UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

 WASHINGTON, D.C. 20549

 FORM 10-K/A

Amendment No. 1

 ANNUAL REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the annual period ended December 31,
 2024

 TRANSITION REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the transition period from ____________ to
____________

 Commission file number: 001-41748

 DEFI DEVELOPMENT CORP.

 (f/k/a JANOVER INC.)

 (Exact name of registrant as specified in its charter)

 Delaware

 83-2676794

 (State or other jurisdiction of

incorporation or organization)

 (I.R.S. Employer

Identification No.)

 6401 Congress Avenue, Suite 250

 Boca Raton, FL 33487

 (Address of principal executive offices, including
zip code)

 Tel: (561) 559-4111

 (Registrant's telephone number, including
area code)

 Securities registered pursuant to Section 12(b) of the Act:

 Title of each class

 Trading Symbol(s)

 Name of each exchange on which registered

 Common Stock, par value $0.00001 per share

 DFDV

 The Nasdaq Stock Market LLC

 Securities registered pursuant to Section 12(g)
of the Act: None

 Indicate by check mark if the Registrant is a
well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No

 Indicate by check mark if the Registrant is not
required to file reports pursuant to Section 13 or 15(d) of the Act. Yes No

 Indicate by check mark whether the registrant
(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days. Yes No

 Indicate by check mark whether the registrant
has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405
of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
 Yes No

 Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.
See definition of "large accelerated filer," "accelerated filer," "smaller reporting company," and
emerging growth company in Rule 12b-2 of the Exchange Act.

 Large accelerated filer

 Accelerated filer

 Non-accelerated filer

 Smaller reporting company

 Emerging growth company

 If an emerging growth company, indicate by check
mark if this registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act).

 Indicate by check mark whether the registrant
has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial
reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or
issued its audit report.

 If securities are registered pursuant to Section
12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction
of an error to previously issued financial statements.

 Indicate by check mark whether any of those error
corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's
executive officers during the relevant recovery period pursuant to §240.10D-1(b).

 Indicate by check mark whether the Registrant
is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No

 The aggregate market value of the registrant's
Common Stock held by non-affiliates of the registrant on June 30, 2024, the last business day of the registrant's most recently
completed second fiscal quarter, was $ 4.0 million on the closing sales price of the registrants Common Stock on that date, as reported
on the NASDAQ Capital Market.

 As of May 16, 2025, the Company had 2,066,711
shares of common stock, $0.00001 par value, issued and outstanding.

 Documents Incorporated by Reference: None.

 EXPLANATORY NOTE

 DeFi Development Corp. (f/k/a/ Janover Inc.) (the
" Company ") is filing this Amendment No. 1 on Form 10-K/A (this " Form 10-K/A ") to amend its original
Annual Report on Form 10-K for the year ended December 31, 2024 originally filed with the Securities and Exchange Commission (the " SEC ")
on March 27, 2025 (the " Original Form 10-K "). This Form 10-K/A should be read in conjunction with the Original Form
10-K and the Company's subsequent reports filed with the SEC. Except for the information specifically amended and restated herein,
this Form 10-K/A has not been updated to reflect events, results or developments that occurred after the date of the Original Form 10-K
nor does it change any other disclosures contained in the Original Form 10-K.

 This Form 10-K/A is being filed to supplement
the description of management's report on internal control over financial reporting in Part II, Item 9A. "Controls and Procedures"
of the Original Form 10-K. Accordingly, Part II, Item 9A. "Controls and Procedures" is hereby amended in its entirety. As
required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the " Exchange Act "), this Form 10-K/A
revises Part IV. Item 15. "Exhibits and Financial Statements" to include new certifications of the Company's Chief Executive
Officer and Chief Financial Officer filed as exhibits to this Form 10-K/A. Except as described above, no other changes have been made
to the Original Form 10-K.

 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
AND FINANCIAL DISCLOSURE

 None.

 ITEM 9A. CONTROLS AND PROCEDURES

 Evaluation of Disclosure Controls and Procedures

 We maintain disclosure controls and procedures
that are designed to provide reasonable assurance that the information required to be disclosed by us in reports that we file or submit
under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), is recorded, processed, summarized and reported
within the time periods specified in the rules and forms promulgated by the Securities and Exchange Commission (the "SEC"),
and that such information is accumulated and communicated to our management. With the participation of the Company's principal executive
officer and principal financial and accounting officer, management evaluated the effectiveness of the Company's disclosure controls
and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of December 31, 2024. Based on such evaluation,
the Company's principal executive officer and principal financial and accounting officer concluded that the Company's disclosure
controls and procedures were not effective as of December 31, 2024, solely as a result of the material weaknesses in our internal control
over financial reporting discussed below.

 Management's Report on Internal Control
Over Financial Reporting

 Our management is responsible for establishing
and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act.
The Company's internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

 The Company's internal control over financial
reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions
are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles and
that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the
Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition
of the Company's assets that could have a material effect on the Company's consolidated financial statements.

 All internal control systems, no matter how well
designed, have inherent limitations, such that no evaluation of controls can provide absolute assurance that all control issues are detected.
Also, projections of any evaluation of effectiveness to future periods are subject to risks, including that controls may become inadequate
because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate. Therefore, any current
evaluation of controls cannot and should not be projected to future periods.

 II- 1

 Our management conducted an assessment regarding
the effectiveness of our internal control over financial reporting as of December 31, 2024 based on the criteria set forth by the Internal
Control Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on management's
assessment, we concluded that our internal control over financial reporting was not effective as of December 31, 2024 because of
the material weaknesses described below.

 Material Weaknesses in Internal Control Over
Financial Reporting

 In connection with the
preparation of the Company's consolidated financial statements as of December 31, 2024, management identified material weaknesses
in the Company's internal control over financial reporting. The material weaknesses have not been remediated as of the date of this
filing. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that
there is a reasonable possibility that a material misstatement of annual or interim financial statements will not be prevented or detected
on a timely basis. The material weaknesses identified related to the facts that (i) the Company did not have a formalized system of internal
control over financial reporting in place to ensure that risks are properly assessed, controls are properly designed and implemented and
internal controls are properly monitored and functioning; (ii) the Company did not maintain a sufficient complement of formally documented
general IT controls over access, segregation of duties, security, and change management; and (iii) the Company does not have sufficient
accounting personnel to ensure adequate segregation of duties. Management has concluded that these material weaknesses arose because the
Company did not have the necessary business processes, personnel and related internal controls necessary to satisfy the accounting and
financial reporting requirements of a public company.

 Effective internal controls
are necessary to provide reliable financial reports and prevent fraud, and material weaknesses could limit the ability to prevent or detect
a misstatement of accounts or disclosures that could result in a material misstatement of annual or interim financial statements. To address
the material weaknesses, the Company will need to add personnel as well as implement additional financial reporting processes and related
internal controls, as well as proper documentation of general IT controls over access, segregation of duties, security, and change management.
Management intends to continue to take steps to remediate the material weaknesses described above through hiring additional qualified
accounting and financial reporting personnel, further enhancing the Company's accounting processes and risk assessment, and by designing,
implementing and monitoring the respective controls. Management will not be able to fully remediate these material weaknesses until these
steps have been completed, and the controls have been operating effectively for a sufficient period of time. To that end, the Company
has already started to remediate such material weaknesses, having hired three additional members of the accounting and finance department,
for example. These remediation measures may be time consuming and costly and there is no assurance that these initiatives will ultimately
have the intended effects or that any additional actions that management may take in the future will be sufficient to remediate the control
deficiencies that led to the material weaknesses in internal control over financial reporting or that they will prevent or detect potential
future material weaknesses. Management will monitor the effectiveness of the Company's remediation plans in fiscal 2025 and may
make changes management deems to be appropriate.

 The Company's current controls and any new
controls that management develops may become inadequate because of changes in conditions in the business and weaknesses in disclosure
controls and internal control over financial reporting may be discovered in the future. Any failure to develop or maintain effective controls
or any difficulties encountered in their implementation or improvement could harm the operating results or cause the Company to fail to
meet the reporting obligations and may result in a restatement of the Company's financial statements for prior periods. Any failure
to implement and maintain effective internal control over financial reporting also could adversely affect the results of periodic management
evaluations and annual independent registered public accounting firm attestation reports regarding the effectiveness of the internal control
over financial reporting required to be included in the Company's future periodic reports that are filed with the SEC. Ineffective
disclosure controls and procedures and internal control over financial reporting could also cause investors to lose confidence in the
Company's reported financial and other information, which would likely have a negative effect on the trading price of its common
stock.

 Changes in Internal Control Over Financial
Reporting

 There have been no changes in our internal control
procedures over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the period ended December
31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 Attestation Report of Independent Registered
Public Accounting Firm

 This Annual Report does not include an attestation
report of our registered independent public accounting firm regarding internal control over financial reporting due to an exemption established
by the JOBS Act for "emerging growth companies."

 II- 2

 ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

 (3) Exhibits

 The following is a list of exhibits filed as part of this Annual Report
on Form 10-K.

 Exhibits

 Exhibit No.

 Description

 23.1*

 Consent of dbbmckennon, Independent Registered Public Accounting Firm.

 24.1*

 Power of Attorney (included on the signature page to this Annual Report on Form 10-K).

 31.1*

 Certifications of the Principal Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934.

 31.2*

 Certifications of the Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934.

 32.1**

 Certifications of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 101.INS

 101.SCH

 101.CAL

 101.DEF

 101.LAB

 101.PRE

 *

 Filed herewith.

 **

 Furnished herewith

 II- 3

 SIGNATURES

 Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 DeFi Development Corp. (f/k/a Janover Inc.)

 By:

 /s/ Joseph Onorati

 Chief Executive Officer, President and

 Chairman of the Board of Directors

 (Principal Executive Officer)

 POWER OF ATTORNEY

 KNOW ALL PERSONS BY THESE PRESENTS, that each
person whose signature appears below hereby constitutes and appoints, jointly and severally, Joseph Onorati and Fei (John) Han, and each
of them acting individually, as his or her attorney-in-fact, each with full power of substitution and resubstitution, for him or her in
any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with exhibits thereto
and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact full power
and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith as fully to all
intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact, or their
substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

 By:

 /s/ Joseph Onorati

 Chief Executive Officer, President and

Chairman of the Board of Directors

 (Principal Executive Officer)

 By:

 /s/ Fei (John) Han

 Chief Financial Officer

 (Principal Financial and Accounting Officer)

 By:

 /s/ William Caragol

 Director

 By:

 /s/ Marco Santori

 Director

 By:

 /s/ Zachary Tai

 Director

 By:

 /s/ Blake Janover

 Director

 II-4

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