Welcome to our dedicated page for Bitcoin Depot SEC filings (Ticker: BTM), 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.
Bitcoin Depot Inc. filings document public-company reporting for a Bitcoin ATM and fintech operator with Nasdaq-listed Class A common stock and publicly traded warrants. Registration statements describe the company’s capital structure, including Class A common stock, Class M common stock, warrant terms, the completed 1-for-7 reverse stock split, share-count presentation, tax disclosures, and emerging growth company status.
Material-event reports cover operating results, executive and board changes, compensatory arrangements, cybersecurity incident disclosure, and related exhibits. The filing record also includes a Form NT 10-K notification addressing the timing of the company’s annual report, financial statement review, and audit completion process.
Bitcoin Depot Inc. reports that Nasdaq will suspend trading of its Class A common stock and warrants on May 26, 2026, following the company and its affiliates filing voluntary Chapter 11 bankruptcy petitions and failing to timely file its Form 10-Q for the period ended March 31, 2026.
Nasdaq plans to file a Form 25-NSE to remove these securities from listing and registration, effective 10 days after filing, and the company does not intend to appeal. Bitcoin Depot cautions that trading in its securities during the Chapter 11 process is highly speculative and that holders could face a significant or complete loss on their investment.
Bitcoin Depot Inc. has filed voluntary Chapter 11 bankruptcy cases in the U.S. Bankruptcy Court for the Southern District of Texas to conduct an orderly wind-down of operations and a sale of its assets. Its network of Bitcoin ATMs has been taken offline, and the company’s Canadian entities will also be part of the court‑supervised process, with other non‑U.S. entities winding down under local law.
The Chapter 11 filing triggered an event of default under the company’s term loan credit agreement, although creditor enforcement is stayed by the Bankruptcy Code. Bitcoin Depot has issued WARN Act notices to all employees, including executives, with executive terminations currently anticipated to be effective July 17, 2026, after a 60‑day notice period. The board appointed restructuring specialist Ivona Smith as an independent director and member of a new Restructuring Committee under an agreement providing $30,000 in monthly fees and additional daily fees for extensive services.
The company cautions that trading in its securities is highly speculative during the Chapter 11 process and states that holders of its Class A common stock could experience a significant or complete loss of their investment, depending on the case outcome.
Bitcoin Depot Inc. Schedule 13G/A (Amendment No. 5) reports that certain LMR investment manager entities and principals beneficially own warrants exercisable into 357,322 shares of Class A common stock as of March 31, 2026. The filing states the 357,322 shares represent approximately 5.9% of Class A common stock, based on 5,722,398 shares outstanding as of March 12, 2026. The warrants are held directly by LMR Multi-Strategy Master Fund Limited and LMR CCSA Master Fund Ltd and the reporting persons state shared voting and dispositive power over the 357,322 issuable shares.
Bitcoin Depot Inc. Schedule 13G: Owl Creek Asset Management, L.P. and Jeffrey A. Altman reported beneficial ownership of 502,014 shares of Class A Common Stock, representing 8.8% of the class based on March 31, 2026 outstanding shares.
The filing states the ownership percentage is calculated using 5,722,398 shares outstanding as of March 31, 2026 from the issuer's Form S-1. The shares are held on behalf of the Owl Creek Fund; Mr. Altman is filing both as managing member and individually. The joint filing includes a signed agreement dated May 15, 2026.
Bitcoin Depot Inc. reported it cannot file its Q1 2026 10-Q on time and disclosed severe business pressures that raise substantial doubt about its ability to continue as a going concern. The delay stems from a material weakness in its cash-in-transit reconciliation process and the added complexity of recent events.
Preliminary results for the quarter ended March 31, 2026 show revenue down $80.7 million, or 49.2%, versus a year earlier, driven by regulatory limits on Bitcoin ATMs and tighter compliance controls. Gross profit fell to $4.5 million from $31.2 million, and results swung from net income of $12.2 million to a net loss of $9.5 million. Cash and cash equivalents declined from $65.6 million at December 31, 2025 to $44.0 million at March 31, 2026.
The company recorded over $20 million of legal judgments in Q4 2025 and continues to face significant litigation and regulatory challenges. Management is evaluating options such as debt restructuring, cost cuts, asset sales and other strategic transactions, which may not succeed. Separately, Bitcoin Depot approved lump-sum retention bonuses of $600,000 for its CFO and $550,000 for its General Counsel, which become non-forfeitable upon a change in control or after nine months, subject to specified repayment conditions if they leave earlier.
Bitcoin Depot Inc. notified the SEC that it cannot timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2026 because it needs additional time to complete financial statement reconciliation related to a disclosed material weakness concerning the cash in transit reconciliation process. The company reported preliminary results showing $80.7 million (a 49.2%) decline in revenue year-over-year for the quarter and a net loss of $9.5 million, compared with net income of $12.2 million in the prior-year quarter. The filing discloses accrued legal judgments of over $20 million, cash and cash equivalents of $44.0 million as of March 31, 2026, and management's conclusion that substantial doubt exists about the Company’s ability to continue as a going concern. The company is evaluating strategic options including restructuring, refinancing, asset sales, or other transactions.
Ryan Christopher M. reported acquisition or exercise transactions in this Form 4 filing.
Bitcoin Depot Inc. reported that its General Counsel & Corporate Secretary, Ryan Christopher M., received a grant of 70,175 shares of Class A Common Stock in the form of Restricted Stock Units as equity compensation.
According to the award terms, 33% of these RSUs are scheduled to vest on April 1, 2027, with an additional 8.375% vesting on the first day of each of the eight quarters that follow, so the grant will be fully vested by April 1, 2029. The grant has a stated price of $0.00 per share, reflecting that it is a compensation award rather than a market purchase. After this grant, Ryan Christopher M. directly holds 169,185 shares of the company.
Gagliardi Anthony III reported acquisition or exercise transactions in this Form 4 filing.
Bitcoin Depot Inc. reported that Chief Compliance Officer Anthony Gagliardi III received a grant of 114,035 shares of Class A Common Stock, recorded at a price of $0.00 per share as a compensation award. After this grant, he holds 114,035 shares directly.
The footnote explains this represents a grant of Restricted Stock Units (RSUs). 33% of the RSUs vest on April 1, 2027, with an additional 8.375% vesting on the first day of each of the eight following quarters, so the RSUs fully vest on April 1, 2029.
Gray David McLaughlin reported acquisition or exercise transactions in this Form 4 filing.
Bitcoin Depot Inc. Chief Financial Officer David McLaughlin received an equity award of 110,526 Class A Common Stock RSUs. The award was granted as compensation, with no cash paid by him for the shares.
According to the vesting schedule, 33% of the Restricted Stock Units will vest on April 1, 2027, and 8.375% will vest on the first day of each of the eight quarters that follow, so the RSUs become fully vested on April 1, 2029. After this grant, McLaughlin directly holds 131,774 shares of Bitcoin Depot’s Class A Common Stock, reflecting his combined existing holdings and the new award.
Bitcoin Depot Inc. filed an initial insider ownership report for Chief Compliance Officer Anthony Gagliardi III. This Form 3 identifies him as an officer subject to insider reporting rules, and the filing does not list any share transactions or holdings details in the provided data.