Enters $25M Common Stock Purchase Agreement with Roth Principal Investments

What did Fold Holdings, Inc. announce?

Fold Holdings, Inc. entered into a Common Stock Purchase Agreement allowing it to sell up to $25 million of common stock to Roth Principal Investments.

Key details

• The company can sell up to $25,000,000 of newly issued common stock to Roth Principal Investments, LLC over a 36-month period.
• Sales are at the company's sole discretion and will be priced at a discount to VWAP (3.0% for Market Open/Intraday, 5.0% for Pre/Post-Market purchases).
• A 4.99% beneficial ownership limitation applies to Roth Principal Investments.
• The Exchange Cap limits sales to 19.99% of outstanding shares (10,942,804 shares) unless shareholder approval is obtained or the "At-Market Transaction" condition is met.

Why it matters

This 8-K reports an equity offering at Fold Holdings, Inc.. The likely share-price reaction reads as neutral.

More from Fold Holdings, Inc.

• 4/A

  Sep 19, 2026
  Director Bracebridge H Young Jr buys 20,000 shares for $11,049
• S-1

  Sep 18, 2026
  Registers 51.2M shares for $25M equity purchase facility
• DEF 14A

  Sep 14, 2026
  Shareholders to vote on reverse stock split to meet Nasdaq minimum bid
• 4

  Sep 12, 2026
  Director buys $11,049 of stock
• 4

  Sep 4, 2026
  CTO Thomas J Dickman sells $2.74 of stock

All Fold Holdings, Inc. SEC filings →