Welcome to our dedicated page for AtlasClear SEC filings (Ticker: ATCHW), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The AtlasClear Holdings, Inc. (ATCH/ATCHW) SEC filings page on Stock Titan provides centralized access to the company’s U.S. regulatory documents, including current reports on Form 8-K and its registration statement on Form S-1. AtlasClear Holdings, Inc. is an emerging growth company with common stock listed on the NYSE American under the symbol ATCH, and warrants trading under ATCHW.
In its Form 8-K filings, the company frequently furnishes information under Item 2.02, “Results of Operations and Financial Condition,” by attaching press releases that announce financial results for AtlasClear Holdings, Inc. and for its wholly owned subsidiary Wilson-Davis & Co., Inc. These filings help readers follow quarterly and monthly performance disclosures and understand how the company presents its financial condition to the market.
Other 8-K filings detail financing arrangements and capital structure changes. A filing dated September 17, 2025 describes securities purchase agreements with institutional investors for convertible promissory notes in a private placement, the intended use of proceeds for general corporate purposes and working capital, and reliance on exemptions from registration under Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D. The same report discusses related party participation and the role of a placement agent.
The Form S-1 registration statement for AtlasClear Holdings, Inc. contains extensive information on convertible notes, secured debt, merger financing, derivative financial instrument liabilities, software and software development costs, developed technology rights, and customer lists. On Stock Titan, these complex filings are paired with AI-powered summaries that highlight key sections, explain technical terms, and point out important items such as convertible debt structures, derivative liabilities, and subsequent events. Users can review real-time updates from EDGAR, quickly locate 10-K, 10-Q, 8-K, S-1 and related exhibits for AtlasClear Holdings, Inc., and use AI-generated insights to better understand the implications of each filing for the company’s capital structure and reporting profile.
AtlasClear Holdings, Inc. reported fiscal second quarter 2026 results showing a sharp financial turnaround. Revenue rose 84% year over year to $5.1 million, driven by higher commissions, stock locate services, lending, and clearing activity. Net income reached $6.8 million, supported by operating growth and non-cash fair value adjustments.
Stockholders’ equity turned positive at $21.7 million after a prior deficit, while cash and restricted cash totaled $46.2 million and total assets increased to $77.6 million. The company completed a $20 million financing split between a secured convertible note and an equity unit offering, and management believes current liquidity and expected cash flows can support operations for at least the next twelve months. Subsidiary Wilson-Davis & Co. ended the quarter with $14.7 million of net capital, exceeding regulatory requirements by $14.4 million.
AtlasClear Holdings, Inc. reported a sharp swing to profitability for the quarter ended December 31, 2025, driven mainly by financing-related gains and tax items. Total revenue for the quarter rose to $5.1 million from $2.7 million a year earlier, led by higher commissions and other revenue. Operating expenses increased to $7.5 million, leaving an operating loss of $2.5 million, but large non-cash gains on derivatives and a reduction in earnout liabilities lifted total other income to $9.4 million, resulting in net income of $6.8 million.
For the six months ended December 31, 2025, revenue reached $9.3 million and net income was $6.3 million, with diluted earnings per share of $0.06. The balance sheet strengthened: total assets increased to $77.6 million, stockholders’ equity improved to $21.7 million from a deficit, and cash and restricted cash rose to $46.2 million. During the period, AtlasClear completed a Restated Note financing with Funicular Funds and an Equity SPA that together provided approximately $15.85 million in gross financing and converted existing convertible notes.
The company disclosed that prior substantial doubt about its ability to continue as a going concern has been alleviated following these financings and expected cash flows. It also reversed an accrued stock-repurchase excise tax of $2.6 million after final U.S. Treasury regulations, contributing to improved earnings and equity. As of February 10, 2026, AtlasClear had 149,692,496 shares of common stock outstanding.
AtlasClear Holdings, Inc. entered into a definitive share purchase agreement to acquire all outstanding shares of Commercial Bancorp, parent of Farmers State Bank, a profitable, well‑capitalized Federal Reserve member bank. The deal replaces a prior merger agreement that had expired.
Consideration will be predominantly equity-based, with sellers agreeing in the press release to take approximately 73% of total value in AtlasClear common stock and the balance in cash, subject to adjustments. AtlasClear will make a $100,000 earnest money deposit, and upon closing will own 100% of Commercial Bancorp, fully consolidating Farmers State Bank.
The acquisition is intended to give AtlasClear a regulated banking infrastructure, including deposits, payment rails and lending capabilities, supporting its plan to build an integrated clearing, banking and financial services platform. Closing remains subject to customary conditions, including Federal Reserve and Wyoming banking approvals and SEC effectiveness of a resale registration statement for the deal shares.
AtlasClear Holdings, Inc. filed a current report to announce that its wholly owned subsidiary, Wilson-Davis & Co., Inc., released financial results for the month ended October 31, 2025. The company issued a press release on December 1, 2025 detailing these subsidiary results, which are provided as an exhibit to the report.
The disclosure is furnished under the results of operations and financial condition item and is not treated as filed for liability purposes under the securities laws, unless later specifically incorporated by reference into another registration or reporting document.
AtlasClear Holdings, Inc. filed a current report to note that it issued a press release with selected financial results for the fiscal quarter ended September 30, 2025. The company stated that the press release, dated November 14, 2025, discusses its results of operations and financial condition for that quarter and is attached as an exhibit to the report. The filing clarifies that this information is being furnished rather than filed, which affects how it may be used under securities laws.
AtlasClear Holdings (ATCH) reported Q3 results and post‑quarter financings. Revenue rose to $4,250,590 from $2,804,082 a year ago, driven mainly by higher commissions and other revenue. Expenses were $5,127,828, resulting in a loss from operations of $877,238 and a net loss of $440,294. Operating cash flow was negative $2,500,236; financing cash inflows were $5,140,445.
Balance sheet items showed cash and restricted cash of $32,184,428 and total assets of $73,634,759. Total liabilities were $66,778,576. The stockholders’ balance improved to $6,856,183 from $(6,797,448) at June 30, reflecting significant note-to-equity conversions. Shares outstanding increased to 126,819,145 at September 30 (from 40,165,603 at June 30), including 63,944,332 issued upon conversion of a secured convertible note at $0.15 per share.
After quarter-end, the company completed approximately $15.75 million of gross financings, including an amended secured convertible note and $10 million of equity units at $0.60 per unit with $0.75 warrants. Management concluded these transactions alleviated prior substantial doubt about going concern. Wilson‑Davis reported net capital of $12,281,941, exceeding minimums by $12,031,941.
AtlasClear Holdings, Inc. filed a Form S-1 registering the resale of up to 48,597,042 shares of Common Stock by selling stockholders, from time to time after effectiveness. The company stated it will not receive any proceeds from these sales; selling stockholders will receive any sale proceeds.
As of November 6, 2025, 144,580,170 shares of Common Stock were outstanding. The registered resale amount represents approximately 33.6% of outstanding shares, which the company notes could increase trading supply and pressure the market price. AtlasClear’s Common Stock trades on NYSE American under “ATCH”; on November 5, 2025, the last sale price was $0.33 per share.
The prospectus allows selling stockholders to sell through various methods described under “Plan of Distribution.” AtlasClear will bear registration costs, while selling stockholders will bear their own commissions and discounts.
AtlasClear Holdings (ATCH) furnished an 8-K under Item 2.02 announcing that its wholly owned subsidiary, Wilson-Davis & Co., Inc., released certain financial results for the three months ended September 30, 2025.
The company attached a press release as Exhibit 99.1. The information was furnished, not filed, under the Exchange Act, meaning it is not subject to Section 18 liability or automatically incorporated by reference.
AtlasClear Holdings, Inc. received a Schedule 13G from Funicular Funds, LP, Cable Car Capital, LP, and Jacob Ma‑Weaver disclosing beneficial ownership of 12,669,232 shares of common stock, representing 9.9% of the class as of the event date 10/10/2025.
The reported stake includes 4,083,333 shares plus a convertible promissory note and warrants exercisable for common stock within 60 days, each subject to a 9.99% beneficial ownership limitation. The percentage is based on 126,819,145 shares outstanding as reported by the company on Form 10‑K filed on September 29, 2025. The filers certified the securities were not acquired to change or influence control.
AtlasClear Holdings, Inc. entered into securities purchase agreements with institutional investors to issue convertible promissory notes with an aggregate principal amount of $3.6 million for a gross purchase price of $3.0 million, reflecting a 20% original issue discount. The notes bear no interest and mature on the earlier of six months from issuance or the completion of a Qualified Financing, defined as a capital raise of at least $10 million.
At the closing of a Qualified Financing, each noteholder may elect to convert its note into equity at the same per-share price as the new financing. AtlasClear plans to use the proceeds for general corporate purposes and working capital and may issue up to an additional $2.4 million in principal amount of notes for up to $2.0 million in additional gross proceeds. Dawson James Securities, Inc. is acting as placement agent for a 5% fee on gross proceeds, and $600,000 of the notes are being purchased by Sixth Borough Capital Fund, LP, an entity controlled by a company director who is also the placement agent’s CEO.