BTCS Btcs Inc. - 8-K

Item
5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On
May 29, 2026, the board of directors of BTCS Inc. (the “Company”) approved an amendment to the Company’s Amended and
Restated Bylaws (the “Bylaws”) and adopted an amendment to the quorum requirement contained in Article II, Section 2.9 of
the Bylaws (the “Amendment”) to provide that the holders of thirty-three and one third percent (33.3%) of the voting power
of the Company entitled to vote at a meeting of stockholders, present in person or represented by proxy, shall constitute a quorum for
the transaction of business. Prior to the Amendment, the Bylaws provided that a quorum at a meeting of shareholders consisted of the
holders of a majority of the voting power, present in person or represented by proxy.

The
foregoing summary of the Amendment is qualified in its entirety by reference to the text of the Amendment, which is attached as Exhibit
3.1 to this Form 8-K and is incorporated by reference into this Item 5.03.

Item
9.01 Financial Statements and Exhibits

Exhibit
No.

Description

3.1

Amendment to the Amended and Restated Bylaws of BTCS Inc.

104

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