SCHEDULE 13G/A: Betsy Z. Cohen and Affiliates Disclose 12.7% Stake in Fold Holdings, Inc.

Prominent investor Betsy Z. Cohen, through her affiliated entities Emerald ESG Sponsor, LLC and Emerald ESG Advisors, LLC, has reported a combined beneficial ownership of 12.7% in Fold Holdings, Inc.

Summary

• Emerald ESG Sponsor, LLC beneficially owns 3,433,537 shares of Fold Holdings, Inc. common stock, representing 7.4% of the class.
• Emerald ESG Advisors, LLC beneficially owns 2,410,185 shares of Fold Holdings, Inc. common stock, representing 5.2% of the class.
• Betsy Z. Cohen, who manages both Emerald ESG Sponsor, LLC and Emerald ESG Advisors, LLC, is deemed to share voting and investment power over a total of 5,843,722 shares, which constitutes 12.7% of the common stock.
• The beneficial ownership percentages are calculated based on 46,138,876 common shares of Fold Holdings, Inc. outstanding, as reported in the issuer's Form 8-K filed on February 14, 2025.
• This filing is an Amendment No. 1 to a Schedule 13G, indicating an update to a previously filed beneficial ownership statement.

Sentiment

Score: 6

Explanation: The filing is a routine disclosure of significant ownership, which is generally a neutral to positive signal as it indicates investor interest. There are no negative financial or operational details within the filing itself.

Positives

• The disclosure of a significant ownership stake by a prominent investor like Betsy Z. Cohen and her affiliated entities can signal confidence in the company's prospects.
• A substantial institutional and individual ownership base can contribute to market stability and investor interest.

Risks

• While the filing states that the securities were not acquired for the purpose of changing or influencing control, a significant ownership stake always carries the potential for future influence on corporate decisions.

Future Outlook

The document is a beneficial ownership filing and does not contain any forward-looking statements or guidance regarding Fold Holdings, Inc.'s future performance, strategic direction, or financial outlook.

Management Comments

• Betsy Z. Cohen, as Manager for Emerald ESG Sponsor, LLC and Emerald ESG Advisors, LLC, and individually, certified that the securities were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer, nor in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under Rule 14a-11.

Industry Context

This Schedule 13G filing is a routine regulatory disclosure indicating a significant passive investment by a notable financial group and individual in Fold Holdings, Inc. It provides transparency on major shareholders but does not offer insights into broader industry trends or competitive dynamics beyond highlighting investor interest in the company.

Related Party Transactions

• Betsy Z. Cohen manages Emerald ESG Sponsor, LLC and Emerald ESG Advisors, LLC, and is deemed to share voting and investment power over the shares held by these entities. She disclaims beneficial ownership of these securities, except to the extent of her pecuniary interest therein.

Stakeholder Impact

• Shareholders: Provides transparency regarding significant ownership stakes, which can influence market perception and liquidity.
• Management: Awareness of a major shareholder group, although the filing explicitly states no intent to influence control.

Next Steps

• The document does not specify any future actions, events, or milestones for Fold Holdings, Inc. or the reporting persons beyond the regulatory filing itself.

Key Dates

Keywords

Fold Holdings Inc., Common Stock, Schedule 13G, Beneficial Ownership, Emerald ESG Sponsor LLC, Emerald ESG Advisors LLC, Betsy Z. Cohen, Institutional Investor, SEC Filing