Here are the 8-K filings from AtlasClear Holdings Inc WTS (ATCHW) in our archive since June 2025, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
An 8-K covers material events a company has to report between its quarterly reports, so if you follow ATCHW and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ATCHW filings page.
AtlasClear Holdings, Inc. (ATCH) completed its purchase of 24.9% of Ark Financial Services on October 14, 2026, and agreed to acquire the remaining 75.1% at a later closing, subject to conditions. The initial stake cost $2.5 million in cash and a $2.5 million seller note bearing 5% interest per annum, payable in full at the earliest of 90 days after signing, a Qualified Financing, or closing.
For the remaining stake, AtlasClear would pay $2.4375 million in cash plus $13.8125 million in common stock, priced using the five-trading-day average VWAP ending on the closing date. Up to $3.25 million in additional cash and stock is tied to Ark and its subsidiaries exceeding $21.25 million in revenue for the years ending December 31, 2026 and 2027, with up to 50% payable for each year. Completion is subject to FINRA approval, stockholder approval if required under NYSE American rules, and other conditions. A portion of the closing consideration will be held in escrow for up to 18 months; Ark stockholders receiving shares are subject to a six-month lock-up, subject to exceptions.
AtlasClear Holdings, Inc. reported fiscal 2026 revenue of $20.1 million, up 85% from $10.9 million. Commission revenue rose 56% to $9.3 million, while stock locate revenue was $6.8 million versus approximately $0.3 million; non-commission sources were approximately 54% of revenue. GAAP net income was $2.0 million versus $5.8 million and included substantial non-cash fair-value gains, including an $11.1 million gain on the earnout liability. Loss from operations was $9.8 million, compared with $4.9 million.
Cash and cash equivalents were $15.4 million, versus $7.5 million; operating activities used $6.2 million, compared with $0.8 million provided in fiscal 2025. Stockholders’ equity was $21.1 million, versus a $6.8 million deficit a year earlier. Management said substantial doubt about continuing as a going concern had been alleviated and internal control over financial reporting was effective as of June 30, 2026, following remediation of the previously reported material weakness.
Six correspondent broker-dealers signed clearing agreements; the sixth signed in September 2026 after year-end. The company expects the firms to begin contributing as they come online during fiscal 2027. The Commercial Bancorp of Wyoming acquisition remains subject to regulatory approval and customary closing conditions after pending regulatory applications were withdrawn, with refiling expected at an appropriate time.
AtlasClear Holdings, Inc. (ATCH) expects preliminary, unaudited fiscal 2026 total revenues of approximately $20.1 million, up approximately 85% from $10.9 million in fiscal 2025. It expects approximately $1.8 million of interest income, presented as other income under GAAP; total revenues plus interest income, a supplemental measure, are expected to be approximately $21.9 million, up approximately 70% from $12.9 million.
Commission revenue increased approximately 56% to $9.3 million. Stock locate fees increased from approximately $0.3 million to approximately $6.8 million, representing approximately 34% of total revenues; non-commission lines represented approximately 54%. Expected net income of approximately $2.0 million would mark a second consecutive year of positive net income and includes non-cash gains from changes in fair value of financial instruments.
At June 30, 2026, AtlasClear expected cash and cash equivalents of approximately $15.4 million, more than double $7.5 million a year earlier, and stockholders’ equity of approximately $21.1 million versus a $6.8 million deficit at June 30, 2025. AtlasClearing, Inc.’s net capital was approximately $14.4 million at June 30, 2026, up approximately 28% from $11.2 million a year earlier. Six new correspondent broker-dealers signed clearing agreements, but fiscal 2026 included no meaningful revenue from them; contributions are expected as conversions are completed in fiscal 2027. Results are preliminary and unaudited, and actual results may differ materially.
AtlasClear Holdings, Inc. reported that its stockholders approved a first amendment to the company’s 2024 Equity Incentive Plan. This amendment, previously approved by the board subject to stockholder approval, increases the number of shares of common stock authorized for issuance under the plan by 15,000,000.
The company refers investors to its definitive proxy statement filed on April 30, 2026, as supplemented on May 12, 2026, for a detailed summary of the plan and the amendment. The full text of the amendment is filed as an exhibit to this report.
AtlasClear Holdings, Inc. reported results from its annual stockholder meeting. Stockholders elected six director nominees to serve through the annual meeting for the fiscal year ending June 30, 2027, ensuring continuity of the board.
They also approved an amendment to the 2024 Equity Incentive Plan to increase the number of common shares reserved for issuance by 15,000,000, expanding the pool available for equity-based compensation. In addition, stockholders ratified the appointment of Haynie & Company as the independent registered public accounting firm for the fiscal year ending June 30, 2026.
The meeting quorum was based on 150,337,774 shares outstanding as of the April 27, 2026 record date, with 59,305,797 shares represented, or approximately 39.4% of shares entitled to vote.
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. 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. 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. 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) 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. 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.