Bitcoin Depot Inc. SEC Filings

Brandon Mintz, Chief Executive Officer and a director of Bitcoin Depot Inc. (BTM), reported sales under a Rule 10b5-1 trading plan entered May 31, 2025. Between 10/06/2025 and 10/08/2025, an aggregate of 1,740,524 shares of Class M Common Stock were sold, which triggered automatic conversion into Class A Common Stock upon execution and subsequent dispositions at weighted-average prices reported as $4.41, $3.49, and $3.35 on the respective dates. The filings show the sales were effected indirectly through BD Investment Holdings II LLC, of which Mr. Mintz is the sole managing member, and disclose an inadvertent prior reporting error about direct holdings that was corrected.

Bitcoin Depot Inc. agreed to sell 4,285,716 shares of its Class A common stock in a registered direct offering at a purchase price of $3.50 per share, which equates to approximately $15,000,006 of gross proceeds. The filing includes a form of the securities purchase agreement and legal opinion and consent from Vinson & Elkins L.L.P.. The document is signed by Brandon Mintz, President and Chief Executive Officer, and references a related press release. This transaction increases liquidity for the company but also issues additional shares that will dilute existing ownership.

Bitcoin Depot Inc. is offering securities in a prospectus supplement that references its Nasdaq listing under the ticker BTM and its BTM device/software business, BitAccess, which produces software revenue from third‑party operators in the U.S. and Canada. The document discloses per‑share and total offering figures shown as $3.50 (total $15,000,006.00), $0.21 (total $900,000.36) and $3.29 (total $14,100,005.64), and estimates total offering expenses payable by the company (excluding placement agent fees) of approximately $200,000.

The company uses a non‑GAAP metric, Adjusted EBITDA, for supplemental analysis but discloses no reconciliation to the most comparable GAAP measures because required amounts are not yet ascertainable; it warns that Adjusted EBITDA may omit items significant to evaluating results. The prospectus notes potential smaller reporting company status thresholds ($100 million annual revenue and market value tests involving $700 million and $250 million) that could reduce disclosure obligations, and it states there are 43,848,750 Class A common stock shares underlying outstanding warrants held by 24 holders. Officers and directors have a 30‑day lock‑up; other restrictions include a 6‑month limitation on certain Variable Rate Transactions subject to exceptions.

Christopher Scott Buchanan, COO and President of Bitcoin Depot Inc. (BTM), reported the sale of 7,000 shares of Class A common stock on 10/03/2025. The sale reduced his beneficial ownership to 133,276 shares and was effected under a Rule 10b5-1 trading plan established on 04/08/2025. The filing states the reported sale price is a weighted average of trades executed on that date, with prices ranging from $3.76 to $3.86. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person.

Brandon Mintz, CEO and director of Bitcoin Depot Inc. (BTM), reported a series of transactions under a Rule 10b5-1 plan executed May 31, 2025. Between October 1–3, 2025 an aggregate of 842,732 shares of Class M/Common stock were sold and converted, leaving zero shares from those specific tranches after sale. Sales were executed through two controlled entities, BD Investment Holdings LLC and BD Investment Holdings II LLC, of which Mr. Mintz is the sole managing member.

The reported sales show weighted average prices per tranche of $3.89, $3.85, $3.83, and $3.83, with individual trade price ranges disclosed for each day. The Form 4 explains these transactions arose from the automatic conversion of Class M shares (received in an earlier corporate restructuring) into Class A shares upon sale, and clarifies an earlier reporting error about direct ownership counts.

Brandon Mintz, Chief Executive Officer and a director of Bitcoin Depot Inc. (ticker provided as BTMWW), reported a series of insider transactions executed under a Rule 10b5-1 trading plan. On September 18, 19 and 22, 2025, entities controlled by Mr. Mintz (BD Investment Holdings LLC and BD Investment Holdings II LLC) executed sales of Class A common stock in multiple tranches: 69,785 shares, 84,852 shares and 71,293 shares, respectively, at weighted-average prices of $3.90, $3.75 and $3.64. Those sales followed conversions of Class M shares into Class A shares triggered by the sales. The filing notes the reporting person is sole managing member of the holding entities and corrects prior Form 4 reporting errors about direct holdings.

Bitcoin Depot Inc. (BTM) reporting person Christopher Ryan (listed as Ryan Christopher M. in original) was granted 75,000 restricted stock units (RSUs) under the company's 2023 Omnibus Incentive Plan on April 1, 2025. Each RSU represents the contingent right to one share of Class A common stock upon vesting and will be settled in shares.

The RSUs vest periodically: 25,000 RSUs vest on April 1, 2026, and thereafter 6,250 RSUs vest each quarter following the vesting commencement date. The reported transaction shows an acquisition code with a reported price of $0. This filing is an amendment correcting the reporting person's name and clarifying that the grant was to the individual rather than the issuer.