Webull Announces Termination of Standby Equity Purchase Agreement

Webull (NASDAQ: BULL) announced termination of its standby equity purchase agreement (SEPA) with YA II PN, Ltd. (Yorkville), effective April 6, 2026.

Rhea-AI Summary

Webull (NASDAQ: BULL) announced termination of its standby equity purchase agreement (SEPA) with YA II PN, Ltd. (Yorkville), effective April 6, 2026. Webull issued 11,500,000 Class A shares under the SEPA, raising $173.2 million, and had no outstanding notices, shares to issue, or amounts owed at termination.

The SEPA had allowed issuance of up to $1.0 billion in Class A ordinary shares but no further shares were issued after September 2025.

Positive

• Raised $173.2 million from SEPA share sales
• No outstanding obligations or amounts owed at termination

Negative

• Lost access to up to $1.0 billion standby financing capacity
• Only 11.5 million shares issued versus $1.0 billion available

Key Figures

SEPA capacity: $1.0 billion Shares issued under SEPA: 11,500,000 shares SEPA proceeds: $173.2 million +5 more

SEPA capacity

$1.0 billion

Maximum Class A shares issuable under standby equity purchase agreement

Shares issued under SEPA

11,500,000 shares

Webull Class A Ordinary Shares sold to Yorkville

SEPA proceeds

$173.2 million

Cash raised from SEPA share sales to Yorkville

Resale registration

75,159,236 shares

Class A shares registered for resale (Prospectus Supplement No. 2)

Additional resale registration

147,445,012 shares

Class A ordinary shares registered for resale by selling securityholders

Warrant shares

17,271,990 shares

Shares issuable upon exercise of outstanding warrants

Warrant exercise price

$11.50 per share

Exercise price for outstanding warrants (subject to adjustment)

2025 revenue

$570,996,806

Full-year 2025 revenue per incorporated Form 6-K

Historical Context

5 past events · Latest: Apr 01

5 events

1. Apr 01

   Fraud-prevention partnership

   24h Move

   -1.3%

   Brazil partnership using device and location intelligence to cut fraud and manual checks.

2. Mar 05

   Trade surveillance deal

   24h Move

   -5.6%

   Solidus Labs partnership to enhance digital asset trade surveillance across key markets.

3. Mar 04

   Full-year 2025 earnings

   24h Move

   -5.6%

   Reported strong 2025 revenue, deposits, customer assets, and adjusted operating profit.

4. Mar 04

   Earnings correction release

   24h Move

   -5.6%

   Correction emphasizing record 2025 revenue, deposits, and adjusted operating profit growth.

5. Feb 17

   Earnings call notice

   24h Move

   -2.2%

   Announcement of Q4 2025 results release date and conference call details.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

standby equity purchase agreement, class a ordinary shares, prospectus supplement, form 6-k, +4 more

8 terms

standby equity purchase agreement financial

"it has terminated the standby equity purchase agreement (the "SEPA") it entered"

A standby equity purchase agreement is a contract in which an investor or group agrees to buy a company’s newly issued shares on demand, giving the company a ready source of cash it can tap when needed. Think of it like a line of credit made with stock instead of a loan: it provides financial backup but can increase the number of shares outstanding, diluting existing owners and affecting per‑share value, so investors watch these deals for their impact on ownership and earnings per share.

class a ordinary shares financial

"issue up to $1.0 billion in Class A Ordinary Shares, Webull only issued"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

prospectus supplement regulatory

"files Prospectus Supplement No. 2 registering up to 75,159,236 Webull"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

form 6-k regulatory

"The supplement incorporates a Form 6-K dated March 4, 2026 that includes"

A Form 6-K is a report that companies listed in certain countries file to provide important updates, such as financial results, corporate changes, or other significant information, to regulators and investors. It functions like an official company update or news release, helping investors stay informed about developments that could affect their investment decisions.

form f-1 regulatory

"tied to its Form F-1 registration, covering the offer and sale of up to"

A Form F-1 is the document a non-U.S. company files with U.S. regulators when it wants to sell stock or other securities to U.S. investors. It lays out the company’s business, finances, risks and how the offering will work, acting like a product manual and ingredient list so investors can judge what they’re buying. For investors, it’s a key source of verified information used to compare opportunities and assess potential reward and risk.

warrants financial

"shares issuable upon exercise of outstanding warrants exercisable at $11.50"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

View in glossary

payment for order flow financial

"heavy reliance on trading-related income such as payment for order flow"

Payment for order flow is when a broker sells the right to route a customer's trade to another trading firm in return for a small fee. It matters to investors because it can help reduce visible commissions or speed execution, but it can also create a conflict where the broker favors the fee over getting the absolute best price—like a courier choosing the route that pays most rather than the fastest option.

foreign private issuer regulatory

"as a foreign private issuer it follows certain Cayman home country practices"

A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

View in glossary

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ST. PETERSBURG, Fla., April 7, 2026 /PRNewswire/ -- Webull Corporation (NASDAQ: BULL) ("Webull" or the "Company") today announced that it has terminated the standby equity purchase agreement (the "SEPA") it entered into with YA II PN, Ltd. ("Yorkville") on July 1, 2025.

The Company delivered to Yorkville a notice of termination for the SEPA on April 1, 2026, which became effective on April 6, 2026. At the time of the termination, there were no outstanding advance notices, no shares to be issued, and no amounts owed by either party under the SEPA.

While the SEPA allowed Webull to issue up to $1.0 billion in Class A Ordinary Shares, Webull only issued and sold to Yorkville 11,500,000 Webull Class A Ordinary Shares, raising proceeds of $173.2 million in connection with such sales. Webull has not issued any shares pursuant to the SEPA since September 2025.

About Webull Corporation 

Webull Corporation (NASDAQ: BULL) owns and operates Webull, a leading digital investment platform built on next-generation global infrastructure. Through its global network of licensed brokerages, Webull offers investment services in 14 markets across North America, Asia Pacific, Europe, Africa, and Latin America. Webull serves more than 26 million registered users globally, providing retail investors with 24/7 access to global financial markets. Users can put investment strategies to work by trading global stocks, ETFs, options, futures, fractional shares, and digital assets through Webull's trading platform, which seamlessly integrates market data and information, its user community, and investor education resources. Learn more at www.webullcorp.com. You may also access certain information on Webull and its securities on the website of the U.S. Securities and Exchange Commission (the "SEC") at http://www.sec.gov, where Webull will, among others, be filing reports, such as Reports on Form 6-K and its Annual Report on Form 20-F.

Contacts

For Investors
ir@webullcorp.com

For Media
5W Public Relations
Nicholas Koulermos
Webull@5wpr.com
(212) 999-5585

Cautionary Note Regarding Forward-Looking Statements

This press release includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact contained in this press release or other statements of the Company made in connection herewith, including, for instance, statements as to business strategy and plans, future results of operations and financial position, planned products and services, objectives of management for future operations or strategies of the Company, market size and growth opportunities, competitive position and technological and market trends, are forward-looking statements. Some of these forward-looking statements can be identified by the use of forward-looking words, including "anticipate," "expect," "suggests," "plan," "believe," "predict," "potential," "seek," "future," "propose," "continue," "intend," "estimates," "targets," "projects," "should," "could," "would," "may," "will," "forecast" or the negatives of these terms or variations of them or similar terminology although not all forward-looking statements contain such terminology.

All forward-looking statements are based upon current estimates and forecasts and reflect the reasonable views, assumptions, expectations, and opinions of the Company and its management as of the date of this press release, and are therefore subject to a number of factors, risks and uncertainties, some of which are not currently known to the Company and its management and could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Some of these factors include, but are not limited to: (1) the ability of the Company to grow and manage growth profitably, maintain relationships and deepen engagement with users, customers and suppliers, and retain its management and key employees; (2) the reliance of key functions of the Company's business on third-parties and the risk that the Company's platform and systems rely on software and applications that are highly technical and may contain undetected errors that could result in unexpected network interruptions, failures, security breaches, or computer virus attacks; (3) the risks associated with the Company's global operations and continued global expansion, including, but not limited to, the risks related to complex or constantly evolving political or regulatory environments that may result in substantial costs or require adverse changes to the Company's business practices; (4) the Company's estimates of expenses and costs, of profitability or of other operational and financial metrics as well as the Company's expectations regarding demand for and market acceptance of its products and service; (5) the Company's reliance on trading related income, including payment for order flow ("PFOF"), and the risk of new regulation or bans on PFOF and similar practices; (6) the Company's exposure to fluctuations in interest rates, rapidly changing interest rate environments, volatile prices of securities and digital assets and their respective trading volumes; (7) the Company's reliance on a limited number of market makers and liquidity providers to generate a large portion of its revenues, and the negative impact of the loss of any of those market makers or liquidity providers; (8) the effects of competition in the Company's industry and the Company's need to constantly innovate and invest in new markets, products, technologies or services to retain, attract and deepen engagement with users; (9) changes in international trade policies and trade disputes that could result in tariffs, taxes or other protectionist measures adversely affecting our business; (10) risks related to general political, economic and business conditions globally and in jurisdictions where the Company operates; (11) risk of further actions taken by various government bodies in the United States that have made the Company the subject of inquiries and investigations relating to concerns about our connections to China; (12) the risk that the failure to protect customer data and privacy or to prevent security breaches relating to the Company's platform could result in economic loss, damage to its reputation, deter customers from using its products and services, and expose it to legal penalties and liability; (13) the risks associated with incorporating artificial intelligence technologies into certain of our products and processes, including potential regulatory, operational, reputational, or compliance challenges; (14) risks related to the Company's need as a regulated financial services company to develop and maintain effective compliance and risk management infrastructures as well as to maintain capital levels required by regulators and self-regulatory organizations; (15) the ability to meet, or continue to meet, stock exchange listing standards; (16) the possibility of adverse developments in pending or new litigation and regulatory investigations; (17) risks relating to our offering of event contracts or prediction market products in the United States, including potential changes in regulatory interpretations or enforcement priorities; (18) risks related to significant disruptions in the cryptocurrency market that negatively impacts user engagement with cryptocurrency trading on our platform; (19) political, regulatory or economic changes that affect cryptocurrencies, including changes in the governance of a cryptocurrency; (20) risks related to the offer and resale of our securities, such as dilution from the issuance of additional Class A ordinary shares upon the exercise of warrants, and increased volatility, or significant declines, in the price of our securities based on increased trading activity and the perception that sales of our securities may occur; and (21) other risks and uncertainties that are more fully described in filings made, or to be made, by the Company with the SEC, including in the sections entitled "Risk Factors" and "Cautionary Note Regarding Forward-Looking Statements" in the Company's filings with the SEC, such as the Company's Annual Report on Form 20-F, as amended, filed with the SEC on April 25, 2025. The foregoing list of factors is not exhaustive. Reported results should not be considered an indication of future performance. There may be additional risks that the Company and its management presently do not know about or that the Company and its management currently believe are immaterial that could also cause actual results to differ materially from those contained in the forward-looking statements. In light of these factors, risks and uncertainties, the forward-looking events and circumstances discussed in this press release may not occur, and any estimates, assumptions, expectations, forecasts, views or opinions set forth in this press release should be regarded as preliminary and for illustrative purposes only and accordingly, undue reliance should not be placed upon the forward-looking statements. The Company assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

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SOURCE Webull Corporation

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Why did Webull (BULL) terminate the SEPA on April 6, 2026?

The agreement was ended after no further issuances were needed; According to the company, there were no outstanding notices, shares to issue, or amounts owed when the SEPA terminated on April 6, 2026.

How many shares did Webull (BULL) sell to Yorkville under the SEPA?

Webull sold 11,500,000 Class A ordinary shares to Yorkville; According to the company, those sales raised proceeds of $173.2 million and no additional shares were issued after September 2025.

What financing capacity did the SEPA provide for Webull (BULL)?

The SEPA permitted issuance of up to $1.0 billion in Class A ordinary shares; According to the company, Webull utilized only a portion, issuing shares that raised $173.2 million before termination.

Does terminating the SEPA create liabilities for Webull (BULL)?

No—termination did not create liabilities at closing; According to the company, there were no outstanding advance notices, no shares to be issued, and no amounts owed by either party upon termination.

When did Webull last issue shares under the SEPA before termination?

Webull last issued shares under the SEPA in September 2025; According to the company, no shares were issued under the SEPA after September 2025 prior to the April 6, 2026 termination.