Form 4: Fold Holdings CFO Wolfe Repass Reports Acquisition of Restricted Stock Units Following Business Combination

Chief Financial Officer of Fold Holdings, Wolfe Repass, reports the acquisition of restricted stock units as a result of the company's recent business combination.

Summary

• Wolfe Repass, CFO of Fold Holdings, reported the acquisition of restricted stock units (RSUs) on February 14, 2025.
• These RSUs were obtained as part of the business combination with FTAC Emerald Acquisition Corp., formerly FTAC EMLD Merger Sub Inc. and Fold, Inc. ('Legacy Fold').
• The acquisition includes 24,759 RSUs, 33,352 RSUs, 126,660 RSUs, 825 RSUs, and 73,909 RSUs.
• The RSUs vest in installments, generally beginning one-fourth on the initial vesting date and then monthly over 48 months, contingent on continued service and a liquidity event.
• A liquidity event is defined as either a change in control of the Issuer or an initial public offering (IPO) of the Issuer Common Stock, occurring within seven years of the grant date.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. The acquisition of RSUs by the CFO is a standard practice and aligns his interests with shareholders. The vesting conditions incentivize long-term commitment.

Positives

• The acquisition of RSUs by the CFO aligns his interests with those of the shareholders.
• The vesting conditions, including continued service and a liquidity event, incentivize long-term commitment and performance.
• The business combination is now complete.

Risks

• The vesting of the RSUs is contingent on a liquidity event occurring within seven years, which may not happen.
• If Wolfe Repass leaves the company before the RSUs fully vest, he will forfeit the unvested portion.

Future Outlook

The document does not contain specific forward-looking statements beyond the vesting conditions tied to a potential change in control or IPO.

Industry Context

Form 4 filings are standard practice for reporting changes in beneficial ownership by company insiders, providing transparency to investors.

Stakeholder Impact

• Shareholders: Provides transparency regarding insider ownership.
• Employees: May boost morale knowing management's interests are aligned with the company's success.

Key Dates