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 August 1, 2025

Allan Marshall
President and Chief Executive Officer
Upexi, Inc.
3030 North Rocky Point Drive, Suite 420
Tampa, FL 33607

 Re: Upexi, Inc.
 Registration Statement on Form S-1
 Filed July 21, 2025
 File No. 333-288822
Dear Allan Marshall:

 We have conducted a limited review of your registration statement and
have the
following comments.

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments.

Registration Statement on Form S-1
Business
The Company's Solana Treasury Strategy, page 26

1. We note your disclosure that your strategy changed to include
cryptocurrencies in
 early 2025 and that you refined your Cryptocurrency strategy and
treasury policy
 to primarily hold Solana (SOL) on the balance sheet. Please provide a
materially
 complete description of SOL and your treasury strategy. In that regard:
 Provide a discussion of the material aspects of your treasury
strategy and how you
 intend to generate profit through this strategy.
 Describe the material aspects of your plans to stake the SOL you
hold.
 Describe the use case for SOL including its intended purpose, use
and/or
 function.
 August 1, 2025
Page 2

 Provide a discussion of SOL "tokenomics" discussing the past and
current supply
 of SOL, how new SOL is created, any burn mechanism, the amount of
SOL
 locked up and the related unlocking schedule, and any inflationary
or deflationary
 mechanism.
 Include a discussion of the Solana ecosystem and a description of
the lifecycle of
 the SOL token.
 Disclose whether you intend to use third-party custodians to store
the SOL you
 hold and, if so, identify them and disclose the material terms of
your custody
 arrangements.
Incorporation of Certain Documents by Reference, page 37

2. We note that you have not yet filed your Form 10-K for your most
recently completed
 fiscal year, and therefore appear to be ineligible to incorporate by
reference on Form
 S-1. Please amend your registration statement to include all disclosure
required by
 Form S-1 or file your Form 10-K for the fiscal year ended June 30, 2025,
and update
 accordingly. Please refer to General Instruction VII.C. of Form S-1.
 We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence
of action by the staff.

 Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

 Please contact David Gessert at 202-551-2326 or Sandra Hunter Berkheimer
at 202-
551-3758 with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Crypto
Assets
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