Fold Holdings, Inc.
For the period ended Mar 31, 2025. Filed May 15, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed May 15, 2025
FLD$0.44-4.6%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 6. Exhibits and Financial Statement Schedules
Item 6. Exhibits.
| ExhibitNumber | Description |
| 2.1 | Agreement and Plan of Merger, dated July 24, 2024, by and among FTAC Emerald Acquisition Corp., FTAC EMLD Merger Sub Inc. and Fold, Inc. (incorporated by reference to Exhibit 2.1 of the Current Report on Form 8-K filed by the Company on July 25, 2024). |
| 3.1 | Third Amended and Restated Certificate of Incorporation of Fold Holdings, Inc.(1) |
| 3.2 | Second Amended and Restated Bylaws of Fold Holdings, Inc.(1) |
| 4.1 | Specimen Common Stock Certificate.(2) |
| 4.2 | Specimen Warrant Certificate.(2) |
| 4.3 | Warrant Agreement, dated December 15, 2021, by and between Continental Stock Transfer & Trust Company and the Company.(2) |
| 4.4 | Convertible Note, dated March 6, 2025.(3) |
| 10.1 | Sponsor Share Restriction Agreement, dated July 24, 2024, by and among FTAC Emerald Acquisition Corp., Emerald ESG Sponsor, LLC and Emerald ESG Advisors, LLC (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed by the Company on July 25, 2024) |
| 10.2 | Amendment to the Sponsor Share Restriction Agreement, dated as of February 14, 2025, by and among FTAC Emerald Acquisition Corp., Emerald ESG Sponsor, LLC and Emerald ESG Advisors LLC.(1) |
| 10.3 | Amended and Restated Registration Rights Agreement, dated as of February 14, 2025, by and among the Company, certain stockholders of Emerald named therein and certain stockholders of Legacy Fold named therein.(1) |
| 10.4 | Form of Indemnification Agreement.(1) |
| 10.5# | Fold, Inc. 2019 Equity Incentive Plan.(1) |
| 10.6# | Fold Holdings, Inc. 2025 Incentive Award Plan (incorporated by reference to Exhibit 99.1 of the Form S-8 filed by the Company on April 23, 2025). |
| 10.7# | Fold Holdings, Inc. 2025 Employee Stock Purchase Plan (incorporated by reference to Exhibit 99.2 of the Form S-8 filed by the Company on April 23, 2025). |
| 10.8# | Form of Notice of Restricted Stock Unit Grant under the Fold, Inc. 2019 Equity Incentive Plan.(1) |
| 10.9 | Securities Purchase Agreement, dated as of December 24, 2024, by and between Fold, Inc. and ATW Growth Opportunities SPV, LLC.(1) |
| 10.10 | Form of Registration Rights Agreement.(1) |
| 10.11 | Form of Perfection Certificate.(1) |
| 10.12 | Form Lock-Up Agreement.(1) |
| 10.13 | Securities Purchase Agreement, by and between the Company and the Investor, dated March 6, 2025.(3) |
| 10.14 | Warrant, dated March 12, 2025.(3) |
| 10.15 | Registration Rights Agreement, by and between the Company and the Investor, dated March 12, 2025.(3) |
| 31.1* | Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 31.2* | Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 32.1* | Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 32.2* | Certification of 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 | Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document. |
| 101.SCH | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
- Filed herewith.
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