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DigitalOcean Holdings, Inc. 424B Filings

DOCN NYSE

Every 424B that DigitalOcean Holdings, Inc. (DOCN) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 424B covers the supplement that carries the terms of a priced offering, so if you follow DOCN and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full DOCN filings page.

Rhea-AI Summary

DigitalOcean Holdings, Inc. is conducting a primary registered direct offering of 12,543,915 shares of common stock at $117.54 per share, for a stated aggregate offering price of $1,474,411,769.10. Net proceeds are estimated at approximately $1.470 billion after expenses, with total common shares expected to be 116,866,609 outstanding immediately after the offering.

DigitalOcean has entered into concurrent privately negotiated agreements to use the net proceeds, together with cash on hand, to repurchase $471,828,000 principal amount of its 0.00% Convertible Senior Notes due 2030 for an aggregate repurchase price of approximately $1.474 billion. On a net basis, the company states it will not receive proceeds from these transactions and does not expect a material impact on its cash position, though the principal amount of 2030 notes will be reduced.

The offering is cross-conditional with the notes repurchase and will settle on a T+5 basis around July 23, 2026. DigitalOcean highlights potential trading volatility as noteholders may buy or sell DOCN shares or use derivatives in connection with hedging or unwinding their 2030 and 2026 convertible note positions. Existing capped call transactions on the 2030 notes, with an initial strike price of $39.17 and an initial cap price of $66.51 per share, will remain outstanding.

Rhea-AI Summary

DigitalOcean Holdings, Inc. plans a registered direct primary offering of common stock to a limited number of purchasers. The per-share price will equal the volume-weighted average NYSE trading price on the first disruption-free trading day after the prospectus date.

The company expects to use the net proceeds, together with cash on hand, to repurchase for cash up to $500 million principal amount of its 0.00% Convertible Senior Notes due 2030 in privately negotiated, cross-conditional transactions with the same purchasers. On a net basis, DigitalOcean does not expect a material impact on its cash position after fees.

As of March 31, 2026, 104,322,694 shares of common stock were outstanding; this is a baseline figure, not the amount being offered. Previously, the company entered into capped call transactions costing approximately $83.9 million, with an initial strike price of $39.17 and an initial cap price of $66.51 per share, which will remain outstanding. The company highlights risks of dilution from future equity or equity-linked issuances, potential volatility from noteholder hedging or unwinding activity, and states it does not expect to pay cash dividends in the foreseeable future.

Rhea-AI Summary

DigitalOcean Holdings, Inc. is offering 10,389,611 shares of its common stock. The shares are being sold at a public offering price of $77.00 per share, representing aggregate proceeds to the public of $800,000,047 and net proceeds to the company of approximately $773,000,045.41 before expenses.

The underwriters have a 30-day option to purchase up to 1,558,441 additional shares. After this offering, DigitalOcean expects to have 102,337,225 shares outstanding (or 103,895,666 if the underwriters exercise their option in full). The company states it will use net proceeds to invest in additional infrastructure capacity, repay Term Loan A, and for general corporate purposes.

Rhea-AI Summary

DigitalOcean Holdings, Inc. is offering $700,000,000 of its common stock, with underwriters granted an option to purchase up to an additional $105,000,000 of shares within 30 days. The offering will be used to fund additional infrastructure capacity, repay a portion of the Term Loan A, and for general corporate purposes.

The prospectus supplement lists 91,947,614 shares issued and outstanding as of December 31, 2025 and discloses convertible notes, equity plan reserves, and option/RSU pools that remain outstanding or reserved. The offering is being conducted under a registration statement and is subject to customary underwriting arrangements and FINRA Rule 5121 conflict-of-interest disclosures.