Fold Holdings, Inc. (NASDAQ: FLD) Announces Third Quarter 2026 Results

Thousands of customers activated Fold’s new balance products, bringing millions of dollars in balances onto the platform.

Rhea-AI Summary

Fold Holdings (NASDAQ: FLD) reported third-quarter 2026 revenue of $4.2 million as it expanded balance-based products and credit card access. Revenue fell from $7,398,939 to $4,161,541 year over year. Net loss was $2,649,889, or $0.05 per share, versus net income of $554,242, or $0.01 per share. Operating expenses fell 21% to $10.5 million. Adjusted EBITDA, a non-GAAP earnings measure, was a $4.5 million loss, improving from a $5.5 million loss in Q2.

Fold launched Reserve and Lead Bank spending accounts, expanded credit card early access to approximately 2,500 cardholders, and reported an approximate 270% increase in custody and trading revenue driven by gift card sales. Quarter-end cash was $21.7 million, with total treasury holdings of 247 BTC. Fold extended its $13 million note to November 2027 and replaced its $250 million equity line with a $25 million committed equity facility. Its Nasdaq compliance deadline is January 11, 2027.

16 points · 2 major

MixediHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

3 major · 15 points

Hollow bars mark forward-looking points. How the balance works

Positive

• Major pointTotal liabilities fell to $21,762,227 at September 30, 2026, from $90,477,007 at December 31, 2025.
• Major pointThe $25 million committed equity facility replaced a $250 million equity line, reducing potential dilution exposure. 99% of market cap
• Moderate pointOperating expenses fell 21% year over year to $10.5 million in Q3 2026.
• Moderate pointAdjusted EBITDA loss narrowed to $4.5 million in Q3 2026 from $5.5 million in Q2.
• Moderate pointCash and equivalents rose to $21,678,045 at September 30, 2026, from $7,652,203 at December 31, 2025.
• Moderate pointThe $13 million note maturity moved to November 2027, with a company extension option to November 2028. 51% of market cap
• Moderate pointNew balance products attracted thousands of customers and millions of dollars in balances.
• Moderate pointQ3 2026 interest expense fell to $537,155 from $1,179,216 a year earlier.

8 minor points

• Minor pointCustody and trading revenue increased approximately 270%, driven by bitcoin gift card sales.
• Minor pointNote potential capacity increased to $25 million.
• Minor pointCredit card early access expanded to approximately 2,500 cardholders.
• Minor pointVerified accounts exceeded 88,500, with 1,500 new verified accounts added in Q3 2026.
• Minor pointTikTok Shop became Fold’s largest gift card and customer acquisition channel.
• Minor pointKroger renewed its commitment to the Fold program.
• Minor pointMerchant offers moved to Blackhawk, with better program economics and nearly all temporarily unavailable merchants restored.
• Minor pointNine-month convertible note repayments totaled $25,166,667; credit facility repayments totaled $20,000,000.

Negative

• Major point. Forward-looking: it has not happened yet and may not happen.The $25 million committed equity facility retains potential shareholder dilution. 99% of market cap
• Major pointInvestment treasury digital assets fell to $14,265,330 at September 30, 2026, from $133,658,791 at December 31, 2025.
• Major pointNine-month investment treasury results swung to a $24,445,385 loss from a $31,203,938 gain a year earlier.
• Moderate pointQ3 2026 revenue declined to $4,161,541 from $7,398,939 a year earlier.
• Moderate pointQ3 2026 net results swung to a $2,649,889 loss from $554,242 income a year earlier.
• Moderate pointQ3 2026 operating loss widened to $6,313,121 from $5,940,318 a year earlier.
• Moderate pointNasdaq compliance remains unresolved ahead of January 11, 2027; stockholders authorized a reverse split.
• Moderate point. Forward-looking: it has not happened yet and may not happen.Credit card expansion beyond Fold’s balance sheet depends on a future credit facility partner.
• Moderate pointNine-month operating cash use increased to $20,578,345 from $11,426,231 a year earlier.
• Moderate pointStockholders’ equity fell to $30,451,114 at September 30, 2026, from $62,990,647 at December 31, 2025.
• Moderate pointOutstanding common shares increased to 54,873,627 at September 30, 2026, from 48,419,266 at December 31, 2025.

4 minor points

• Minor pointQ3 2026 loss per share was $0.05, versus earnings of $0.01 a year earlier.
• Minor pointNine-month 2026 revenue fell to $15,843,759 from $22,662,702 a year earlier.
• Minor pointNine-month net loss widened to $41,469,352 from $34,899,390; loss per share narrowed to $0.80 from $0.88.
• Minor pointQ3 investment treasury gains declined to $4,078,913 from $10,238,866 a year earlier.

News Explained

Common shares outstanding rose from 48,419,266 at December 31, 2025, to 54,873,627 at September 30, 2026; the approved reverse-split authorization is a separate Nasdaq-compliance tool.

In its third-quarter release, Fold says stockholders approved a reverse-stock-split authorization on October 22, 2026, one tool available to address its January 11, 2027 Nasdaq compliance deadline. Common shares outstanding were 48,419,266 on December 31, 2025, and 54,873,627 on September 30, 2026; for holders whose own share counts did not change, the larger total means lower percentage ownership, absent offsetting changes.

A reverse split consolidates shares, reducing the share count and proportionally raising the per-share price; the split itself does not change company value.

Key Figures

Revenue: $4.2 million Operating expenses: $10.5 million; down 21% year over year Net loss: ($2.6) million +5 more

Revenue

$4.2 million

Q3 2026

Operating expenses

$10.5 million; down 21% year over year

Q3 2026

Net loss

($2.6) million

Q3 2026

Adjusted EBITDA loss

($4.5) million; improved from ($5.5) million

Q3 2026; compared with Q2 2026

Custody and trading revenue increase

Approximately 270%

Growth attributed to bitcoin gift card sales

Transaction volume

$159 million

Q3 2026

Cash and cash equivalents

$21.7 million

At quarter end

Committed equity facility

$25 million, replacing a $250 million equity line

Company stated the change reduced potential dilution overhang

Previous Earnings Reports

1 past event · Latest: Nov 10

Same Type 1 event

1. Nov 10

   Q3 earnings results

   24h Move

   +5.1%

   Reported 41% year-over-year revenue growth, net income, and 43% transaction-volume growth.

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

Key Terms

gaap, convertible note, fdic-insured, reverse stock split

4 terms

gaap financial

"not presented in accordance with generally accepted accounting principles (“GAAP”)"

GAAP, or Generally Accepted Accounting Principles, are a set of standardized rules and guidelines that companies follow when preparing their financial statements. They ensure consistency, transparency, and comparability across different companies, making it easier for investors to understand and compare financial information accurately. This helps investors make informed decisions based on trustworthy and uniform financial reports.

View in glossary

convertible note financial

"June 2025 convertible note, net"

A convertible note is a type of loan that a company gets from investors, which can later be turned into company shares instead of being paid back in cash. It matters because it helps startups raise money quickly without setting a fixed value for the company right away, making it easier to grow and attract investors.

fdic-insured regulatory

"deposits held at Lead Bank, an FDIC-insured institution"

"FDIC-insured" means that a bank or savings institution is protected by the Federal Deposit Insurance Corporation, which guarantees that depositors will get back their money up to a certain limit if the bank fails. This insurance provides peace of mind, similar to a safety net, ensuring that your savings are protected even if the bank encounters financial trouble. It helps build trust and confidence for people saving or investing their money in banks.

reverse stock split regulatory

"stockholders approved a reverse stock split authorization"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Launched Fold Reserve and Lead Bank Accounts
Custody & Trading Revenue Up 270%, Driven by TikTok Shop Distribution
Fold Credit Card Expanded to ~2,500 Cardholders

PHOENIX, Nov. 10, 2026 (GLOBE NEWSWIRE) -- Fold Holdings, Inc. (NASDAQ: FLD) (“Fold”, “we”, or “our”), the first publicly traded bitcoin financial services company, today announced financial results for the third quarter ended September 30, 2026.

Q3 2026 Financial Highlights

• Revenue: $4.2 million
• Total Operating Expenses: $10.5 million, down 21% year over year
• Net Loss: ($2.6) million
• Adjusted EBITDA²: ($4.5) million loss, improved from ($5.5) million loss in Q2 2026
• Loss Per Share: ($0.05) per share
• Adjusted EBITDA Per Share²: ($0.08) loss per share
• Bitcoin Treasury Holdings¹: 247 BTC
  

Q3 2026 Key Operating Metrics

• Total Transaction Volume: $159 million
• Total Verified Accounts: more than 88,500; +1,500 new verified accounts in the quarter

CEO Commentary

“We believe Q3 was an inflection point for Fold,” said Fold Chairman and CEO Will Reeves. “Over the last few months we’ve evolved from strictly a transaction-based business to one that also monetizes customer balances, broadened our focus from bitcoin earners to every American who earns rewards, strengthened our balance sheet, maintained a focus on operational efficiency, and opened new distribution channels that take our products to audiences we’ve never reached before.”

Mr. Reeves continued, “We are reshaping Fold from a business built on gathering customers into one built on gathering assets. A transaction pays us once. A customer balance earns for us every month it stays on the platform, and it ties that customer more closely to everything else we offer. Early demand for our new balance products is running ahead of our expectations, and those customers hold balances several times larger than our average user. Fold is becoming a place where customers keep their money, not just a place where they spend it.”

Mr. Reeves concluded, “The bitcoin market remained soft through the quarter, and our Q3 results reflect the noise of a major transition: a new banking partner, a new deposit strategy, a consolidated merchant platform, and a shift toward balance-based economics. The benefits of this transition are ahead of us, and we’ve de-risked the path to them. With our only debt extended two years, operating expenses down, and a financing partner for our Credit Card expected to be announced shortly, we believe Fold has never been better positioned for its next stage of growth.”

Strategic & Business Updates

Fold Credit Card

• Expanded Early Access to approximately 2,500 cardholders
• Transitioned from a waitlist to an invite system for all eligible customers
• Launching a pre-approval flow that allows prospective cardholders to get pre-approved outside the Fold app, increasing top-of-funnel conversion and enabling partners to offer the card directly to their customers
• Intend to add a credit facility partner in the future, which would allow the program to scale beyond the Company’s own balance sheet with more invitations, higher limits for qualified customers, and dedicated marketing spend
  

Platform Expansion

• Launched Fold Reserve, a stored-value product that lets customers hold funds on Fold and unlock Fold’s best rewards tiers, including bill pay rewards, zero-fee and zero-spread bitcoin trading, and higher card rewards
• Launched Lead Bank spending accounts, with deposits held at Lead Bank, an FDIC-insured institution
• Thousands of customers activated Fold’s new balance products, bringing millions of dollars in balances onto the platform. These customers hold balances several times larger than the average Fold user, with participation across every rewards tier
• Launched pass-through bitcoin buying, enabling customers to buy bitcoin directly from any linked bank account without first moving money into Fold

Bitcoin Gift Card

• Became the first and only bitcoin gift card on TikTok Shop, which quickly became Fold’s largest gift card and customer acquisition channel
• Gift card sales drove an approximate 270% increase in Custody & Trading revenues
• September was a record month for bitcoin gift card sales, and the product holds a 4.7-star rating
• Kroger renewed its commitment to the Fold program

Merchant Offers

• Consolidated gift card merchant offers onto Blackhawk, a program that carries better economics; nearly all merchants that were temporarily unavailable during the transition have been restored
  

Capital & Balance Sheet

• Ended the quarter with $21.7 million in cash and cash equivalents and 171 BTC in Investment Treasury
• Extended the maturity of the Company’s $13 million note to November 2027, with a Company option to extend to November 2028 and nearly doubled its potential capacity to $25 million
• Replaced the $250 million equity line with a $25 million committed equity facility, meaningfully reducing the potential dilution overhang and providing more cost-efficient capital
• On October 22, 2026, stockholders approved a reverse stock split authorization, one tool available to the Company to regain compliance with Nasdaq listing requirements ahead of the January 11, 2027 deadline

Earnings Call and Webcast Information:

Fold will host a conference call at 5:00 p.m. Eastern Time today, which will include a brief discussion of results followed by a question-and-answer period. To participate in this event, please log on or dial in approximately 5 minutes before the beginning of the call.

Date: November 10, 2026
Time: 5:00 p.m. ET
Participant Call Links:

• Live Webcast: Link
• Dial-in Registration Link: Link
• A replay of the call will be archived at https://investor.foldapp.com
  

Footnotes

_{¹ Fold’s Bitcoin Treasury was 247 BTC as of September 30, 2026, which included 171 BTC in our Investment Treasury, and 76 BTC in our Rewards Treasury.}

_{² Adjusted EBITDA and Adjusted EBITDA Per Share are financial measures not presented in accordance with generally accepted accounting principles (“GAAP”) (a “Non-GAAP Financial Measure”). Please see “Non-GAAP Financial Measures” at the end of this press release.}

About Fold:

Fold Holdings, Inc. (NASDAQ: FLD) is a financial services company built on a simple premise: consumers should be able to save, spend, and earn rewards in both U.S. dollars (“USD”) and bitcoin through a single platform. Fold’s consumer offerings include an FDIC-insured checking account, a Visa debit card (the "Fold Debit Card"), a Visa credit card (the "Fold Credit Card"), bill payment services, a bitcoin gift card, and an extensive catalog of merchant reward offers. The Company also offers various forms of bitcoin buying and selling with low-to-zero fees and insured custody. By integrating both dollars and bitcoin within familiar financial products, the Company aims to give consumers a single, practical platform for managing their everyday finances. The Company's products and services are available in the United States through the Fold mobile application (the “Fold App”).

Forward-Looking Statements:

The information in this press release includes “forward-looking statements” within the meaning of the federal securities laws. All statements that are not statements of historical fact are forward-looking statements. Forward-looking statements may be identified by the use of words such as “may,” “could,” “would,” “should,” “predict,” “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include statements regarding the rollout, development and expected effect of Fold’s credit card program, including the expected credit facility, Fold Reserve, Lead Bank accounts, pass-through bitcoin buying, gift card and other products, and the potential success of Fold’s overall market, product and growth strategies, and the potential reverse stock split and the Company’s ability to regain compliance with Nasdaq listing requirements. These statements are based on assumptions and on the current expectations of Fold’s management and are not predictions of actual performance. Many actual events and circumstances are beyond the control of Fold. These forward-looking statements are subject to a number of risks and uncertainties, including: (i) changes in domestic and foreign business, market, financial, political and legal conditions, including but not limited to changes in the acceptance of bitcoin; (ii) our continued ability to implement business plans; (iii) the risk of downturns, new entrants and a changing regulatory landscape in the highly competitive industry in which Fold operates; (iv) volatility in the market price of bitcoin; (v) access to and reliance on funding for our products, including the credit card, and general operations; (vi) access to and reliance on third parties for their services related to certain of our products, including risks relating to Fold having a single custodian for our bitcoin; (vii) reliance on banking partners which are subject to complex and demanding regulations and compliance standards; and (viii) those risks and uncertainties discussed in Fold Holdings, Inc.’s filings with the Securities and Exchange Commission. If any of these risks materialize or Fold’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. While Fold may elect to update these forward-looking statements at some point in the future, Fold specifically disclaims any obligation to do so, except as required by law.

Fold Holdings, Inc. Condensed Balance Sheets (Unaudited)
		September 30,				December 31,
		2026				2025
Assets
Current assets
Cash and cash equivalents		$	21,678,045			$	7,652,203
Accounts receivable, net			1,122,104				728,001
Credit card receivable, net			3,957,933				-
Inventories			794,563				478,045
Digital assets - rewards treasury			6,388,310				6,872,869
Prepaid expenses and other current assets			1,609,810				2,384,684
Total current assets			35,550,765				18,115,802
Digital assets - investment treasury			14,265,330				133,658,791
Capitalized software development costs, net			2,272,246				1,393,752
Other non-current assets			125,000				299,309
Total assets		$	52,213,341			$	153,467,654
Liabilities and stockholders' equity
Current liabilities
Accounts payable		$	821,916			$	704,789
Accrued expenses and other current liabilities			1,751,024				3,166,186
February 2026 note - related party, net			12,658,196				-
Credit facility			-				10,000,000
Customer rewards liability			6,388,310				6,872,869
Deferred revenue			142,781				366,252
Total current liabilities			21,762,227				21,110,096
June 2025 convertible note, net			-				21,469,675
March 2025 convertible note - related party			-				47,207,556
Other non-current liabilities			-				689,680
Total liabilities			21,762,227				90,477,007
Commitments and contingencies (Note 10)
Stockholders’ equity
Preferred stock, $0.0001 par value; 20,000,000 shares authorized, 0 shares issued and outstanding at September 30, 2026 and 0 shares issued and outstanding at December 31, 2025			-				-
Common stock, $0.0001 par value; 600,000,000 shares authorized, 54,873,627 shares issued and outstanding at September 30, 2026 and 48,477,883 shares issued and 48,419,266 shares outstanding at December 31, 2025			5,551				4,849
Additional paid-in-capital			242,853,899				233,924,782
Accumulated deficit			(212,408,336	)			(170,938,984	)
Total stockholders’ equity			30,451,114				62,990,647
Total liabilities and stockholders’ equity		$	52,213,341			$	153,467,654

Fold Holdings, Inc. Condensed Statements of Operations (Unaudited)
		Three Months Ended September 30,								Nine Months Ended September 30,
		2026				2025				2026				2025
Revenues, net		$	4,161,541			$	7,398,939			$	15,843,759			$	22,662,702
Operating expenses
Banking and payments costs			3,108,563				6,519,736				13,023,182				20,961,281
Custody and trading costs			1,301,886				244,954				2,639,340				433,550
Compensation and benefits			3,715,573				3,728,954				11,539,907				13,863,551
Marketing expenses			170,471				237,625				1,166,917				1,258,346
Professional fees			828,454				1,294,394				3,751,700				4,353,244
Amortization expense			184,361				232,853				514,425				430,761
(Gain) loss on customer rewards liability			1,968,920				506,796				(284,149	)			1,477,444
(Gain) loss on digital assets - rewards treasury			(2,121,385	)			(637,712	)			687,458				(1,961,803	)
Other selling, general and administrative expenses			1,317,819				1,211,657				4,717,047				3,612,533
Total operating expenses			10,474,662				13,339,257				37,755,827				44,428,907
Operating loss			(6,313,121	)			(5,940,318	)			(21,912,068	)			(21,766,205	)
Other income (expense)
Gain (loss) on digital assets - investment treasury			4,078,913				10,238,866				(24,445,385	)			31,203,938
Change in fair value of SAFEs			-				-				-				(6,503,113	)
Change in fair value of convertible note			-				(2,626,932	)			13,200,089				(14,470,683	)
Convertible note issuance costs and fees			-				-				-				(9,569,109	)
Legal settlements			-				-				(1,374,828	)			-
Loss on extinguishment of debt			-				-				(4,005,132	)			(9,612,199	)
Interest expense			(537,155	)			(1,179,216	)			(3,732,864	)			(4,425,703	)
Other income			128,620				60,961				811,453				247,662
Other income (expense), net			3,670,378				6,493,679				(19,546,667	)			(13,129,207	)
Net (loss) income before income taxes			(2,642,743	)			553,361				(41,458,735	)			(34,895,412	)
Income tax expense (benefit)			7,146				(881	)			10,617				3,978
Net (loss) income		$	(2,649,889	)		$	554,242			$	(41,469,352	)		$	(34,899,390	)
Net (loss) income attributable to common stockholders:
Basic		$	(2,649,889	)		$	554,242			$	(41,469,352	)		$	(34,899,390	)
Diluted		$	(2,649,889	)		$	554,242			$	(41,469,352	)		$	(34,899,390	)
Net (loss) income per share attributable to common stockholders:
Basic		$	(0.05	)		$	0.01			$	(0.80	)		$	(0.88	)
Diluted		$	(0.05	)		$	0.01			$	(0.80	)		$	(0.88	)
Weighted-average shares used to compute net (loss) income per share:
Basic			54,841,913				46,911,561				51,629,478				39,781,781
Diluted			54,841,913				46,911,561				51,629,478				39,781,781

Fold Holdings, Inc. Condensed Statements of Cash Flows (Unaudited)
		Nine Months Ended September 30,
		2026				2025
Cash flows from operating activities
Net loss		$	(41,469,352	)		$	(34,899,390	)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization expense			545,431				430,756
Loss (gain) on digital assets - rewards treasury			687,458				(1,961,803	)
Loss (gain) on digital assets - investment treasury			24,445,385				(31,203,938	)
(Gain) loss on customer rewards liability			(284,149	)			1,477,444
Change in fair value of convertible note			(13,200,089	)			14,470,683
Convertible note issuance costs and fees			-				9,569,109
Loss on extinguishment of debt			4,005,132				9,612,199
Amortization of debt issuance costs			6,638				122,902
Amortization of debt discount and premium			392,082				768,225
Change in fair value of SAFEs			-				6,503,113
Share-based compensation expense			5,108,887				8,470,932
Other non-cash adjustments			(484,019	)			-
Legal settlement paid in digital assets			1,374,828				-
Increase (decrease) in cash resulting from changes in:			-
Accounts receivable, net			(394,103	)			161,515
Credit card receivable, net			(3,957,933	)			-
Inventories			(316,518	)			(103,236	)
Prepaid expenses and other current assets			605,834				581,100
Accounts payable			117,127				(104,846	)
Accrued expenses and other current liabilities			1,981,699				2,413,679
Customer rewards liability			1,170,468				1,826,398
Deferred revenue			(223,471	)			(52,470	)
Other non-current liabilities			(689,680	)			491,397
Net cash used in operating activities			(20,578,345	)			(11,426,231	)
Cash flows from investing activities
Purchases of digital assets			(3,359,836	)			(3,138,623	)
Proceeds from sales of digital assets			59,120,684				-
Payments for capitalized software development costs			(1,210,540	)			(619,446	)
Net cash provided by (used in) investing activities			54,550,308				(3,758,069	)
Cash flows from financing activities
Proceeds from issuance of note			13,000,000				-
Repayment of convertible note			(25,166,667	)			-
Proceeds from recapitalization			-				804,600
Payments of deferred IPO costs			-				(652,013	)
Payment of debt issuance costs			-				(113,320	)
Payment of deferred offering costs			(125,000	)
Proceeds from issuance of common stock			3,294,846				3,478,137
Proceeds from credit facility			10,000,000				-
Repayment of credit facility			(20,000,000	)			-
Common stock withheld for employee tax obligations			(949,300	)			-
Net cash (used in) provided by financing activities			(19,946,121	)			3,517,404
Net increase (decrease) in cash and cash equivalents			14,025,842				(11,666,896	)
Cash and cash equivalents, beginning of period			7,652,203				18,330,359
Cash and cash equivalents, end of period		$	21,678,045			$	6,663,463
Non-cash investing and financing activities
Non-cash payment of interest with common stock		$	613,334			$	1,246,667
Distributions of digital assets to fulfill customer reward redemptions			1,370,878				2,577,906
Distributions of digital assets to satisfy other current obligations			2,231,157				184,983
Non-cash payment for intellectual property acquisition with common stock			182,379				-
Non-cash repayment of convertible note via transfer of digital assets - related party			34,007,466				-
Non-cash amortization of deferred issuance costs			167,539				43,806
Non-cash allocation of convertible note proceeds to embedded derivative			63,418				-
Non-cash allocation of note proceeds to commitment shares			785,200				-
Recapitalization			-				173,019,904
Proceeds from convertible debt received in digital assets - related party			-				43,965,525
Change in fair value of Series C Warrants included in loss on extinguishment			-				498,771
Distributions of digital assets for prepaid interest - related party			-			$	2,313,975
Supplemental disclosure of cash flow information
Cash paid during the period for interest expense		$	3,733,749			$	-

Non-GAAP Financial Measures

Adjusted EBITDA

In addition to net income (loss) and other results under GAAP, we utilize non-GAAP calculations of adjusted earnings before interest, taxes, depreciation, and amortization (“Adjusted EBITDA”) to monitor the financial health of our business. Adjusted EBITDA is defined as net loss, excluding (i) interest expense, (ii) provision for (benefit from) income taxes, (iii) depreciation and amortization, (iv) share-based compensation, (v) remeasurement gains and losses such as fair value remeasurements on our digital assets, convertible notes, and SAFE notes, (vi) impairments, restructuring charges, and business acquisition- or disposition-related expenses that we believe are not indicative of our core operating results, and (vii) legal settlement expenses associated with unusual or non-recurring litigation matters that we believe are not indicative of our core operating results. This non-GAAP financial information has limitations as an analytical tool when assessing our operating performance, is presented for supplemental informational purposes only, should not be considered in isolation or as a substitute for, or superior to, financial information presented in accordance with GAAP, and may be different from similarly titled non-GAAP measures used by other companies.

The above items are excluded from our Adjusted EBITDA measure because these items are non-cash in nature, or because the amount and timing of these items are unpredictable, are not driven by core results of operations, and/or render comparisons with prior periods and competitors less meaningful. We believe Adjusted EBITDA and Adjusted EBITDA per share provide useful information to investors and others in understanding and evaluating our results of core operations, as well as providing a useful measure for period-to-period comparisons of our business performance. Moreover, Adjusted EBITDA is a key measurement used by our management internally to make operating decisions, including those related to operating expenses, evaluate performance, and perform strategic planning and annual budgeting.

The following table presents a reconciliation of Adjusted EBITDA to the most directly comparable GAAP measure, net loss:

		Three Months Ended September 30,								Nine Months Ended September 30,
		2026				2025				2026				2025
Net (loss) income		$	(2,649,889	)		$	554,242			$	(41,469,352	)		$	(34,899,390	)
Add:
Interest expense			537,155				1,179,216				3,732,864				4,425,703
Income tax expense (benefit)			7,146				(881	)			10,617				3,978
Amortization expense			184,361				232,853				514,425				430,761
Share-based compensation expense			1,755,428				1,575,422				5,108,887				8,470,932
(Gain) loss on customer rewards liability			1,968,920				506,796				(284,149	)			1,477,444
(Gain) loss on digital assets - rewards treasury			(2,121,385	)			(637,712	)			687,458				(1,961,803	)
(Gain) loss on digital assets - investment treasury			(4,078,913	)			(10,238,866	)			24,445,385				(31,203,938	)
Change in fair value of SAFEs			-				-				-				6,503,113
Change in fair value of other liabilities			(64,074	)			-				(615,788	)			-
Change in fair value of convertible note			-				2,626,932				(13,200,089	)			14,470,683
Convertible note issuance costs and fees			-				-				-				9,569,109
Legal settlements			-				-				1,374,828				-
Loss on extinguishment of debt			-				-				4,005,132				9,612,199
Adjusted EBITDA (loss)		$	(4,461,251	)		$	(4,201,998	)		$	(15,689,782	)		$	(13,101,209	)

		Three Months Ended September 30,								Nine Months Ended September 30,
		2026				2025				2026				2025
Adjusted EBITDA (loss)		$	(4,461,251	)		$	(4,201,998	)		$	(15,689,782	)		$	(13,101,209	)
Weighted-average shares used to compute basic and diluted net loss per share			54,841,913				46,911,561				51,629,478				39,781,781
Adjusted EBITDA (loss) per share attributable to common stockholders:
Basic and diluted		$	(0.08	)		$	(0.09	)		$	(0.30	)		$	(0.33	)

For investor inquiries, please contact:
OG Advisory Group
Samir Jain, CFA
FoldIR@orangegroupadvisors.com 

For media inquiries, please contact:
Confluence Partners, LLC
Cindy Stoller
Media@foldapp.com 

FAQ

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

What were Fold’s Q3 2026 revenue and earnings?

Fold reported $4,161,541 in revenue and a $2,649,889 net loss for the quarter ended September 30, 2026. A year earlier, revenue was $7,398,939 and net income was $554,242. Loss per share was $0.05, compared with earnings of $0.01 per share.

How much cash and bitcoin did Fold hold at the end of Q3 2026?

Fold ended September 30, 2026, with $21.7 million in cash and cash equivalents and 247 BTC in total treasury holdings. The bitcoin total comprised 171 BTC in its Investment Treasury and 76 BTC in its Rewards Treasury.

Has Fold set an effective date or ratio for its authorized reverse stock split?

Fold disclosed stockholder authorization on October 22, 2026, but no effective date or split ratio. The company identified a reverse split as one tool available to regain compliance with Nasdaq listing requirements before the January 11, 2027 deadline.

What is Fold planning to support further credit card expansion?

Fold intends to add a credit facility partner so the program can scale beyond its own balance sheet. The company expects this would support more invitations, higher limits for qualified customers and dedicated marketing spending. It is also launching a pre-approval process outside the Fold app that would let partners offer the card directly to their customers.