Material Agreement, Financial Obligation (Form 8-K)

Item 1.01 Entry into a Material Definitive Agreement.

On December 19, 2025, certain subsidiaries of Bitcoin Depot Inc., (the "Company") entered into Amendment No. 2 (the "Amendment") to the Second Amended and Restated Credit Agreement (the "Credit Agreement") by and among Silverview Credit Partners, LP, a Delaware limited partnership ("Administrative Agent"), the other lenders signatory thereto, Kiosk HoldCo LLC, a Delaware limited liability company and subsidiary of the Company ("Borrower"), BT HoldCo LLC, a Delaware limited liability company and subsidiary of the Company ("Holdings"), and the subsidiary guarantors signatory thereto.

Pursuant to the Amendment, Borrower paid to the Administrative Agent, for the benefit of the Lenders, an amount equal to $7,000,000, which is to be applied to reduce (x) the aggregate principal amount of the Tranche A Term Loans in the amount of $3,500,000 and (y) the aggregate principal amount of the Tranche B Term Loans in the amount of $3,500,000, and paid to the Lenders in accordance with their respective Applicable Percentage. As a result, the remaining amortization schedule changed as set forth in the Amendment. In addition, Section 8.01(h) of the Credit Agreement was amended to increase the threshold at which a monetary judgment could trigger an Event of Default to $3,500,000, and providing an Event of Default exception for certain existing matters.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by the terms and conditions of the Amendment filed as Exhibit 10.1 hereto and incorporated by reference herein.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 above is incorporated into this Item 2.03 by reference.