Form 4 for FLD Fold Holdings, Inc.
Accepted 2026-06-03 21:30:04 ET · period of report 2026-06-01 · accession 0001193125-26-256171 · 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 | 2026-06-03 21:30 | 2026-06-01 | FLD | Repass Wolfe | CFO | M - OptEx | — | +4,196 | 732.4K | +0.6% | — |
| DM | 2026-06-03 21:30 | 2026-06-02 | FLD | Repass Wolfe | CFO | S - Sale+OE | $0.905 | -1,310 | 731.1K | -0.2% | -$1,186 |
| DM | 2026-06-03 21:30 | 2026-06-01 | FLD | Repass Wolfe | CFO | M - OptEx | — | -4,196 | 37.0K | -10% | — |
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 | 2026-06-01 | M | A | 2,639 | — | 730,847 | D | — | — | (F1) Restricted stock units convert into common stock on a one-for-one basis. |
| 2 | Common | Common Stock | 2026-06-01 | M | A | 17 | — | 730,864 | D | — | — | (F1) Restricted stock units convert into common stock on a one-for-one basis. |
| 3 | Common | Common Stock | 2026-06-01 | M | A | 1,540 | — | 732,404 | D | — | — | (F1) Restricted stock units convert into common stock on a one-for-one basis. |
| 4 | Common | Common Stock | 2026-06-02 | S | D | 480 | $0.905 | 731,924 | D | — | — | (F2) The sale reported on this Form 4 represents shares sold by Mr. Repass to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by Mr. Repass. |
| 5 | Common | Common Stock | 2026-06-02 | S | D | 824 | $0.905 | 731,100 | D | — | — | (F2) The sale reported on this Form 4 represents shares sold by Mr. Repass to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by Mr. Repass. |
| 6 | Common | Common Stock | 2026-06-02 | S | D | 6 | $0.905 | 731,094 | D | — | — | (F2) The sale reported on this Form 4 represents shares sold by Mr. Repass to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by Mr. Repass. |
| 7 | Derivative | Restricted Stock Units | 2026-06-01 | M | D | 2,639 | — | 23,749 | D | — · — to — | 2,639 Common Stock | (F3) Not applicable. (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). (F4) The restricted stock units vest as to one-fourth of the underlying shares beginning on March 1, 2024 and thereafter in 48 equal monthly installments, subject to Mr. Repass' continued service through the applicable vesting date and a liquidity event vesting condition. The liquidity event vesting condition was satisfied upon the merger described in Footnote 5. (F4) The restricted stock units vest as to one-fourth of the underlying shares beginning on March 1, 2024 and thereafter in 48 equal monthly installments, subject to Mr. Repass' continued service through the applicable vesting date and a liquidity event vesting condition. The liquidity event vesting condition was satisfied upon the merger described in Footnote 5. |
| 8 | Derivative | Restricted Stock Units | 2026-06-01 | M | D | 17 | — | 258 | D | — · — to — | 17 Common Stock | (F3) Not applicable. (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). (F6) 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. Repass' continued service through the applicable vesting date and a liquidity event vesting condition. The liquidity event vesting condition was deemed met upon the Merger. (F6) 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. Repass' continued service through the applicable vesting date and a liquidity event vesting condition. The liquidity event vesting condition was deemed met upon the Merger. |
| 9 | Derivative | Restricted Stock Units | 2026-06-01 | M | D | 1,540 | — | 36,955 | D | — · — to — | 1,540 Common Stock | (F3) Not applicable. (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). (F7) The restricted stock units vest as to one-fourth of the underlying shares beginning on June 1, 2025 and thereafter in 48 equal monthly installments, subject to Mr. Repass' continued service through the applicable vesting date and a liquidity event vesting condition.The liquidity event vesting condition was deemed met upon the Merger. (F7) The restricted stock units vest as to one-fourth of the underlying shares beginning on June 1, 2025 and thereafter in 48 equal monthly installments, subject to Mr. Repass' continued service through the applicable vesting date and a liquidity event vesting condition.The liquidity event vesting condition was deemed met upon the Merger. |