SCHEDULE: Deutsche Boerse Updates Forge Global Stake
Beneficial Ownership Update
Deutsche Boerse AG updates its beneficial ownership in Forge Global Holdings, Inc. following a reverse stock split, warrant expiration, and the Accuidity acquisition.
Summary
- This filing is Amendment No. 1 to the Schedule 13D originally filed by Deutsche Boerse AG on March 30, 2022, concerning its stake in Forge Global Holdings, Inc.
- Forge Global Holdings, Inc. completed a 1-for-15 reverse stock split on April 14, 2025, resulting in a new CUSIP (34629L202) for the Common Stock.
- Following the reverse stock split, Deutsche Boerse AG's beneficial ownership initially became 1,617,499 shares, comprising 1,614,146 shares of Common Stock and warrants to purchase 3,353 shares.
- Warrants held by Deutsche Boerse AG to purchase 3,353 shares of Common Stock expired unexercised on May 26, 2025.
- Forge Global Holdings, Inc. completed the acquisition of Accuidity, LLC on July 1, 2025, which involved the issuance of an additional 1,200,000 shares of Common Stock.
- Deutsche Boerse AG now beneficially owns 1,614,146 shares of Forge Global Holdings, Inc. Common Stock.
- This beneficial ownership represents 11.9% of the class, based on 13,601,362 shares of Common Stock outstanding as of August 6, 2025.
Sentiment
Score: 5
Explanation: The filing is primarily a factual disclosure of changes in beneficial ownership due to corporate actions (reverse stock split, acquisition) and warrant expiration. While the dilution of the reporting person's stake and unexercised warrants are minor negatives for their specific position, the overall sentiment for the issuer's operations (e.g., acquisition) is not explicitly negative or positive within this disclosure.
Negatives
- Deutsche Boerse AG's warrants to purchase 3,353 shares of Common Stock expired unexercised on May 26, 2025.
- The issuance of 1,200,000 shares for the Accuidity acquisition resulted in a dilution of Deutsche Boerse AG's percentage holding of Forge Global's Common Stock.
Risks
- The issuance of new shares for acquisitions can dilute the ownership percentage of existing shareholders.
Future Outlook
NA
Industry Context
NA
Stakeholder Impact
- Shareholders of Forge Global Holdings, Inc. experienced a reverse stock split, which reduces the number of outstanding shares, and dilution due to the issuance of new shares for the Accuidity acquisition.
- Deutsche Boerse AG, as a significant shareholder, saw its percentage ownership diluted due to the new share issuance and its warrants expired unexercised.
Key Dates
| Date | Description |
|---|---|
| 03/30/2022 | Original Schedule 13D filed by Deutsche Boerse AG. |
| 04/14/2025 | Forge Global Holdings, Inc. completed a 1-for-15 reverse stock split. |
| 05/26/2025 | Deutsche Boerse AG's warrants to purchase 3,353 shares of Common Stock expired unexercised. |
| 07/01/2025 | Forge Global Holdings, Inc. completed the acquisition of Accuidity, LLC. |
| 07/02/2025 | Accuidity Acquisition reported by Forge Global Holdings, Inc. on a Current Report on Form 8-K. |
| 08/06/2025 | Date used for calculating the number of Common Stock shares outstanding (13,601,362). |
| 08/08/2025 | Forge Global Holdings, Inc. filed its Quarterly Report on Form 10-Q for the period ended June 30, 2025. |
| 08/12/2025 | Signature date for this Amendment No. 1 to Schedule 13D. |
Keywords
Forge Global Holdings, Deutsche Boerse AG, Schedule 13D, beneficial ownership, reverse stock split, Accuidity acquisition, common stock, SEC filing
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