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๐ŸŒ OTCM Protocol Publishes Cross-Border Liquidity Framework for Abandoned Securities Under the GENIUS Act

Groovy Company, Inc. dba OTCM Protocol A Wyoming Corporation ยท OTC: GROO ยท SEC EDGAR CIK: 1499275 ๐Ÿ“ง invest@otcm.io ยท ๐ŸŒ otcm.io ยท ๐Ÿ“ž 1-404-734-3277


FOR IMMEDIATE RELEASE ๐Ÿ“… February 19, 2026


๐Ÿ’ฑ SEC Category 1 Model B Tokenization Platform Integrates GENIUS Act Stablecoin Settlement for Abandoned OTC Securities

FAIRFIELD, NJ, February 19, 2026 โ€” Groovy Company, Inc. dba OTCM Protocol ("Over The Counter Microcap Protocol") (OTC: GROO), a Wyoming corporation developing Solana-native blockchain infrastructure for the tokenization of OTC microcap equity securities, today published its comprehensive strategy for leveraging the GENIUS Act's cross-border stablecoin provisions to deliver global liquidity to the 5 million+ shareholders currently trapped in abandoned OTC securities positions.

The Company's strategic document โ€” Cross-Border Liquidity for Abandoned Securities โ€” details how OTCM Protocol's Federated Liquidity Protocol, combined with settlement through stablecoins regulated under the Guiding and Establishing National Innovation for U.S. Stablecoins Act ("GENIUS Act") signed into law by President Trump on July 18, 2025, creates the first globally accessible marketplace for securities that traditional finance has systematically abandoned.


๐Ÿ’ฌ From Our Leadership

"For years, millions of Americans have watched their OTC holdings show 'no bid' day after day โ€” not because their companies are worthless, but because no market infrastructure exists. The GENIUS Act changes the equation entirely. International investors can now access ST22 Security Tokens through federally-regulated stablecoin rails, bypassing the 6.4% average cost of traditional cross-border remittances. We're not disrupting functioning markets โ€” we're creating permanent, globally accessible markets where none exist."

โ€” Frank Yglesias, Chief Technology Officer, Groovy Company, Inc. dba OTCM Protocol


"The GENIUS Act validates the thesis behind everything we've built. The conversation in Washington has shifted from 'should we tokenize?' to 'how do we implement?' For the abandoned securities market, OTCM Protocol already has the answer โ€” and now it's backed by the first federal digital asset legislation in American history."

โ€” Frank Yglesias, CTO, Groovy Company, Inc. dba OTCM Protocol


๐Ÿ›๏ธ Four-Pillar Regulatory Architecture

The strategy document introduces OTCM Protocol's four-pillar regulatory architecture โ€” the most comprehensive compliance stack in the tokenized securities space:

๐Ÿฆ Pillar 1 โ€” SEC-Registered Custody

Empire Stock Transfer, Inc. โ€” an SEC-registered transfer agent under Exchange Act Section 17A โ€” holds all underlying Series M Preferred Shares in irrevocable perpetual custody with CUSIP assignment and Golden Medallion Guarantee. Every ST22 Security Token is backed 1:1 by a real custodied equity security. EST maintains the authoritative off-chain master securityholder file and publishes cryptographically signed custody attestations to the Solana blockchain approximately every 400 milliseconds โ€” providing continuous real-time 1:1 verification on every token transfer.

๐Ÿ” Pillar 2 โ€” Programmatic Security Controls

42 SPL Token-2022 Transfer Hook controls built on Solana's Token-2022 standard enforce compliance atomically at the token transfer primitive โ€” before every transaction executes โ€” including:

  • ๐Ÿ›ก๏ธ OFAC SDN screening (updated hourly)
  • ๐Ÿ“Š XGBoost AML risk scoring (0โ€“100 scale)
  • โœ… KYC and accredited investor verification
  • ๐Ÿ’ง Circuit breakers and permanent liquidity locks
  • ๐Ÿ“ฆ Wallet concentration limits (4.99% maximum per wallet)
  • ๐Ÿ”’ Vesting schedule enforcement

Rugpulls are mathematically impossible โ€” not merely policy-prohibited.

โš–๏ธ Pillar 3 โ€” SEC Category 1 Model B Securities Compliance

ST22 Security Tokens satisfy every requirement of the SEC's January 28, 2026 Joint Staff Statement on Tokenized Securities for issuer-sponsored Category 1 tokenization, including:

  • ๐Ÿ“‹ Direct issuer board authorization
  • ๐Ÿ“ Shareholder register integration with Empire Stock Transfer
  • ๐Ÿ”„ Protective conversion triggers
  • ๐ŸŒ Solana blockchain as the real-time notification layer (Category 1 Model B)

๐Ÿ’ต Pillar 4 โ€” GENIUS Act Payment Infrastructure

Settlement through GENIUS Act-compliant stablecoins backed 1:1 by high-quality liquid assets, with:

  • ๐Ÿ” Mandatory AML/KYC requirements on all settlement transactions
  • ๐Ÿ“‘ Monthly audited reserve disclosures
  • ๐Ÿฅ‡ First-priority consumer claims in issuer insolvency scenarios
  • ๐ŸŒ Cross-border interoperability via GENIUS Act reciprocity provisions (Sections 15 and 18)

๐ŸŒ Cross-Border Expansion: Phased International Rollout

The GENIUS Act's reciprocity provisions direct the U.S. Treasury to establish bilateral agreements with foreign jurisdictions maintaining comparable stablecoin regulatory regimes. OTCM Protocol's strategy document outlines a phased international expansion:

๐Ÿ“… Phase

๐Ÿ—“๏ธ Timeline

๐ŸŒ Jurisdictions

๐Ÿ“‹ Status

Phase 1

Q4 2026

United Kingdom, Canada, Singapore, Australia

High reciprocity readiness

Phase 2

H1 2027

EU (MiCA), Japan, Hong Kong, South Korea

Developed markets

Phase 3

H2 2027

Brazil, UAE, select ASEAN jurisdictions

Emerging markets

๐Ÿ“ˆ Projected Scale

๐Ÿ“Š Metric

๐Ÿ—“๏ธ Year 1

๐Ÿ—“๏ธ Year 5

Active Issuers

100

5,000+

Jurisdictions

U.S.

30+

Stablecoin Settlement Volume

$50 million

$25 billion


๐Ÿ“œ About the GENIUS Act

The Guiding and Establishing National Innovation for U.S. Stablecoins Act of 2025 is the first comprehensive federal legislation governing digital assets in the United States. Signed into law on July 18, 2025, it passed with bipartisan support โ€” 68-30 in the Senate and 308-122 in the House โ€” and establishes a regulatory framework for payment stablecoins including:

  • ๐Ÿ’ฐ 1:1 reserve backing requirements for all payment stablecoins
  • ๐Ÿ›ก๏ธ Consumer protections including first-priority claims in insolvency
  • ๐Ÿ” Mandatory AML/KYC compliance requirements
  • ๐ŸŒ Reciprocal arrangements (Sections 15 and 18) for cross-border interoperability with comparable foreign jurisdictions

๐Ÿข About Groovy Company, Inc. dba OTCM Protocol

Groovy Company, Inc. dba OTCM Protocol (OTC: GROO; SEC EDGAR CIK: 1499275) is a Wyoming corporation developing Solana-native blockchain infrastructure for the tokenization of OTC microcap equity securities as Digital Securities under federal securities law.

The Company was founded on a single conviction: that the estimated $50 billion in shareholder value trapped across 11,000+ OTC companies represents not a niche problem but a systemic failure of market infrastructure โ€” one that blockchain technology, properly engineered, can permanently fix. Its nine-layer protocol stack on Solana includes:

  • โšก CEDEX โ€” Centralized-Decentralized Exchange with centralized order coordination and decentralized on-chain settlement
  • ๐Ÿ” 42 SPL Token-2022 Transfer Hook compliance controls โ€” OFAC, AML, KYC, custody attestation, circuit breakers, and liquidity locks enforced atomically on every transaction
  • ๐Ÿ’ง Federated Liquidity Protocol โ€” permanently locked capital pools with four accumulation mechanisms; LP tokens burned to the zero address
  • ๐Ÿ’ฑ GENIUS Act stablecoin settlement integration โ€” cross-border liquidity via federally-regulated payment stablecoin rails
  • ๐ŸŒ OTCM Issuers Gateway (otcm.me) โ€” the onboarding portal where public companies initiate the tokenization process
  • ๐Ÿค– Predictive AI Module (Layer 9) โ€” XGBoost scoring engine across 15,000+ OTC companies using 140+ SEC EDGAR-derived features
  • ๐Ÿฆ Empire Stock Transfer custody integration โ€” SEC Category 1 Model B, Ed25519 cryptographic attestations published on-chain every ~400 milliseconds

Three beta issuers have processed more than $7 million in liquidity through the platform prior to broader launch. All ST22 Security Token offerings are conducted under Regulation D Rule 506(c) and Regulation S, limited to verified accredited investors. The Company does not operate as a broker-dealer.

๐Ÿ“„ Read the Full Strategy Document ๐ŸŒ otcm.io ยท ๐Ÿฆ invest.otcm.io ยท ๐Ÿšช otcm.me ๐Ÿ”— LinkedIn ยท ๐Ÿฆ X / Twitter ยท โ–ถ๏ธ YouTube ยท ๐ŸŒฟ Linktree


โš–๏ธ Forward-Looking Statements

This document contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Statements regarding the Company's cross-border expansion strategy, issuer and volume projections, GENIUS Act integration, platform capabilities, regulatory compliance, and anticipated market opportunity are forward-looking and subject to risks and uncertainties that may cause actual results to differ materially. These include, without limitation, risks related to platform development, regulatory developments affecting digital assets and tokenized securities, international regulatory reciprocity, stablecoin adoption rates, issuer acquisition, and general market conditions. OTCM Protocol undertakes no obligation to update forward-looking statements. This release does not constitute an offer to sell or solicitation of an offer to buy any securities. ST22 Security Tokens have not been registered under the Securities Act of 1933 and are offered only to verified accredited investors under Regulation D Rule 506(c).


๐Ÿ“ฌ Media and Investor Contact

Groovy Company, Inc. dba OTCM Protocol ๐Ÿ“ง invest@otcm.io ๐Ÿ“ž 1-404-734-3277 ๐ŸŒ otcm.io ยท invest.otcm.io ยท otcm.me ๐Ÿ“Š OTC: GROO ยท SEC EDGAR CIK: 1499275 ๐Ÿ“ Fairfield, NJ 07004


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