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Procap Financial Inc Schedule 13G: the LMR Investment Managers and principals report beneficial ownership of 3,082,128 shares of common stock as of March 31, 2026, representing approximately 5.8% of the class based on 83,422,775 shares outstanding as of February 12, 2026. The filing states the LMR Master Fund holds 1,540,163 shares and LMR CCSA Master Fund holds 1,541,965, and discloses warrants exercisable for a total of 1,843,375 shares.
The Reporting Persons indicate they have shared voting and dispositive power over 4,925,503 shares and that voting/disposition powers are exercised on behalf of the two master funds. The submission is made under beneficial-owner reporting rules and includes a statement about comparable foreign regulatory oversight.
Procap Financial Inc Schedule 13G: the LMR Investment Managers and principals report beneficial ownership of 3,082,128 shares of common stock as of March 31, 2026, representing approximately 5.8% of the class based on 83,422,775 shares outstanding as of February 12, 2026. The filing states the LMR Master Fund holds 1,540,163 shares and LMR CCSA Master Fund holds 1,541,965, and discloses warrants exercisable for a total of 1,843,375 shares.
The Reporting Persons indicate they have shared voting and dispositive power over 4,925,503 shares and that voting/disposition powers are exercised on behalf of the two master funds. The submission is made under beneficial-owner reporting rules and includes a statement about comparable foreign regulatory oversight.
ProCap Financial, Inc. reported a net loss of $107,759 for the three months ended March 31, 2026, or $1.30 per share, driven mainly by a $105,467 unrealized loss on its Bitcoin holdings.
Revenue was minimal at $1, while general and administrative and stock-based compensation expenses totaled $7,599. ProCap held 5,457 Bitcoin with a fair value of $372,277 and cash and cash equivalents of $25,964 as of March 31, 2026.
The company reduced its 2028 Convertible Notes principal to $99,600 through a $119,152 repurchase, recording a $5,933 gain, and bought back 2,667,056 shares for about $8.0M. Subsequently, it acquired AI platform CFO Silvia with 7,516,951 closing shares, 900,000 escrow shares, and up to 9,000,000 potential earnout shares.
ProCap Financial, Inc. reported a net loss of $107,759 for the three months ended March 31, 2026, or $1.30 per share, driven mainly by a $105,467 unrealized loss on its Bitcoin holdings.
Revenue was minimal at $1, while general and administrative and stock-based compensation expenses totaled $7,599. ProCap held 5,457 Bitcoin with a fair value of $372,277 and cash and cash equivalents of $25,964 as of March 31, 2026.
The company reduced its 2028 Convertible Notes principal to $99,600 through a $119,152 repurchase, recording a $5,933 gain, and bought back 2,667,056 shares for about $8.0M. Subsequently, it acquired AI platform CFO Silvia with 7,516,951 closing shares, 900,000 escrow shares, and up to 9,000,000 potential earnout shares.
PROCAP FINANCIAL, INC reporting persons led by Magnetar affiliates disclose beneficial ownership of 7,251,900 shares of Common Stock as of March 31, 2026, representing approximately 7.77% of outstanding shares. The filing states the ownership total includes 3,125,000 issued common shares, 205,000 shares issuable upon exercise of Warrants, and 3,921,900 shares issuable upon conversion of Notes. The issuer's share count cited in the filing is 89,177,103 outstanding per an April 6, 2026 disclosure; the filing notes the approximately 4,126,900 issuable shares are not included in that outstanding figure.
PROCAP FINANCIAL, INC reporting persons led by Magnetar affiliates disclose beneficial ownership of 7,251,900 shares of Common Stock as of March 31, 2026, representing approximately 7.77% of outstanding shares. The filing states the ownership total includes 3,125,000 issued common shares, 205,000 shares issuable upon exercise of Warrants, and 3,921,900 shares issuable upon conversion of Notes. The issuer's share count cited in the filing is 89,177,103 outstanding per an April 6, 2026 disclosure; the filing notes the approximately 4,126,900 issuable shares are not included in that outstanding figure.
Jane Street Group, LLC and affiliated entities reported beneficial ownership of 4,202,312.98 shares of ProCap Financial, Inc., representing 5.0% of the class. The filing states the ownership figure uses 84,214,688 shares as the denominator, which reflects 83,422,775 shares outstanding as of February 12, 2026 plus 790,674.98 shares acquirable from convertible notes and 1,238 shares acquirable from warrants. The convertible instrument carries a blocker provision preventing conversion that would cause holdings to exceed 4.99%.
Jane Street Group, LLC and affiliated entities reported beneficial ownership of 4,202,312.98 shares of ProCap Financial, Inc., representing 5.0% of the class. The filing states the ownership figure uses 84,214,688 shares as the denominator, which reflects 83,422,775 shares outstanding as of February 12, 2026 plus 790,674.98 shares acquirable from convertible notes and 1,238 shares acquirable from warrants. The convertible instrument carries a blocker provision preventing conversion that would cause holdings to exceed 4.99%.
ProCap Financial, Inc. Chief Investment Officer Jeffrey Jin Hyung Park reported an acquisition of 400,000 shares of common stock at $0.00 per share through the settlement of restricted stock units upon vesting. Of these, 200,000 RSUs are fully vested and 200,000 RSUs will vest in two quarterly installments of 100,000 RSUs each on May 4, 2026 and August 4, 2026. Following this grant and settlement activity, Park holds 805,530 shares of common stock directly. The Form 4 is amended to correct an administrative error in the originally reported number of RSUs granted.
ProCap Financial, Inc. Chief Investment Officer Jeffrey Jin Hyung Park reported an acquisition of 400,000 shares of common stock at $0.00 per share through the settlement of restricted stock units upon vesting. Of these, 200,000 RSUs are fully vested and 200,000 RSUs will vest in two quarterly installments of 100,000 RSUs each on May 4, 2026 and August 4, 2026. Following this grant and settlement activity, Park holds 805,530 shares of common stock directly. The Form 4 is amended to correct an administrative error in the originally reported number of RSUs granted.
ProCap Financial, Inc. director and Chief Executive Officer Anthony Pompliano reported an indirect restructuring transaction involving 3,787,094 shares of common stock on April 6, 2026. These shares were received by Inflection Points Inc. as merger consideration in connection with the merger of Silvia Merger Sub, Inc. into CFO Silvia, Inc.
After this transaction, indirect holdings reported for Pompliano totaled 14,647,595 shares of common stock held through Inflection Points Inc. A portion of the merger consideration, 453,426 Escrow Shares, was deposited into an escrow account, and all received shares are subject to transfer restrictions under a Lock-Up Agreement dated April 6, 2026.
ProCap Financial, Inc. director and Chief Executive Officer Anthony Pompliano reported an indirect restructuring transaction involving 3,787,094 shares of common stock on April 6, 2026. These shares were received by Inflection Points Inc. as merger consideration in connection with the merger of Silvia Merger Sub, Inc. into CFO Silvia, Inc.
After this transaction, indirect holdings reported for Pompliano totaled 14,647,595 shares of common stock held through Inflection Points Inc. A portion of the merger consideration, 453,426 Escrow Shares, was deposited into an escrow account, and all received shares are subject to transfer restrictions under a Lock-Up Agreement dated April 6, 2026.
Inflection Points Inc., a ten percent owner of ProCap Financial, Inc., reported an “other” transaction involving its common stock holdings. On April 6, 2026, Inflection Points received 3,787,094 shares of ProCap common stock as merger consideration in connection with the merger of Silvia Merger Sub, Inc. with and into CFO Silvia, Inc., net of 453,426 Escrow Shares deposited into an escrow account under the Merger Agreement. Following this transaction, Inflection Points directly holds 14,349,594 shares of ProCap common stock, and all newly received shares are subject to transfer restrictions under a Lock-Up Agreement dated April 6, 2026.
Inflection Points Inc., a ten percent owner of ProCap Financial, Inc., reported an “other” transaction involving its common stock holdings. On April 6, 2026, Inflection Points received 3,787,094 shares of ProCap common stock as merger consideration in connection with the merger of Silvia Merger Sub, Inc. with and into CFO Silvia, Inc., net of 453,426 Escrow Shares deposited into an escrow account under the Merger Agreement. Following this transaction, Inflection Points directly holds 14,349,594 shares of ProCap common stock, and all newly received shares are subject to transfer restrictions under a Lock-Up Agreement dated April 6, 2026.
ProCap Financial, Inc. Chief Technology Officer Noor Shain filed an initial ownership report showing 3,638,580 shares of common stock held directly. According to the disclosure, these shares were received in Mr. Shain’s individual capacity as a seller in connection with the merger of Silvia Merger Sub, Inc. with and into CFO Silvia, Inc. on April 6, 2026, as per share merger consideration net of 435,644 Escrow Shares deposited into an escrow account under the Merger Agreement. All reported shares are subject to transfer restrictions under a Lock-Up Agreement dated April 6, 2026.
ProCap Financial, Inc. Chief Technology Officer Noor Shain filed an initial ownership report showing 3,638,580 shares of common stock held directly. According to the disclosure, these shares were received in Mr. Shain’s individual capacity as a seller in connection with the merger of Silvia Merger Sub, Inc. with and into CFO Silvia, Inc. on April 6, 2026, as per share merger consideration net of 435,644 Escrow Shares deposited into an escrow account under the Merger Agreement. All reported shares are subject to transfer restrictions under a Lock-Up Agreement dated April 6, 2026.
ProCap Financial, Inc. completed its previously announced acquisition of CFO Silvia, Inc., an AI finance agent platform, with CFO Silvia becoming a wholly owned subsidiary. The stock-based consideration includes 7,516,951 Closing Shares, 900,000 Escrow Shares and up to 9,000,000 Earnout Shares.
Earnout Shares may be issued over five years if ProCap’s stock trades at or above $9.00 per share for a specified 10‑day period, with additional conditions tied to founder Shain Noor’s employment. Lock-up agreements restrict sales of Closing, Escrow and any Earnout Shares for defined periods.
Shain Noor, age 26, has been appointed Chief Technology Officer with a $700,000 base salary, a $5,000,000 cash signing bonus, a $300,000 target annual bonus and $1,000,000 in annual RSU grants. CFO Silvia’s platform manages more than $30 billion in assets for high‑net‑worth users.
ProCap Financial, Inc. completed its previously announced acquisition of CFO Silvia, Inc., an AI finance agent platform, with CFO Silvia becoming a wholly owned subsidiary. The stock-based consideration includes 7,516,951 Closing Shares, 900,000 Escrow Shares and up to 9,000,000 Earnout Shares.
Earnout Shares may be issued over five years if ProCap’s stock trades at or above $9.00 per share for a specified 10‑day period, with additional conditions tied to founder Shain Noor’s employment. Lock-up agreements restrict sales of Closing, Escrow and any Earnout Shares for defined periods.
Shain Noor, age 26, has been appointed Chief Technology Officer with a $700,000 base salary, a $5,000,000 cash signing bonus, a $300,000 target annual bonus and $1,000,000 in annual RSU grants. CFO Silvia’s platform manages more than $30 billion in assets for high‑net‑worth users.
ProCap Financial, Inc. announced that Chief Investment Officer Jeff Park resigned from all roles with the company and its subsidiaries, effective April 3, 2026. The company has not yet appointed a successor Chief Investment Officer.
Park’s resignation was voluntary and is stated not to result from any disagreement with the company or its board about operations, policies, or practices. Under a Separation Agreement and General Release dated April 3, 2026, he will receive continued base-salary payments through May 8, 2026, continued vesting of his outstanding restricted stock unit awards under the 2025 Equity Incentive Plan through the next equity grant date in August 2026, and up to six months of continued group health insurance coverage following the effective date.
The company waived the non-competition covenant in his Employment Agreement, allowing him to work elsewhere, while other covenants—covering confidentiality, non-solicitation, and non-disparagement—remain in place. The full Separation Agreement is filed as Exhibit 10.1.
ProCap Financial, Inc. announced that Chief Investment Officer Jeff Park resigned from all roles with the company and its subsidiaries, effective April 3, 2026. The company has not yet appointed a successor Chief Investment Officer.
Park’s resignation was voluntary and is stated not to result from any disagreement with the company or its board about operations, policies, or practices. Under a Separation Agreement and General Release dated April 3, 2026, he will receive continued base-salary payments through May 8, 2026, continued vesting of his outstanding restricted stock unit awards under the 2025 Equity Incentive Plan through the next equity grant date in August 2026, and up to six months of continued group health insurance coverage following the effective date.
The company waived the non-competition covenant in his Employment Agreement, allowing him to work elsewhere, while other covenants—covering confidentiality, non-solicitation, and non-disparagement—remain in place. The full Separation Agreement is filed as Exhibit 10.1.