Welcome to our dedicated page for ProCap Financial SEC filings (Ticker: BRRWW), 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.
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ProCap Financial, Inc. reported two major corporate actions. The Audit Committee dismissed MaloneBailey, LLP as independent registered public accounting firm and appointed BDO USA, P.C. as the new auditor, noting MaloneBailey’s prior report contained no adverse or qualified opinions and that there were no disagreements, only a previously disclosed material weakness in internal controls.
The company also held a virtual Annual Meeting of Stockholders. With 83,422,775 shares of common stock outstanding and entitled to vote as of February 10, 2026, stockholders approved the issuance of ProCap common stock required to complete the planned merger with CFO Silvia, Inc., elected Eric Jackson as a Class I director through 2029, and approved an amendment to the 2025 Equity Incentive Plan to increase shares available for equity awards.
ProCap Financial Chief Legal Officer Kyle Irvin Wood received a stock award and had shares withheld for taxes. He acquired 314,885 shares of common stock through the vesting and settlement of restricted stock units at no cost. To satisfy tax withholding obligations, 161,500 shares were withheld by the company at a price of $2.62 per share, leaving him with 153,385 shares of common stock held directly after these transactions.
ProCap Financial, Inc. Chief Operating Officer Megan Lesko received 110,000 shares of common stock on March 23, 2026 through the vesting and settlement of restricted stock units, each RSU converting into one share.
To cover tax withholding obligations related to this vesting, 47,408 shares were withheld by the company at a value of $2.62 per share rather than sold in the open market. After these tax withholdings, Lesko directly holds 62,592 shares of ProCap Financial common stock. These transactions reflect routine equity-based compensation mechanics rather than discretionary market trading.
ProCap Financial, Inc. is asking stockholders to approve a merger with CFO Silvia, Inc. that would make CFO Silvia a wholly owned subsidiary and issue up to 18,000,000 shares of ProCap common stock as consideration. Approval of the Merger Proposal (Proposal No. 1) is a condition to closing.
The proxy discloses that 83,422,775 shares were outstanding as of the Record Date of February 10, 2026, ProCap’s closing share price was $2.65 on February 27, 2026, and that post-closing ownership is expected to be approximately 85% pre-MerCap holders and 15% pre-Merger CFO Silvia holders. The transaction includes contingent earnout shares payable if volume-weighted trading price reaches $9.00, and certain merger consideration will be held in escrow for indemnification.
ProCap Financial, Inc. ownership disclosure: Jane Street Group and affiliated entities report beneficial ownership of 6,287,596 shares, representing 7.4% of common stock as of 12/31/2025. The filing is Amendment No. 3 correcting prior amendments to remove 1,538,000 shares previously included as acquirable through a convertible bond and to fix incorrect cover-page share quantities; the filing notes the bond contains a blocker preventing conversion to exceed 4.99%.
ProCap Financial, Inc. amendment corrects a previously filed Schedule 13G and restates reported beneficial ownership as 6,287,596 shares, representing 7.4% of common stock as of 12/31/2025. The amendment explains that 1,538,000 shares tied to a convertible bond were wrongly included earlier and that the bond contains a blocker preventing conversion above 4.99%.
The filing lists related entities and their holdings, including Jane Street Group, LLC and Jane Street Global Trading, LLC; timing and cash‑flow treatment are tied to the amendment filing process and corrective disclosure.
ProCap Financial, Inc. reported that it repurchased 148,241 shares of its common stock in the open market on February 20, 2026 at roughly a 35% discount to its net asset value (NAV) per share. The company reiterated its commitment to continue buying back stock while BRR trades below NAV.
The press release highlights a balance sheet built around Bitcoin, with Bitcoin holdings of 5,007 BTC (about $335 million), cash of about $70 million and convertible debt of about $100 million. Net asset value is listed at about $305 million, or roughly $3.65 per basic share, based on 83,274,534 basic shares outstanding.
ProCap Financial, Inc., a Delaware-based modern finance company, files its Annual Report describing a business built around Bitcoin and emerging AI-powered financial tools. The company became publicly traded through a December 2025 business combination with Columbus Circle Capital Corp I and now lists its common stock and warrants on Nasdaq.
ProCap’s mission is to help independent investors make money via Bitcoin-focused media products and, increasingly, AI-driven portfolio analysis, financial planning, and decision-support software. In February 2026 it shifted strategy to prioritize AI operations while maintaining its Bitcoin treasury approach and de-emphasizing traditional advertising and media.
The company’s principal asset is Bitcoin; as of February 12, 2026, it held approximately 5,007 Bitcoin under a Treasury Reserve Policy that treats Bitcoin as its primary reserve asset, supplemented by derivatives and selective staking-like strategies. As of the same date, ProCap had 85,166,604 shares of common stock issued and 83,422,775 outstanding.
To accelerate its AI strategy, ProCap agreed to acquire CFO Silvia, a consumer-facing AI platform that aggregates data from over 10,000 financial integrations for roughly 12,000 users tracking about $30 billion in assets. Management highlights substantial regulatory, competitive, technological, and Bitcoin price risks, noting that AI products are early stage with limited historical operations and no material AI revenue to date.
ProCap Financial, Inc. received an amended Schedule 13G/A from investment firm Steadfast Capital Management and affiliated entities reporting their ownership in the company’s common stock. As of February 17, 2026, the reporting group beneficially owned 3,858,723 shares of common stock, including 62,500 shares underlying currently exercisable warrants.
This position represents 4.53% of ProCap Financial’s outstanding common stock, based on 85,166,604 shares outstanding as of December 5, 2025. The filing states the securities were not acquired and are not held for the purpose of changing or influencing control of ProCap Financial.
ProCap Financial, Inc. received an amended ownership report from Harraden Circle-affiliated funds and Frederick V. Fortmiller Jr. stating they now beneficially own 201,250 shares of Class A common stock, representing 0.24% of the class as of 12/31/2025. The shares are held across several Delaware limited partnerships and investment entities managed by Harraden Circle Investments, LLC, with voting and investment power shared rather than held individually. The filers confirm they own 5% or less of the outstanding Class A shares, making this an exit filing from large-shareholder reporting status. They also certify that the securities were not acquired and are not held for the purpose of changing or influencing control of ProCap Financial.