Bitcoin Depot Inc. (BTMCQ) moves to delist stock and warrants from Nasdaq

Rhea-AI Filing Summary

Bitcoin Depot Inc. filed a Form 25 with Nasdaq Stock Market LLC to remove its Class A Common Stock and warrants from listing and/or registration under Section 12(b) of the Securities Exchange Act of 1934. Nasdaq certifies it has complied with its rules for striking these securities, and the issuer has complied with the Exchange’s rules and 17 CFR 240.12d2-2(c) governing voluntary withdrawal from listing and registration.

Filing Explained

The material change is to where Bitcoin Depot’s Class A stock and warrants are listed and registered, with removal described through a filed notification.

The July 13, 2026 Form 25 from Bitcoin Depot Inc. notifies removal from Nasdaq listing and/or withdrawal from Section 12(b) registration for its Class A Common Stock and warrants; if completed, the structural consequence is a changed exchange-listing and registration status for those securities.

As of the filing, Nasdaq certifies that it has complied with its rules to strike the classes, while the issuer states that it has complied with Nasdaq’s rules and the requirements for voluntary withdrawal.

In plain terms, this is a market-listing and registration-status filing for the named securities, rather than a financing or ownership transaction.

Key Figures

Commission File Number: 333-261965 Issuer Zip Code: 18938 Issuer Telephone: 612-791-5927

3 metrics

Commission File Number 333-261965 Identifier for Bitcoin Depot Inc. in the Form 25 removal from listing

Issuer Zip Code 18938 Zip code for Bitcoin Depot Inc.’s principal executive offices in New Hope, Pennsylvania

Issuer Telephone 612-791-5927 Telephone number for Bitcoin Depot Inc.’s principal executive offices

Key Terms

Form 25, Section 12(b) of the Securities Exchange Act of 1934, withdrawal of the class of securities from listing and registration, 17 CFR 240.12d2-2

4 terms

Form 25 regulatory

"FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION"

A Form 25 is an official filing with the U.S. Securities and Exchange Commission used to remove a company's stock or other security from a national exchange list. Investors should care because delisting often means less visibility, lower trading volume and wider price swings—similar to a product moving from a major supermarket to a small local market, which can make buying, selling and valuing the security more difficult.

Section 12(b) of the Securities Exchange Act of 1934 regulatory

"from listing and/or registration under Section 12(b) of the Securities Exchange Act of 1934"

withdrawal of the class of securities from listing and registration regulatory

"governing the voluntary withdrawal of the class of securities from listing and registration"

17 CFR 240.12d2-2 regulatory

"Please 12d2-2(a)(1) 17 CFR 240.12d2-2(a)(2)"

A U.S. Securities and Exchange Commission rule that describes the conditions and procedural steps for a security to be removed from public registration or reporting under the Securities Exchange Act of 1934. For investors, it matters because it explains when a company’s shares can stop being subject to regular disclosure and exchange listing rules — similar to knowing when a publicly tracked product will be discontinued and no longer send updates, which affects transparency and liquidity.

FAQ

What does Bitcoin Depot Inc. (BTMCQ) disclose in this Form 25 filing?

Bitcoin Depot Inc. and Nasdaq Stock Market LLC report that the company’s Class A Common Stock and warrants are being removed from listing and/or registration under Section 12(b) of the Exchange Act, using the Form 25 process.

Which Bitcoin Depot Inc. securities are affected by the Nasdaq action for BTMCQ?

The filing covers Bitcoin Depot Inc.’s Class A Common Stock and its warrants. Nasdaq states it has complied with its rules to strike this class of securities from listing and/or withdraw their registration on the exchange.

Under what legal authority is Bitcoin Depot Inc. (BTMCQ) being removed from Nasdaq listing?

The removal of Bitcoin Depot Inc.’s securities from Nasdaq listing and/or registration is made under Section 12(b) of the Securities Exchange Act of 1934 and 17 CFR 240.12d2-2, which govern delisting and withdrawal procedures.

Did Bitcoin Depot Inc. (BTMCQ) participate in the withdrawal of its securities from Nasdaq?

Yes. The filing states the issuer has complied with the Exchange’s rules and the requirements of 17 CFR 240.12d2-2(c), which address an issuer’s voluntary withdrawal of a class of securities from listing and registration.

Who signed the Nasdaq certification related to Bitcoin Depot Inc. (BTMCQ)?

The certification on behalf of Nasdaq Stock Market LLC is signed by Aravind Menon, identified as a Hearings Advisor, stating Nasdaq has reasonable grounds to believe it meets all requirements for filing Form 25.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 07/13/2026 - 03:06 PM Accepted by SEC EDGAR 07/13/2026 - 03:06 PM Learn about SEC filing dates

UNITED STATES

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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 25

NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION
UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934.

Commission File Number

333-261965

Issuer:	Bitcoin Depot Inc.
Exchange:	Nasdaq Stock Market LLC

(Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered)

Address:	4 Village Row
	New Hope	PENNSYLVANIA	18938
Telephone number:					612-791-5927

(Address, including zip code, and telephone number, including area code, of Issuer's principal executive offices)

Class A Common Stock, Warrants

(Description of class of securities)

Please place an X in the box to designate the rule provision relied upon to strike the class of securities from listing and registration:

17 CFR 240.12d2-2(a)(1)

17 CFR 240.12d2-2(a)(2)

17 CFR 240.12d2-2(a)(3)

17 CFR 240.12d2-2(a)(4)

Pursuant to 17 CFR 240.12d2-2(b), the Exchange has complied with its rules to strike the class of securities from listing and/or withdraw registration on the Exchange. ¹

Pursuant to 17 CFR 240.12d2-2(c), the Issuer has complied with its rules of the Exchange and the requirements of 17 CFR 240.12d-2(c) governing the voluntary withdrawal of the class of securities from listing and registration on the Exchange.

Pursuant to the requirements fo the Securities Exchange Act of 1934, Nasdaq Stock Market LLC certifies that it has reasonable grounds to believe that it meets all of the requirements for filing the Form 25 and has caused this notification to be signed on its behalf by the undersigned duly authorized person.

2026-07-13	By	Aravind Menon		Hearings Advisor
Date		Name		Title

¹ Form 25 and attached Notice will be considered compliance with the provisions of 17 CFR 240.19d-1 as applicable. See General Instructions.

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.