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Tether-linked fund reports 10% Gold.com (AMRK) ownership stake

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Tether Global Investments Fund, S.I.C.A.F., S.A. and Giancarlo Devasini have filed an initial ownership report for Gold.com, Inc. The filing shows indirect beneficial ownership of 2,840,449 shares of common stock held by TPM, S.A. de C.V., a controlled subsidiary of Tether.

These shares are the first tranche of a larger PIPE Financing under a Securities Purchase Agreement dated February 4, 2026. TPM agreed to buy a total of 3,370,787 common shares at $44.50 per share in two tranches, an 11.9% discount to the 10‑day NYSE volume‑weighted average price. The second tranche of 530,337 shares is expected after the Hart‑Scott‑Rodino waiting period. Tether and Mr. Devasini each disclaim beneficial ownership beyond their pecuniary interest.

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Insights

Large discounted PIPE makes Tether affiliate a 10% Gold.com holder.

The filing shows TPM, S.A. de C.V., a subsidiary of Tether Global Investments Fund, as holder of 2,840,449 Gold.com common shares, reported as indirect beneficial ownership for Tether and Giancarlo Devasini. This stake arises from a private investment in public equity.

The Purchase Agreement covers 3,370,787 shares at $44.50 per share, tied to a $150 million PIPE. The first tranche of 2,840,449 shares closed for $126.4 million, while the second tranche of 530,337 shares for $23.6 million depends on Hart‑Scott‑Rodino clearance.

The form classifies both reporting persons as 10% owners, indicating a significant new shareholder. Tether and Mr. Devasini disclaim beneficial ownership beyond their pecuniary interests, so actual influence depends on TPM’s role and Tether’s voting interest. Further company disclosures may detail any strategic relationship.

SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Tether Global Investments Fund, S.I.C.A.F., S.A.

(Last) (First) (Middle)
FINAL AV. LA REVOLUCION EDIF. CENTRO
CORPORATIVO PRESIDENTE PLAZA, NIVEL 12

(Street)
SAN SALVADOR H3 00000

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/04/2026
3. Issuer Name and Ticker or Trading Symbol
Gold.com, Inc. [ GOLD ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 2,840,449(1)(2) I See Footnote(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Tether Global Investments Fund, S.I.C.A.F., S.A.

(Last) (First) (Middle)
FINAL AV. LA REVOLUCION EDIF. CENTRO
CORPORATIVO PRESIDENTE PLAZA, NIVEL 12

(Street)
SAN SALVADOR H3 00000

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Devasini Giancarlo

(Last) (First) (Middle)
FINAL AV. LA REVOLUCION, EDIF. CENTRO
CORPORATIVO PRESIDENTE PLAZA, NIVEL 12

(Street)
SAN SALADOR H3 00000

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. On February 4, 2026, the Issuer entered into a Securities Purchase Agreement (as amended by Amendment No. 1 dated February 5, 2026, the "Purchase Agreement") with TPM, S.A. de C.V., ("TPM"), a controlled subsidiary of Tether Global Investments Fund, S.I.C.A.F., S.A. (f/k/a Tether Holdings, S.A. de C.V.) ("Tether"). Pursuant to the Purchase Agreement, TPM has agreed to purchase an aggregate of 3,370,787 shares of the Company's common stock at a price of $44.50 per share, to be settled in two tranches in connection with a $150 million private placement of equity securities (the "PIPE Financing"). This price represents an 11.9% discount to the 10-day volume weighted average price of the Common Shares on the NYSE as of market close on February 4, 2026.
2. The first tranche of the shares closed on February 6, 2026, corresponding to 2,840,449 shares for an aggregate purchase price of $126.4 million. The second tranche of 530,337 shares will be acquired for an aggregate purchase price of $23.6 million following expiration or early termination the waiting period under the Hart-Scott-Rodino Act of 1976.
3. Represents securities directly held by TPM, S.A. de C.V. ("TPM"), a controlled subsidiary of Tether Global Investments Fund, S.I.C.A.F., S.A. (f/k/a Tether Holdings, S.A. de C.V.) ("Tether"). Mr. Devasini has a greater than 50% voting interest in Tether Global Investments Fund, S.I.C.A.F., S.A. Each of Tether and Mr. Devasini disclaims beneficial ownership of the securities owned by TPM in excess of their respective pecuniary interest therein.
/s/ Omar Rossi, Sole Administrator of Tether Global Investments Fund, S.I.C.A.F., S.A. 02/17/2026
/s/ Giancarlo Devasini, individually 02/17/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What stake does Tether Global Investments Fund report in Gold.com, Inc. (AMRK)?

Tether Global Investments Fund reports indirect ownership of 2,840,449 Gold.com common shares. The shares are held by TPM, S.A. de C.V., a controlled subsidiary. This position makes the reporting persons 10% owners, according to the filing’s ownership boxes and explanatory footnotes.

What are the terms of the PIPE investment in Gold.com, Inc. common stock?

TPM agreed to buy 3,370,787 common shares at $44.50 per share. The investment is structured as a $150 million private placement of equity securities, executed in two tranches and priced at an 11.9% discount to Gold.com’s 10‑day NYSE volume‑weighted average price.

How is the Tether-related Gold.com stake structured across tranches?

The first tranche closed with 2,840,449 shares for $126.4 million. A second tranche of 530,337 shares for $23.6 million will be acquired after expiration or early termination of the Hart‑Scott‑Rodino waiting period, according to the explanatory footnotes.

Who actually holds the Gold.com, Inc. shares reported in this Form 3?

The shares are directly held by TPM, S.A. de C.V. TPM is a controlled subsidiary of Tether Global Investments Fund, S.I.C.A.F., S.A. Both Tether and Giancarlo Devasini report indirect beneficial ownership but disclaim ownership beyond their respective pecuniary interests in TPM.

Why is Giancarlo Devasini included as a reporting person for Gold.com, Inc.?

Giancarlo Devasini is included due to his voting interest in Tether Global Investments Fund. The footnotes state he has greater than 50% voting interest in Tether’s investment fund, leading to indirect beneficial ownership reporting, subject to a disclaimer beyond his pecuniary interest.

What regulatory condition affects the second tranche of Gold.com, Inc. shares?

The second tranche is conditioned on Hart-Scott-Rodino Act review. Acquisition of 530,337 additional shares for $23.6 million will occur only after expiration or early termination of the Hart‑Scott‑Rodino waiting period, as described in the filing’s explanatory notes.
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