the ability of tZERO and its subsidiaries to change the direction; tZERO’s ability to keep pace with new technology and changing market needs; performance of individual transactions; regulatory developments and matters; and competition. These and other factors may cause actual results to differ materially from any forward-looking statement. Forward-looking statements are only predictions. The forward-looking events discussed in this release and other statements made from time to time by tZERO, its subsidiaries or their respective representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties and assumptions. tZERO, its subsidiaries, and its representatives are not obligated to publicly update or revise any forward-looking statement, whether as a result of uncertainties and assumptions, the forward-looking events discussed in this release and other statements made from time to time by tZERO, its subsidiaries or its representatives might not occur. ​The securities described herein are subject to qualification by the U.S. Securities and Exchange Commission under Regulation A+ (Tier 2) and have not yet been so qualified. No money or other consideration is being solicited, and if sent in response, will not be accepted. A person's indication of interest involves no obligation or commitment of any kind.