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Numerai
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Numerai

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Token Transparency Filing

B1 v1.1 · Filed 01 Sep 2026Partial - 10 gaps
This page was compiled by Blockworks using publicly available information reviewed consistent with the TTF. Certain categories of information are more likely to include undisclosed items (e.g., non-announced fundraisings or material relationships).

Project & Team

01

Description of Project

Provide a concise narrative that clearly states each of (a)–(e) below.

  • (a) Problem the project solves — The problem the project is solving.
  • (b) Operational priorities — Provide a high-level description of how the project expects to support ongoing development and operations over time.
  • (c) High-level project overview — How the project works at a high level.
  • (d) Primary token functions — The primary functions of the token (e.g. gov participation).
  • (e) Control surface reliance — If any, briefly describe the anticipated or possible evolution of the protocol's governance/control model.

(a) Problem the project solves

Traditional hedge funds operate in data silos, produce redundant and uncorrelated proprietary models at high cost, and rely on limited internal research teams that are susceptible to overfitting. Numerai addresses this by running a crowdsourced machine learning tournament where thousands of independent data scientists submit predictions on obfuscated financial data. NMR staking makes overfitting economically irrational: staking capital on a model that performs well on live data earns rewards, while a model that performs poorly results in a burn of the staked NMR.

(Source: Numerai Overview Docs, Numeraire Whitepaper)

(b) Operational priorities

Numerai supports operations through a combination of management and performance fees charged to its hedge fund, tournament payouts funded from the NMR treasury, and open-market NMR buybacks to replenish treasury reserves as they deplete. The hedge fund reported $550 million in AUM and a 25.45% net return in 2024. In July 2025, Numerai executed a $1 million NMR buyback via Coinbase Institutional, citing treasury depletion risk. In November 2025, Numerai raised $30 million in a Series C round led by university endowments, and separately secured a $500 million capacity commitment from J.P. Morgan Asset Management.

(Source: Numerai Buyback Announcement, Series C Announcement via Messari, CoinGecko NMR)

(c) High-level project overview

Numerai distributes obfuscated financial datasets to registered data scientists, who build machine learning models and submit predictions each round (Tuesday through Saturday). Numerai aggregates all submitted predictions into a Stake-Weighted Meta Model, weighted by the NMR each data scientist has staked on their model. That Meta Model drives live trading across Numerai's hedge fund. Successful models earn NMR payouts; underperforming models have their staked NMR burned. As of mid-2025, over 1 million NMR was staked daily on Numerai models, and the fund executed over $250 million in trades per week.

(Source: Numerai Overview Docs, Numerai June 2025 Update)

(d) Primary token functions

NMR serves three primary functions on the Numerai platform: staking on prediction model submissions to signal confidence, receiving payouts when submissions score positively, and being burned (destroyed) when submissions score negatively. The NMR 2.0 upgrade in 2019 eliminated further minting and established NMR as a fixed-supply, burn-only asset. The token also functions within the broader Erasure Protocol, which extends staking to other prediction contexts beyond equities.

(Source: Numerai Staking Docs, NMR 2.0 Announcement)

(e) Control surface reliance

Two distinct control surfaces operate in parallel. First, Numerai, LLC retains administrative control over the tournament platform, including the ability to disable uploaded models under documented upload rules and to pay out or burn staked NMR based on scoring outcomes. Second, the Council of Elders — a community-elected group of seven members managing a 4-of-7 Gnosis multisig at councilofelders.eth — holds treasury governance authority funded by Numerai. The Council of Elders was established in 2021 and expanded to nine members in 2026. On-chain treasury proposals require a 4-of-7 signature threshold. Numerai has not formally transferred protocol-level admin keys to the Council of Elders; the core NMR token contract upgrade and pause authority resides with Numerai.

(Source: Council of Elders RFC, Council of Elders Year in Review, Numerai Staking Docs, Elder Nominations 2026)

02

Known Project Team

For each existing entity: Labs/DevCo (e.g., Founder, CEO, CTO, COO), Foundation (e.g., President, Executive Director, CFO, COO), and DAO / onchain governance leadership (if applicable) list the: (a) full names, (b) official titles, (c) and prior experience of key team members. For any non-existent entity, explicitly mention it does not exist. External links may be included but they will not factor into the score.

Full Name

Entity

Official Title

Prior Experience

Richard Craib

Labs

Founder and CEO

Built a global equity fund powered by machine learning at Prudential (M&G), a $15 billion asset manager; graduated with a degree in pure mathematics from Cornell University; Forbes 30 Under 30.

No primary foundation entity exists. The reviewed public record identifies Numerai GP LLC and Numerai One Master Ltd as the principal legal entities. No separately incorporated non-profit or foundation has been identified in public SEC filings or corporate records.

Foundation

The Council of Elders is a community-elected group of seven (recently expanded to nine) members who manage the councilofelders.eth Gnosis multisig. Members are identified in public forums and on GitHub by their Numerai community handles rather than verified legal names. No public record ties council membership to verified full legal names.

DAO

Blockworks note: Additional named executives (e.g., COO, CTO) were not confirmed across public sources as of the date of this filing. ZoomInfo notes a former CTO named James Elford who departed to join DRW as Senior Research Engineer, but current C-suite composition beyond Richard Craib is not publicly disclosed.
(Source: Richard Craib LinkedIn, Rebellion Research Bio, CoinMarketCap Numerai, ZoomInfo Numerai, SEC Form D, SEC Form D/A, Council of Elders GitHub, Council of Elders Year in Review 2024, Elder Nominations 2026)

03

DAO Structure

Provide a structured description of the DAO's governance, powers, and economic rights. If a DAO does not exist, state so. Address the lettered items below. Even if there is no DAO, there must be an answer to (d).

  • (a) IP ownership & control — State what IP the DAO owns or controls (e.g., codebases/repos, trademarks/brands). Note any license if relevant.
  • (b) Contract/admin powers — List onchain or administrative authorities and limits: pause/upgrade roles (e.g., multisig pause), governance-executor authorities, and the method of authority for each (e.g., veto, majority, super-majority).
  • (c) Locked-token rights (conditional) — If locking/staking for additional rights exists, explain the additional rights and what tokenholders can and cannot decide. If no locking mechanism exists, leave absent.
  • (d) Value accrual & holder rights — If any, describe the current rights of tokenholders over revenue distribution and the treasury.
  • (e) Dissolution authority — State who can dissolve/wind up the DAO and by what mechanism (e.g., onchain vote threshold, board resolution of a legal wrapper).

(a) IP ownership & control

The public record does not disclose what IP, codebases, or trademarks, if any, are owned or controlled by the Council of Elders entity or its multisig. The Council of Elders GitHub repositories include open-source community tooling (e.g., NumerBay marketplace, example notebooks) under MIT and AGPL-3.0 licenses, but no formal IP assignment to the multisig entity has been identified.

(Source: Council of Elders RFC, Numerai Forum Terms of Service, Council of Elders GitHub)

(b) Contract/admin powers

The Council of Elders manages treasury actions through the councilofelders.eth Gnosis multisig, which requires 4-of-7 signers (recently expanded to 9 members, with corresponding threshold updates not yet confirmed in public sources) to authorize transactions. Proposals are the formal mechanism for treasury actions. The Council of Elders does not hold upgrade or pause authority over the core NMR ERC-20 token contract; those controls remain with Numerai. Numerai funds the Council of Elders with periodic NMR grants — in 2024, the Council received $100,000 in funding from Numerai.

(Source: Council of Elders RFC, Council of Elders Year in Review 2024)

(c) Locked-token rights (conditional)

Staking NMR on a tournament model locks that NMR during the active scoring period and grants Numerai contractual permission to pay out or burn the at-risk amount based on model performance scores. Staking does not grant tokenholders treasury governance rights, revenue distribution rights, or voting authority over protocol policy. Over 1 million NMR was staked on Numerai models daily as of July 2025.

(Source: Numerai Staking Docs, Numerai Buyback Announcement)

(d) Value accrual & holder rights

NMR tokenholders have no formal claim on Numerai's hedge fund revenue, management fees, or performance fees through token ownership alone. Value accrual to tokenholders occurs indirectly through staking rewards (paid from the NMR treasury) and deflationary pressure from burns of underperforming stakes. The NMR buyback program, funded from hedge fund profits, returns value to token supply by reducing circulating tokens, but this is a discretionary action by Numerai and not a contractual right of tokenholders.

(Source: Council of Elders RFC, Numerai Staking Docs)

(e) Dissolution authority

The public record does not disclose a formal dissolution mechanism for the Council of Elders or any associated legal wrapper.

(Source: Council of Elders RFC, Council of Elders Year in Review 2024)

04

Primary Foundation

For the Primary Foundation do the following independently. If an entity does not exist, state that explicitly. Items (a)–(f) apply only if that entity exists; state explicitly that the entity doesn't exist. Definitions: The primary Foundation and DevCo can be explained as those entities which are directly involved in the issuance of the native token at launch.

  • (a) Entity — Type and jurisdiction.
  • (b) IP ownership & control — What IP the entity owns/controls (repos/code, trademarks/brand; license optional) and an explanation of any subsidiary entities.
  • (c) Powers over DAO, treasury, protocol-controlled resources, and token administration — If any, describe the current powers over DAO governance, treasury actions, protocol-controlled resources (e.g. revenue), token administration, or reward parameters, and the method/threshold for each.
  • (d) Powers over DevCo — Explain whether the foundation can exert direct or indirect influence over decision-making of the DevCo.
  • (e) Contract/admin powers — Pause/upgrade/governance-executor authorities and the method/threshold for each (e.g., veto/majority/super-majority; "3/5 multisig").
  • (f) Current economic arrangements and distribution policies — Describe any current governance-approved, contractual, or programmatic mechanisms, if any, by which protocol-controlled resources, treasury assets, fees, revenue, rewards, or token distributions may be directed to this entity, its equityholders, contributors, or other participants. If no such mechanism currently exists, state that explicitly. Do not discuss hypothetical future dividends, repurchases, or distributions unless formally adopted.

(a) Entity

The project does not operate a primary foundation entity. SEC filings identify Numerai GP LLC (a Delaware entity) and Numerai One Master Ltd (a Cayman Islands exempted company) as the principal legal entities. Neither is organized as a non-profit foundation. Items (a) through (f) do not apply.

(Source: SEC Form D, SEC Form D/A)

05

Primary Dev Co

For the Primary DevCo do the following independently. If an entity does not exist, state that explicitly. Items (a)–(f) apply only if that entity exists; state explicitly that the entity doesn't exist. Definitions: The primary Foundation and DevCo can be explained as those entities which are directly involved in the issuance of the native token at launch.

  • (a) Entity — Type and jurisdiction.
  • (b) IP ownership & control — What IP the entity owns/controls (repos/code, trademarks/brand; license optional) and an explanation of any subsidiary entities.
  • (c) Powers over DAO, treasury, protocol-controlled resources, and token administration — If any, describe the current powers over DAO governance, treasury actions, protocol-controlled resources (e.g. revenue), token administration, or reward parameters, and the method/threshold for each.
  • (d) Powers over Foundation — Explain whether the DevCo can exert direct or indirect influence over decision-making of the Foundation.
  • (e) Contract/admin powers — Pause/upgrade/governance-executor authorities and the method/threshold for each (e.g., veto/majority/super-majority; "3/5 multisig").
  • (f) Current economic arrangements and distribution policies — Describe any current governance-approved, contractual, or programmatic mechanisms, if any, by which protocol-controlled resources, treasury assets, fees, revenue, rewards, or token distributions may be directed to this entity, its equityholders, contributors, or other participants. If no such mechanism currently exists, state that explicitly. Do not discuss hypothetical future dividends, repurchases, or distributions unless formally adopted.

(a) Entity

Numerai, LLC is a Delaware limited liability company with a principal place of business in San Francisco, California. Numerai GP LLC is a related Delaware entity that serves as the general partner of affiliated fund structures. Numerai One Master Ltd is a Cayman Islands exempted company organized as a pooled investment fund (hedge fund). Richard Craib is identified in SEC filings as the Managing Member of Numerai, LLC.

(Source: SEC Form D, SEC Form D/A)

(b) IP ownership & control

The public record does not disclose a formal IP ownership schedule for Numerai, LLC covering the NMR smart contract, tournament platform code, or Numerai trademarks.

(Source: SEC Form D/A)

(c) Powers over DAO, treasury, protocol-controlled resources, and token administration

Numerai funds the Council of Elders treasury through periodic NMR grants and retains the practical ability to increase or decrease that funding unilaterally, as the Council's multisig budget depends on Numerai transfers. Numerai also retains administrative control over tournament reward parameters, including the payout_factor and scoring methodology, without requiring Council of Elders approval. The NMR 2.0 smart contract has a fixed supply cap that eliminates minting authority; no further token issuance is possible by any party.

(Source: Council of Elders RFC, Council of Elders Year in Review 2024, NMR 2.0 Announcement)

(d) Powers over Foundation

No foundation entity exists. This item does not apply.

(Source: SEC Form D/A)

(e) Contract/admin powers

Numerai retains the ability to disable uploaded models under the platform's model-upload rules and retains permission, granted by the staking contract, to pay out or burn NMR at stake during scoring. These powers are exercised by Numerai unilaterally and are not subject to Council of Elders approval. The NMR 2.0 contract was audited by Trail of Bits; the audit report confirmed that minting was disabled and the multisig replaced with a Gnosis Safe structure.

(Source: Numerai Model Uploads Docs, Numerai Staking Docs, NMR 2.0 Announcement)

(f) Current economic arrangements and distribution policies

Numerai, LLC and affiliated persons receive a management fee based on fund assets and a performance fee based on fund profits, as disclosed in SEC Form D/A filings for Numerai One Master Ltd. Numerai funds tournament payouts to data scientists from the NMR treasury. In July 2025, Numerai announced a $1 million open-market NMR buyback executed through Coinbase Institutional, using fund-generated profits to replenish treasury supply. No governance-approved mechanism directs revenue or token distributions to external equityholders beyond these disclosed arrangements.

(Source: SEC Form D/A, Numerai Buyback Announcement)

Token Supply & Allocations

06

Initial Allocation

Disclose launch and initial supply details in a single initial allocation schedule covering the token's launch.

  • (a) Launch supply totals — The total number of tokens issued at launch, the total number of tokens locked at launch or the total number of tokens unlocked at launch.
  • (b) Recipient categories & use of funds — The recipient categories with brief explanations as to how the category will use the tokens so an auditor can distinguish each bucket.
  • (c) Initial price per token (if applicable) — The initial price per token at TGE. If the token launched via a liquidity bootstrapping mechanism, auction, or other price-discovery process rather than a fixed offering price, describe that mechanism and the final market set price instead. If no fixed price was set, state so.
  • (d) Ticker / market symbol — The ticker/market symbol.
  • (e) Total supply & supply regime — The total supply and whether the supply is fixed (if not explain inflation rate or deflation rate).
  • (f) Initial vesting / release schedules — The initial vesting/release schedules (identify which categories/recipients are subject to vesting and the high-level timing logic).

(a) Launch supply totals

NMR launched on June 23, 2017 on the Ethereum mainnet as an ERC-20 token. At launch, the smart contract set a maximum cap of 21 million NMR. Numerai distributed 1 million NMR to approximately 12,000 data scientists at launch based on their prior tournament performance — no tokens were sold in a public offering. The remaining mintable supply was held by Numerai and subject to a weekly minting schedule. In May 2018, Numerai locked 3 million NMR irreversibly in the staking contract until a resolve date of 2028, using tournament 0 / round 5. In 2019, the NMR 2.0 upgrade reduced the maximum supply from 21 million to 11 million by burning 10 million unissued tokens and eliminating the minting function entirely. At that point, all 11 million NMR tokens had been minted, and no further issuance is possible.

(Source: Numerai New Token Supply Post, NMR 2.0 Announcement, Grokipedia Numerai, CoinGecko NMR)

(b) Recipient categories & use of funds

The public record supports the following allocation buckets at the time of the NMR 2.0 cap reduction:

  • Recipient Category: Early data scientist airdrop
    • Approximate Amount: 1,000,000 NMR
    • Purpose: Distributed to ~12,000 platform users based on historical tournament contribution at launch (2017)
  • Recipient Category: Treasury (tournament rewards)
    • Approximate Amount: ~3,000,000 NMR locked until 2028
    • Purpose: Locked irreversibly in staking contract; to be released as tournament participant rewards
  • Recipient Category: Remaining treasury / operations
    • Approximate Amount: ~7,000,000 NMR (residual after burns and distributions)
    • Purpose: Funds ongoing weekly tournament payouts and strategic initiatives including buybacks

(Source: Numerai New Token Supply Post, NMR 2.0 Announcement, IQ.wiki Numerai)

(c) Initial price per token (if applicable)

NMR did not launch through an ICO or public token sale. No fixed launch price was set. Numerai distributed 1 million NMR at no charge to approximately 12,000 data scientists. The first exchange-quoted price on or around launch in June 2017 was approximately $25 per NMR, and NMR reached an all-time high of approximately $168 on June 25, 2017.

(Source: Grokipedia Numerai, CoinGecko NMR, Coin Bureau NMR Review)

(d) Ticker / market symbol

NMR

(Source: Numerai Staking Docs, CoinGecko NMR)

(e) Total supply & supply regime

The maximum supply of NMR is fixed at 11,000,000 tokens. All 11 million tokens have been minted; no further minting is possible. The supply is deflationary: NMR staked on underperforming tournament models is burned weekly, reducing total supply over time. As of June 2026, circulating supply is approximately 7.49 million NMR and total supply (including locked treasury tokens) is approximately 10.64 million NMR, reflecting cumulative burns since the NMR 2.0 upgrade.

(Source: CoinMarketCap NMR, CoinGecko NMR, NMR 2.0 Announcement)

(f) Initial vesting / release schedules

The 3 million NMR locked in the staking contract in May 2018 remains subject to a time-lock with a resolve date of 2028. This lock is on-chain and irreversible by design; Numerai cannot access those tokens until 2028. Those tokens are intended for release as tournament participant rewards over the remaining lock period. No other formal vesting or release schedule for launch-era recipient categories (e.g., team, early investors) has been publicly disclosed.

(Source: Numerai New Token Supply Post, IQ.wiki Numerai)

07

Airdrop Process

Address each of the following sub-items based on the project's airdrop status. If a sub-item does not apply to the project's situation, state that explicitly.

  • (a) Planned but not yet executed airdrop — If the project has planned but not yet airdropped, commit to publishing a recipient wallet list in a public channel and provide it to Blockworks quarterly until the initial TGE airdrop is fully completed. Additionally, generally state the possible target user segments (e.g., "stakers of X," "Aave users") and the allocation method (e.g., proportional to ve-balance or net position).
  • (b) Executed airdrop — If the project has already airdropped, point to a per-address source such as CSV/TSV/JSON files, a Dune table, a full Merkle dump, GitHub repo files embedding per-address allocations, or RPC endpoints that expose claim/amount data; explorer links alone do not count. Additionally, clearly state covered user segments (e.g., "stakers of X," "Aave users") and the allocation method (e.g., proportional to ve-balance or net position).
  • (c) No airdrop planned or conducted — If the project does not plan to conduct an airdrop for TGE and has never conducted one, state so plainly (e.g., "We have never conducted an airdrop to date and do not plan to execute one").
  • Planned but not yet executed airdrop: Not applicable. Numerai's token distribution was executed in June 2017 at the launch of NMR. No airdrop is currently planned, pending, or partially completed, and there is therefore no forward-looking recipient wallet list to publish or provide to Blockworks on a quarterly basis.

  • Executed airdrop: NMR launched in June 2017 without an ICO or public token sale. At launch, Numerai distributed 1,000,000 NMR to approximately 12,000 registered data scientists. The distribution was merit-based rather than wallet-snapshot-based, but it is treated here as an executed airdrop for disclosure purposes.

    Covered user segment: registered Numerai tournament participants who had submitted predictions prior to the NMR launch date. No wallet-holding, staking, or third-party protocol usage criteria applied.

    Allocation method: proportional to cumulative historical leaderboard performance across Numerai tournaments preceding the launch. Allocation was a function of each participant's ranked contribution record, not of capital committed or tokens held.

    Per-address source: no per-address CSV, TSV, JSON, Merkle dump, Dune table, GitHub repository file, or RPC endpoint exposing per-address claim or allocation amounts has been identified in the public record for the 2017 distribution.

    (Source: Numerai New Token Supply Post, Grokipedia Numerai, IQ.wiki Numerai)

  • No airdrop planned or conducted: Not applicable. Numerai conducted a one-time token distribution to approximately 12,000 tournament participants in June 2017, disclosed under sub-item (b) above.

Blockworks note: The 2017 distribution predates the Numerai platform's use of on-chain claim contracts. Allocations were credited to participant accounts on the Numerai platform rather than distributed via a claimable Merkle contract, which is why no Merkle dump or claim-exposing RPC endpoint exists for this distribution.

Transactions & Market Structures

08

Market Maker Agreements & Deals

Projects must disclose all material terms of market-making arrangements that affect token liquidity. If the project has no agreements or deals with market makers, state that explicitly; doing so earns full credit. For each market maker, include in a table:

  • (a) Market maker's name — the market maker's name;
  • (b) Token allocation or loaned amount — the token allocation or loaned amount as a percentage of total supply;
  • (c) Duration/term of agreement — the duration/term of the agreement; and, where applicable,
  • (d) Name of agreement structure — label the financial vehicle being used in the agreement (i.e. loan, option/call, retainer model) without describing trading strategy or expected outcomes.

If the project has no agreements or deals with market makers, state that explicitly; doing so earns full credit. If no native tokens were loaned or allocated to market makers, state that explicitly; cash/fiat retainers or fees are not required for this item.

Blockworks note: No market maker agreements or token loan arrangements involving NMR have been identified in the public record.

09

CEX / DEX Agreements & Deals

Projects must disclose all material terms of centralized or decentralized exchange listings that affect token liquidity. For each listing, include in a table:

  • (a) Exchange name / DEX pool — the exchange name (and, for DEX, the specific pool/pair);
  • (b) Token allocation for listing — the token allocation supplied or committed for listing as a percentage of total supply;
  • (c) Term Duration — the duration/term of any listing lockups, liquidity, or incentive programs; and, where applicable,
  • (d) Native-token listing fees — whether any listing fees were paid in native tokens, with amounts (tokens or % of supply), recipients, and any vesting or lock terms tied to the partnership.

If the project has no agreements or deals with CEX or DEX, state that explicitly; doing so earns full credit; cash/fiat fee amounts are not required for this item.

Blockworks note: No exchange listing agreements involving native token allocations, listing fees paid in NMR, or liquidity lockups have been identified in the public record. NMR is listed on multiple centralized exchanges including Binance, Coinbase, Kraken, OKX, KuCoin, and Bitso, and on decentralized venues. The terms of those listings are not publicly disclosed.

Financial Disclosures & Risks

10

Prior Token Sales & Fundraising

Disclose all prior token sales by the Project — including fundraising rounds, any material OTC sales to investors, and any discounted market-maker sales. For each sale, provide:

  • (a) Series Name
  • (b) Early-Stage Investment Instrument used (i.e. SAFT, STAMP, SAFE, SAFE+Token Warrant, etc.)
  • (c) Date of sale (at least month & year)
  • (d) Number of tokens sold (or % of total supply)
  • (e) Vesting schedule

If no prior sales occurred, state that explicitly (e.g., "No prior fundraising, OTC, or discounted MM sales have occurred.").

  • Series Name: Seed equity round
    • Investment Vehicle: Equity
    • Date Of Sale: 2016-12
    • Number of tokens sold: No token sale; equity only
    • Vesting Schedule: Not applicable (equity round)
  • Series Name: Series A equity round
    • Investment Vehicle: Equity
    • Date Of Sale: 2016-04
    • Number of tokens sold: No token sale; equity only ($6 million raised)
    • Vesting Schedule: Not applicable (equity round)
  • Series Name: NMR token sale
    • Investment Vehicle: Not disclosed
    • Date Of Sale: 2019-03
    • Number of tokens sold: $11 million raised in NMR; specific token count not publicly disclosed
  • Series Name: NMR token sale
    • Investment Vehicle: Not disclosed
    • Date Of Sale: 2020-06
    • Number of tokens sold: $3 million raised in NMR; specific token count not publicly disclosed
  • Series Name: Series B equity round
    • Investment Vehicle: Equity
    • Date Of Sale: 2023-02
    • Number of tokens sold: $10 million raised; equity round, no token sale
    • Vesting Schedule: Not applicable (equity round)
  • Series Name: Series C equity round
    • Investment Vehicle: Equity
    • Date Of Sale: 2025-11
    • Number of tokens sold: $30 million raised at $500 million valuation; equity round, no token sale
    • Vesting Schedule: Not applicable (equity round)
  • Series Name: Exempt offering for Numerai One Master Ltd
    • Investment Vehicle: Not disclosed
    • Date Of Sale: 2017-07 (first sale date)
    • Number of tokens sold: No public token count disclosed; hedge fund LP interests, not NMR tokens

Blockworks note: (Source: IQ.wiki Numerai, CoinDesk 2019 Token Sale, Numerai Medium 2020 Token Sale, CryptoRank Numerai, SEC Form D/A, Messari Numerai)

11

Previous Exploits Affecting The Native Token

If any, list prior exploits or incidents that directly affected the token, token supply, tokenholder balances, token contract, minting controls, burn mechanics, or custody of token supply. This question is not asking about general protocol, application, or smart contract exploits unless the incident directly affected the native token itself. If no prior incidents, state this explicitly (e.g., "No exploits affecting tokenholders or protocol funds as of YYYY-MM-DD").

  • (a) Date & component affected — Date (YYYY-MM or YYYY-MM-DD), chain(s)/component affected.
  • (b) Exploit vector summary — Plain-language summary of the exploit vector (what the hack was).
  • (c) Quantified impact — Quantified impact (assets/tokens affected or a clear "no loss of funds" statement).
  • (d) Remediation/response taken — Remediation/response taken (patches, upgrades, governance actions, compensation).
  • (e) Current status — Current status (resolved, in litigation, under investigation, refunded, etc.).
  • (f) References (optional) — References (optional): link(s) to post-mortem/advisory/PR.

(a) Date & component affected

2018-04, Ethereum mainnet — legacy multisignature wallet used to manage NMR

(b) Exploit vector summary

Numerai identified minor security vulnerabilities in the legacy multisignature wallet used for token management. The specific vulnerability class was not publicly disclosed in technical detail.

(c) Quantified impact

No loss of user funds was reported. The cited public source does not quantify any assets affected.

(d) Remediation/response taken

Numerai implemented a temporary patch, then fully disabled the legacy multisignature wallet. Numerai migrated to a Gnosis Safe multisig and subsequently deployed the NMR 2.0 contract upgrade. The NMR 2.0 contract was independently audited by Trail of Bits prior to deployment.

(e) Current status

Resolved. The legacy multisig controls are disabled. The NMR 2.0 contract and Gnosis Safe multisig are the current operational structures.

(f) References (optional)

NMR 2.0 Announcement

12

Material Risk Factors (Regulation, Technology, Token Economics)

Describe material risk factors across the three categories below. Each category includes prompts to address at a minimum.

  • (a) Regulatory, Legal & Tax Risks — Describe how evolving laws and regulations could affect the project by answering, at a minimum, questions like:

  • Impact of Regulatory Change on TGE and Listings: (If applicable) How could evolving or conflicting laws and regulations affect your ability to complete the TGE, deliver tokens to purchasers, and list or maintain the token on trading venues in key jurisdictions?

  • Entity-Level Regulatory Impact: (If applicable) How could regulatory or legal changes impact your core entities (Foundation, DevCo, DAO, affiliated service providers), including enforcement actions, licensing requirements, or forced changes to structure or operations?

  • Tokenholder Tax Treatment: (If applicable) What uncertainties exist around how tokenholders may be taxed, and make clear that tokenholders are responsible for understanding their own tax obligations?

  • Jurisdictional & User Access Restrictions: (If applicable) If the project restricts access for certain jurisdictions or user types (e.g., U.S. persons, sanctioned countries, retail vs. professional), what are those restrictions and what risks do they create for users and for the project?

  • (b) Protocol, Technology & Security Risks — Describe risks to network and contract reliability, correctness, and safety by answering, at a minimum, questions like:

  • Bugs and Design Flaws: (If applicable) What bugs, design flaws, or implementation errors could exist in your core protocol code, smart contracts, and any bridges, rollups, or oracles that you depend on, and how could these lead to loss of funds or disruption of the protocol?

  • Security Measures & Their Limitations: (If applicable) What security measures have you taken (audits, formal verification, bug bounties), and what types of failures might these measures still fail to detect or prevent?

  • (c) Token Economics, Unlocks & Incentive Risks — Describe how the token's economic design and supply schedule could affect holders by answering, at a minimum, questions like:

  • Critical Economic Assumptions: (If applicable) Which economic assumptions (e.g., staking yields, fee revenue, liquidity incentives, MEV capture, demand for blockspace) are critical for protocol security, utility, and governance, and what happens if those assumptions fail?

  • Governance Control over Monetary Policy & Rewards: (If applicable) To what extent can governance change monetary policy, fee parameters, or reward allocations (e.g., inflation rate, treasury flows, incentive programs), and how could such changes adversely affect tokenholders?

(a) Regulatory, Legal & Tax Risks

(a) Impact of Regulatory Change on TGE and Listings

NMR launched in 2017 without an ICO or public token sale. Numerai's public staking documentation states that the opportunity to stake is not an offer to participate in an investment contract, security, swap, hedge fund interest, or Numerai fee stream. Regulatory reclassification of NMR as a security in the United States or other jurisdictions could affect its listing status on centralized exchanges, restrict staking functionality for users in affected jurisdictions, and subject Numerai to securities registration or exemption requirements it does not currently maintain as a token issuer.

(Source: Numerai Staking Docs)

(b) Entity-Level Regulatory Impact

Numerai GP LLC (Delaware) and Numerai One Master Ltd (Cayman Islands exempted company) are the primary legal entities. Numerai One Master Ltd operates as a pooled investment fund and relies on applicable exemptions from investment company registration. Changes to exempt-offering rules, hedge fund registration requirements under the Investment Advisers Act, or Cayman Islands fund regulation could require entity restructuring, additional licensing, or operational changes that affect the platform's ability to pay tournament rewards or operate the hedge fund.

(Source: SEC Form D, SEC Form D/A)

(c) Tokenholder Tax Treatment

Numerai's public documentation states that bounty recipients are solely responsible for their own tax implications and that Numerai typically releases prior-year tax reports in mid-January. Tournament payouts received in NMR, as well as stake burns, may have taxable consequences depending on the recipient's jurisdiction. Tokenholders are responsible for understanding and satisfying their own reporting and payment obligations.

(Source: Numerai Bounties Docs, Numerai Staking Docs)

(d) Jurisdictional & User Access Restrictions

Numerai's public staking documentation notes that Coinbase availability of NMR depends on the user's region. No complete public jurisdiction-restriction matrix for NMR access or tournament staking has been identified. Users in jurisdictions where NMR is restricted or where hedge fund participation is prohibited may be unable to access staking, payouts, or exchange liquidity for NMR.

(Source: Numerai Staking Docs)

(b) Protocol, Technology & Security Risks

(a) Bugs and Design Flaws

Numerai identified minor security vulnerabilities in the legacy multisignature wallet used to manage the NMR token in April 2018. The platform's bug bounty program treats exploits involving unintended payouts, loss of funds, credential compromise, and unauthorized production-service access as high-severity concerns. Platform-level administrative controls over model uploads remain an operational attack surface: Numerai can disable models, and adversarial actors who compromise Numerai's platform infrastructure could affect tournament scoring or payout integrity.

(Source: NMR 2.0 Announcement, Numerai Bounties Docs, Numerai Model Uploads Docs)

(b) Security Measures & Their Limitations

The NMR 2.0 contract was independently audited by Trail of Bits prior to deployment. Numerai operates a live bug bounty program with payouts up to 100+ NMR for reports of significant security risks. These measures reduce the likelihood of undetected vulnerabilities but do not eliminate smart contract risk or platform-level operational risk. The 2018 multisig vulnerability occurred before these mitigations were in place, demonstrating that prior token-management controls were insufficient.

(Source: NMR 2.0 Announcement, Numerai Bounties Docs)

(c) Token Economics, Unlocks & Incentive Risks

(a) Critical Economic Assumptions

Numerai's token economy depends on participants continuously staking NMR on prediction models. As of July 2025, approximately 3 million NMR remained in Numerai's treasury — the finite pool from which tournament payouts are funded. Numerai's July 2025 buyback announcement stated explicitly that once the treasury is depleted, Numerai will not be able to support staking and payouts in their current form. The 3 million NMR locked until 2028 represents a known future unlock that will introduce supply to the market when released to tournament participants. Continued fund performance and AUM growth are necessary to fund treasury replenishment through buybacks; the 2024 fund return of 25.45% and the $500 million J.P. Morgan capacity commitment support near-term treasury sustainability, but both are subject to market conditions.

(Source: Numerai Buyback Announcement, Messari Numerai, Numerai Overview Docs)

(b) Governance Control over Monetary Policy & Rewards

The NMR 2.0 upgrade eliminated minting entirely; token inflation is not possible under the current contract. Payout and burn outcomes are determined by model scores, stake size, and a dynamic payout_factor that scales inversely with total NMR staked relative to a defined staking threshold. Numerai retains unilateral control over the payout_factor and scoring methodology. Changes in participation levels, adjustments to payout parameters, or shifts in platform policy can affect the economics of staking for all tokenholders without requiring Council of Elders approval or a token governance vote.

(Source: NMR 2.0 Announcement, Numerai Staking Docs)

This Token Transparency Filing is provided for general informational purposes only and does not verify or warrant the accuracy of individual answers.