AtlasClear SEC Filings

AtlasClear Holdings, Inc. reported a strong fiscal third quarter ended March 31, 2026, highlighted by rapid growth and a turnaround in profitability. Revenue rose 65% year-over-year to $4.2 million, while fiscal year-to-date revenue increased 67% to $13.5 million.

The company generated fiscal year-to-date net income of $4.4 million, or $0.05 per diluted share, reversing a net loss per share in the prior-year period. Stock locate and securities lending revenue became a meaningful contributor at $3.0 million year-to-date.

AtlasClear also significantly strengthened its balance sheet, cutting legacy de-SPAC liabilities from about $34 million to under $1 million and improving stockholders’ equity from a $(6.8) million deficit to $22.3 million. Cash and cash equivalents were $16.7 million, with total cash of about $41.2 million, supporting ongoing operational and strategic initiatives.

AtlasClear Holdings, Inc. reported a modest quarterly loss while significantly strengthening its balance sheet for the quarter ended March 31, 2026. Revenue for the quarter was $4,201,852, up from $2,543,103 a year earlier, driven by higher commissions, stock locate fees and trading gains. Operating expenses more than doubled to $7,134,711, reflecting higher compensation, data processing and stock-based compensation, leading to a loss from operations of $2,932,859 and a net loss of $1,930,884, or $0.01 per basic and diluted share.

For the nine months, the company generated net income of $4,412,993, helped by sizeable non-cash gains from revaluing derivatives, earnout and other financing-related liabilities. Total assets rose to $73,915,806 and stockholders’ equity improved from a deficit of $(6,797,448) to positive $22,258,579, supported by substantial debt conversions and equity issuance; shares outstanding increased to 149,794,297.

Cash and restricted cash grew to $41,172,003, aided by October 2025 financings that included a $10,097,782 secured convertible note at 11% and a $10,000,000 unit equity financing, with combined gross proceeds of about $15.85 million including note conversions. Management states these transactions, together with expected operating cash flows, alleviate prior substantial doubt about the company’s ability to continue as a going concern for at least twelve months. The company also reversed $2,611,618 of previously accrued excise tax following final U.S. Treasury regulations.

AtlasClear Holdings, Inc. reported a modest quarterly loss while significantly strengthening its balance sheet for the quarter ended March 31, 2026. Revenue for the quarter was $4,201,852, up from $2,543,103 a year earlier, driven by higher commissions, stock locate fees and trading gains. Operating expenses more than doubled to $7,134,711, reflecting higher compensation, data processing and stock-based compensation, leading to a loss from operations of $2,932,859 and a net loss of $1,930,884, or $0.01 per basic and diluted share.

For the nine months, the company generated net income of $4,412,993, helped by sizeable non-cash gains from revaluing derivatives, earnout and other financing-related liabilities. Total assets rose to $73,915,806 and stockholders’ equity improved from a deficit of $(6,797,448) to positive $22,258,579, supported by substantial debt conversions and equity issuance; shares outstanding increased to 149,794,297.

Cash and restricted cash grew to $41,172,003, aided by October 2025 financings that included a $10,097,782 secured convertible note at 11% and a $10,000,000 unit equity financing, with combined gross proceeds of about $15.85 million including note conversions. Management states these transactions, together with expected operating cash flows, alleviate prior substantial doubt about the company’s ability to continue as a going concern for at least twelve months. The company also reversed $2,611,618 of previously accrued excise tax following final U.S. Treasury regulations.

AtlasClear Holdings, Inc. filed a proxy supplement ahead of its May 27, 2026 annual meeting, correcting and updating details in its proxy materials.

The supplement clarifies that a quorum requires at least 33.3% of the voting power of issued and outstanding shares present in person or by proxy. It also confirms that 590,046 shares of common stock are currently authorized and available for issuance under the 2024 Equity Incentive Plan, after a 1-for-60 reverse stock split on December 31, 2024.

Stockholders are being asked to approve an amendment to increase shares reserved under the plan by 15,000,000, bringing the total to 15,590,046 shares, to support employee, director and contractor equity awards. Approval of Proposal 2 requires a majority of votes cast by stockholders present in person or by proxy and entitled to vote.

AtlasClear Holdings, Inc. filed a proxy supplement ahead of its May 27, 2026 annual meeting, correcting and updating details in its proxy materials.

The supplement clarifies that a quorum requires at least 33.3% of the voting power of issued and outstanding shares present in person or by proxy. It also confirms that 590,046 shares of common stock are currently authorized and available for issuance under the 2024 Equity Incentive Plan, after a 1-for-60 reverse stock split on December 31, 2024.

Stockholders are being asked to approve an amendment to increase shares reserved under the plan by 15,000,000, bringing the total to 15,590,046 shares, to support employee, director and contractor equity awards. Approval of Proposal 2 requires a majority of votes cast by stockholders present in person or by proxy and entitled to vote.

AtlasClear Holdings, Inc. is asking stockholders to vote at its May 27, 2026 annual meeting on electing six directors, expanding its 2024 Equity Incentive Plan, and ratifying Haynie & Company as auditor for the year ending June 30, 2026.

The company seeks approval to increase shares reserved under the equity plan by 15,000,000, from 58,908 to 15,058,908, to support future stock-based awards. Stockholders of record as of April 27, 2026, when 150,337,774 common shares were outstanding, may vote in person or by proxy. The proxy also details board independence, committee structure, executive employment terms, and 2024–2025 compensation figures.

AtlasClear Holdings, Inc. is asking stockholders to vote at its May 27, 2026 annual meeting on electing six directors, expanding its 2024 Equity Incentive Plan, and ratifying Haynie & Company as auditor for the year ending June 30, 2026.

The company seeks approval to increase shares reserved under the equity plan by 15,000,000, from 58,908 to 15,058,908, to support future stock-based awards. Stockholders of record as of April 27, 2026, when 150,337,774 common shares were outstanding, may vote in person or by proxy. The proxy also details board independence, committee structure, executive employment terms, and 2024–2025 compensation figures.

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 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. 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. 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 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, 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 (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.