Form 4 for FLD Fold Holdings, Inc.
Accepted 2026-02-20 00:00:00 ET · period of report 2026-02-18 · accession 0001193125-26-062008 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2026-02-20 | 2026-02-18+ | FLD | Dickman Thomas J | CTO | J - Other | $1.47 | -182.1K | 356.8K | -34% | -$267.7K |
| DM | 2026-02-20 | 2026-02-18+ | FLD | Dickman Thomas J | CTO | M - OptEx | — | +359.3K | 509.1K | +240% | — |
| DM | 2026-02-20 | 2026-02-18+ | FLD | Dickman Thomas J | CTO | M - OptEx | — | -359.3K | 0 | -100% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2026-02-19 | J | D | 80 | $1.50 | 327,181 | D | — | — | |
| 2 | Common | Common Stock | 2026-02-19 | M | A | 178 | — | 327,261 | D | — | — | (F2) Restricted stock units convert into common stock on a one-for-one basis. |
| 3 | Common | Common Stock | 2026-02-18 | J | D | 5,582 | $1.47 | 327,083 | D | — | — | |
| 4 | Common | Common Stock | 2026-02-18 | J | D | 11,163 | $1.47 | 332,665 | D | — | — | |
| 5 | Common | Common Stock | 2026-02-18 | J | D | 223 | $1.47 | 343,828 | D | — | — | |
| 6 | Common | Common Stock | 2026-02-18 | J | D | 3,504 | $1.47 | 344,051 | D | — | — | |
| 7 | Common | Common Stock | 2026-02-18 | J | D | 9,213 | $1.47 | 347,555 | D | — | — | |
| 8 | Common | Common Stock | 2026-02-18 | M | A | 330,126 | — | 480,126 | D | — | — | (F2) Restricted stock units convert into common stock on a one-for-one basis. |
| 9 | Common | Common Stock | 2026-02-18 | M | A | 20,633 | — | 500,759 | D | — | — | (F2) Restricted stock units convert into common stock on a one-for-one basis. |
| 10 | Common | Common Stock | 2026-02-18 | M | A | 7,847 | — | 508,606 | D | — | — | (F2) Restricted stock units convert into common stock on a one-for-one basis. |
| 11 | Common | Common Stock | 2026-02-18 | M | A | 498 | — | 509,104 | D | — | — | (F2) Restricted stock units convert into common stock on a one-for-one basis. |
| 12 | Common | Common Stock | 2026-02-18 | J | D | 152,336 | $1.47 | 356,768 | D | — | — | |
| 13 | Derivative | Restricted Stock Units | 2026-02-19 | M | D | 178 | — | 536 | D | — · — to — | 178 Common Stock | (F5) Represents securities received as part of the Issuer's business combination, in connection with that certain Agreement and Plan of Merger, dated as of July 24, 2024 (the "Merger Agreement"), by and among the Issuer (formerly FTAC Emerald Acquisition Corp.), FTAC EMLD Merger Sub Inc. and Fold, Inc. ("Legacy Fold"), pursuant to which each outstanding Legacy Fold RSU Award was automatically converted into an award of restricted stock units covering a number of shares of the Issuer's Common Stock based on the exchange ratio described in the Issuer's Registration Statement on Form S-4, as amended (Reg. No. 333-282520). (F1) Not applicable. (F8) The restricted stock units vest as to one-fourth of the underlying shares beginning on May 19, 2023 and thereafter in 48 equal monthly installments, subject to Mr. Dickman's continued service through the applicable vesting date and a liquidity event vesting condition.The liquidity event vesting condition was deemed met upon the Merger. Due to restrictions imposed by the Company's equity plan administrator, none of the previously vested units were settled until February 18, 2026. |
| 14 | Derivative | Restricted Stock Units | 2026-02-18 | M | D | 498 | — | 327 | D | — · — to — | 498 Common Stock | (F5) Represents securities received as part of the Issuer's business combination, in connection with that certain Agreement and Plan of Merger, dated as of July 24, 2024 (the "Merger Agreement"), by and among the Issuer (formerly FTAC Emerald Acquisition Corp.), FTAC EMLD Merger Sub Inc. and Fold, Inc. ("Legacy Fold"), pursuant to which each outstanding Legacy Fold RSU Award was automatically converted into an award of restricted stock units covering a number of shares of the Issuer's Common Stock based on the exchange ratio described in the Issuer's Registration Statement on Form S-4, as amended (Reg. No. 333-282520). (F1) Not applicable. (F9) The restricted stock units vest as to one-fourth of the underlying shares beginning on September 1, 2024 and thereafter in 48 equal monthly installments, subject to Mr. Dickman's continued service through the applicable vesting date and a liquidity event vesting condition. The liquidity event vesting condition was deemed met upon the Merger. Due to restrictions imposed by the Company's equity plan administrator, none of the vested units were settled until February 18, 2026. |
| 15 | Derivative | Restricted Stock Units | 2026-02-18 | M | D | 7,847 | — | 714 | D | — · — to — | 7,847 Common Stock | (F5) Represents securities received as part of the Issuer's business combination, in connection with that certain Agreement and Plan of Merger, dated as of July 24, 2024 (the "Merger Agreement"), by and among the Issuer (formerly FTAC Emerald Acquisition Corp.), FTAC EMLD Merger Sub Inc. and Fold, Inc. ("Legacy Fold"), pursuant to which each outstanding Legacy Fold RSU Award was automatically converted into an award of restricted stock units covering a number of shares of the Issuer's Common Stock based on the exchange ratio described in the Issuer's Registration Statement on Form S-4, as amended (Reg. No. 333-282520). (F1) Not applicable. (F8) The restricted stock units vest as to one-fourth of the underlying shares beginning on May 19, 2023 and thereafter in 48 equal monthly installments, subject to Mr. Dickman's continued service through the applicable vesting date and a liquidity event vesting condition.The liquidity event vesting condition was deemed met upon the Merger. Due to restrictions imposed by the Company's equity plan administrator, none of the previously vested units were settled until February 18, 2026. |
| 16 | Derivative | Restricted Stock Units | 2026-02-18 | M | D | 330,126 | — | 0 | D | — · — to — | 330,126 Common Stock | (F5) Represents securities received as part of the Issuer's business combination, in connection with that certain Agreement and Plan of Merger, dated as of July 24, 2024 (the "Merger Agreement"), by and among the Issuer (formerly FTAC Emerald Acquisition Corp.), FTAC EMLD Merger Sub Inc. and Fold, Inc. ("Legacy Fold"), pursuant to which each outstanding Legacy Fold RSU Award was automatically converted into an award of restricted stock units covering a number of shares of the Issuer's Common Stock based on the exchange ratio described in the Issuer's Registration Statement on Form S-4, as amended (Reg. No. 333-282520). (F1) Not applicable. (F6) The restricted stock units vested in 48 equal monthly installments beginning on August 20, 2019, subject to Mr. Dickman's continued service through the applicable vesting date and a liquidity event vesting condition.The liquidity event vesting condition was deemed met upon the merger of Legacy Fold, Issuer and FTAC EMLD Merger Sub Inc. on February 14, 2025 (the "Merger"). Due to restrictions imposed by the Company's equity plan administrator, none of the vested units were settled until February 18, 2026. |
| 17 | Derivative | Restricted Stock Units | 2026-02-18 | M | D | 20,633 | — | 0 | D | — · — to — | 20,633 Common Stock | (F5) Represents securities received as part of the Issuer's business combination, in connection with that certain Agreement and Plan of Merger, dated as of July 24, 2024 (the "Merger Agreement"), by and among the Issuer (formerly FTAC Emerald Acquisition Corp.), FTAC EMLD Merger Sub Inc. and Fold, Inc. ("Legacy Fold"), pursuant to which each outstanding Legacy Fold RSU Award was automatically converted into an award of restricted stock units covering a number of shares of the Issuer's Common Stock based on the exchange ratio described in the Issuer's Registration Statement on Form S-4, as amended (Reg. No. 333-282520). (F1) Not applicable. (F7) The restricted stock units vested in 48 equal monthly installments beginning on December 1, 2020, subject to Mr. Dickman's continued service through the applicable vesting date and a liquidity event vesting condition. The liquidity event vesting condition was deemed met upon the Merger. Due to restrictions imposed by the Company's equity plan administrator, none of the vested units were settled until February 18, 2026. |