BITGO HOLDINGS, INC.

Except as set forth below, there have been no material changes to the risk factors set forth in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025. Such disclosures reflect our beliefs and opinions as to factors that could materially affect our business, financial condition or future results. References to past events are provided by way of example only and are not intended to be a complete listing of such events or a representation as to whether or not such factors or similar events have occurred in the past or their likelihood of occurring in the future. The risks described below and in our Annual Report on Form 10-K for the year ended December 31, 2025 may not be the only risks facing the Company. Additional risks and uncertainties not currently known to the Company or that the Company deems to be immaterial also may materially adversely affect the Company’s business, financial condition and/or operating results.

The loss of one or more of our key personnel, or our failure to attract and retain other highly qualified personnel in the future, could adversely affect our business, operating results and financial condition.

We operate in a relatively new industry that requires highly skilled and technical personnel. We believe that our future success is highly dependent on the talents and contributions of our senior management team, including Mr. Belshe, our co-founder, Chief Executive Officer, Chief Technology Officer, President and director, members of our executive team, and other key employees across product, engineering, risk management, finance, compliance, security, legal and marketing. We have recently experienced turnover in our senior management team. During the third quarter of 2026, our Chief Financial Officer and our Chief Operating Officer each informed us of their intention to resign. We are currently conducting a search for a new Chief Financial Officer, and there can be no assurance that we will be able to identify and retain a qualified candidate in a timely manner or at all. In addition, the responsibilities of our Chief Operating Officer are being transitioned to other members of our leadership team. Leadership transitions can be inherently difficult to manage and may cause disruption to our business, distract management, impair our ability to execute our strategy, and adversely affect our ability to remediate the material weaknesses in our internal control over financial reporting described in Part I, Item 4 of this Quarterly Report on Form 10-Q.

The pool of qualified talent in our industry is extremely limited, particularly with respect to executive talent, engineering, risk management and financial regulatory expertise. We face intense competition for qualified individuals from numerous digital asset, software, financial and other technology companies. To attract and retain key personnel, we incur significant costs, including salaries and benefits and equity incentives. Even so, these measures may not be enough to attract or retain the personnel we require to operate our business effectively, and we may not be able to identify and attract other qualified executives on a timely basis, on acceptable terms or at all. The loss of even a few key employees or senior leaders, or an inability to attract, retain and motivate additional highly skilled employees required for the planned expansion of our business, could adversely affect our business, operating results and financial condition and impair our ability to grow.