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[Form 3] BITGO HOLDINGS, INC. Initial Statement of Beneficial Ownership

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

BitGo Holdings director Brian P. Brooks has filed his initial statement of beneficial ownership of company securities. He reports direct ownership of 86,000 shares of Class A Common Stock through restricted stock units, each representing a contingent right to receive one share of Class A Common Stock, vesting under the terms of the applicable award. He also holds a stock option for 50,000 shares of Class A Common Stock, with an exercise price of $5.36 per share and an expiration date of 12/28/2034. The option is reported as fully vested.

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SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
BROOKS BRIAN P

(Last) (First) (Middle)
C/O BITGO HOLDINGS, INC.
101 S. REID STREET, SUITE 307, PMB# 9793

(Street)
SIOUX FALLS SD 57103

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/21/2026
3. Issuer Name and Ticker or Trading Symbol
BITGO HOLDINGS, INC. [ BTGO ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock 86,000(1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) (2) 12/28/2034 Class A Common Stock 50,000 $5.36 D
Explanation of Responses:
1. Includes 86,000 restricted stock units ("RSUs") that vest in accordance with the terms of the applicable award. Each RSU represents a contingent right to receive one share of Class A Common Stock.
2. The option is fully vested.
/s/ Edward Reginelli Attorney-in-fact 01/21/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What does the Form 3 filing for BTGO disclose about Brian P. Brooks?

The Form 3 shows that Brian P. Brooks, a director of BitGo Holdings, Inc. (BTGO), has reported his initial beneficial ownership of Class A Common Stock and stock options of the company.

How many BitGo (BTGO) Class A shares does Brian P. Brooks beneficially own?

Brian P. Brooks reports beneficial ownership of 86,000 shares of Class A Common Stock in the form of restricted stock units, each RSU representing a contingent right to receive one share.

What stock options in BTGO does Brian P. Brooks hold?

He holds a stock option for 50,000 shares of BitGo Class A Common Stock with an exercise price of $5.36 per share and an expiration date of 12/28/2034. The option is fully vested.

Are Brian P. Brooks’s BitGo (BTGO) restricted stock units vested?

The filing states that the 86,000 restricted stock units will vest in accordance with the terms of the applicable award, meaning they vest over time or upon conditions set in that award.

Is Brian P. Brooks a director or officer of BitGo Holdings (BTGO)?

According to the filing, Brian P. Brooks is a director of BitGo Holdings, Inc. He is not reported as an officer or a 10% owner in this document.

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