One DAT provider can occupy two different roles for the same issuer — under two different contracts.
Axe Compute, formerly Predictive Oncology, is a useful agreement-family control because DNA Holdings Venture was retained under a separate three-year strategic-adviser agreement and a ten-year discretionary asset-management agreement. The provider name is the same; the authority, compensation, duration and exit mechanics are not.
Two-contract snapshot
| Field | Strategic adviser | Asset manager |
|---|---|---|
| Provider | DNA Holdings Venture, Inc. | DNA Holdings Venture, Inc. |
| Role | Non-exclusive financial advisory services related to digital-asset strategy and business-development opportunities; independent contractor | Discretionary management of designated Account Assets under ATH-focused investment guidelines, including transaction and staking authority within the filed account / custody framework |
| Compensation | Five-year warrants to purchase 1,348,906 shares at $11.6265 per share; 2025 grant-date fair value disclosed at approximately $15.4M | 1.00% per year of Account Assets, calculated quarterly in advance, plus 25% incentive fee on profits above 7%, plus documented account expenses |
| Initial term | 3 years | 10 years |
| Issuer ordinary exit | No unilateral no-cause right in the filed agreement; termination for cause or by mutual written agreement | No ordinary issuer no-cause path disclosed; at least 15 days' notice for an Asset Manager Cause Event |
| Provider ordinary exit | No unilateral no-cause right in the filed agreement; termination for cause or by mutual written agreement | Beginning after the first anniversary, 90 days' notice without Client Cause; 60 days for a Client Cause Event |
The manager fee is only one agreement family
The executed Asset Management Agreement sets a 1.00% annual asset-based fee on Account Assets, calculated in advance on the first business day of each calendar quarter. It also adds a 25% incentive fee on profits above 7%. The agreement states that staked Account Assets remain in the fee base and gives DNA authority to manage the designated assets subject to the filed investment guidelines.
The same provider separately held a strategic-adviser mandate. That agreement covered non-exclusive financial advisory services rather than discretionary portfolio management and used warrant compensation instead of the recurring manager fee. The filed adviser agreement had a three-year term and could be terminated for cause or by mutual agreement.
Exit rights differ even inside the same provider relationship
The ten-year Asset Management Agreement gives the issuer a termination right for specified Asset Manager Cause Events, subject to notice and cure mechanics. Beginning after the first anniversary, DNA may terminate the manager agreement without a Client Cause Event on 90 days' notice. The strategic-adviser agreement has a different exit structure: cause-based termination or mutual written termination, rather than the manager's unilateral post-anniversary no-cause path.
The realized compensation stack is already material
Axe's 2025 Form 10-K disclosed approximately $722,390 of fees paid to DNA under the Asset Management Agreement during 2025. The same filing disclosed approximately $15.4 million of grant-date fair value for the strategic-adviser warrants. Those amounts belong to different agreement families and should not be presented as one blended management fee.
The provider relationship was related-party at launch
Public filings state that Shawn Matthews, then DNA's CEO, joined the issuer's Board and Thomas McLaughlin, then DNA's CIO, became the issuer's Chief Investment Officer. Those personnel later left those issuer roles, and Axe subsequently appointed Christopher Miglino, who had served as President and Co-Founder of DNA through January 2026, as Chief Executive Officer. These are relationship facts rather than a conclusion about fairness or pricing.
March 2026 still affirmed both agreement families
The March 31, 2026 Form 10-Q expressly repeated the Strategic Advisor Agreement and the ten-year Asset Management Agreement. It again described DNA's adviser warrants and the manager's 1.00% annual asset-based fee plus 25% incentive fee above 7%. The filing also said higher cash operating expenses reflected, in part, asset-management and accounting-advisory services associated with the Treasury Strategy.
June 2026 creates a currentness gap — separately for each contract
The June 30, 2026 Form 10-Q continued to report digital assets, digital-asset losses and the treasury-management operating history while the business narrative shifted strongly toward GPU compute infrastructure. Searchable text in that later filing no longer repeats DNA, the Asset Management Agreement or the Strategic Advisor Agreement.
That silence is not proof that either contract terminated. No amendment or termination document is identified here that closes either agreement family. The appropriate public-source state is therefore CURRENTNESS UNRESOLVED AFTER AFFIRMATIVE Q1 DISCLOSURE, with the adviser and manager contracts tracked separately.
Why this case matters for a Board / CFO stress test
Axe adds a clean control for five separate problems: one provider holding multiple roles at the same issuer; warrant compensation versus recurring / incentive manager fees; asymmetric manager exit rights; related-party and personnel overlap; and a later disclosure gap after a business pivot. A provider-level fee table would miss all five.
Primary public sources
Executed DNA Strategic Advisor Agreement
Executed DNA Asset Management Agreement
2025 Form 10-K — fees, warrants and related-party disclosure
March 31, 2026 Form 10-Q — both agreement families repeated
June 30, 2026 Form 10-Q — treasury context and later disclosure gap
Related research
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Public-source factual commercial research only. No legal interpretation of enforceability, no fairness or arm's-length conclusion, no fiduciary, accounting or investment opinion, and no recommendation concerning any provider or agreement.