DigitalOcean adds legal opinion for stock issuance

Q: What did DigitalOcean Holdings (DOCN) disclose in this Form 8-K?

DigitalOcean Holdings (DOCN) disclosed that it obtained a legal opinion from Freshfields US LLP on the validity of issuing and selling its common stock under a prospectus supplement dated July 15, 2026. The opinion and related consent are filed as exhibits.

Q: Which securities of DigitalOcean (DOCN) are covered by the Freshfields opinion?

The Freshfields US LLP opinion covers the shares of common stock of DigitalOcean Holdings, Inc. offered under the company’s prospectus supplement dated July 15, 2026. It addresses the legality of issuing and selling those common shares.

Q: What is Exhibit 5.1 in DigitalOcean’s (DOCN) Form 8-K?

Exhibit 5.1 is the opinion of Freshfields US LLP concerning the legality of DigitalOcean’s issuance and sale of its common stock pursuant to the July 15, 2026 prospectus supplement. This exhibit provides the supporting legal analysis for that stock offering.

Q: What is Exhibit 23.1 in the DigitalOcean (DOCN) Form 8-K?

Exhibit 23.1 is the consent of Freshfields US LLP, which is included within Exhibit 5.1. This consent allows the firm’s legal opinion on DigitalOcean’s common stock issuance to be used in connection with the July 15, 2026 prospectus supplement.

Q: Does the DigitalOcean (DOCN) Form 8-K include financial results or earnings data?

The Form 8-K focuses on a legal opinion and related consent for issuing and selling common stock under a prospectus supplement. It provides exhibit materials, including Inline XBRL cover tags, rather than financial statements or earnings performance information.

DigitalOcean Holdings, Inc. filed a Form 8-K to provide a legal opinion from Freshfields US LLP regarding the legality of the issuance and sale of shares of its common stock.

Filing Impact

(Moderate)

Filing Sentiment

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Form Type

8-K

Rhea-AI Filing Summary

DigitalOcean Holdings, Inc. filed a Form 8-K to provide a legal opinion from Freshfields US LLP regarding the legality of the issuance and sale of shares of its common stock. The shares are offered pursuant to DigitalOcean’s prospectus supplement dated July 15, 2026.

The Freshfields US LLP opinion is included as Exhibit 5.1, with its consent included as Exhibit 23.1. An Inline XBRL cover page data file is identified as Exhibit 104.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Par value per share: $0.000025 per share Company telephone number: 646-827-4366 Inline XBRL exhibit: 104

3 metrics

Par value per share $0.000025 per share Common Stock par value stated in the securities registration table

Company telephone number 646-827-4366 Registrant’s telephone number, including area code

Inline XBRL exhibit 104 Exhibit number for Cover Page Interactive Data File with Inline XBRL tags

Key Terms

prospectus supplement, Inline XBRL, Emerging growth company

3 terms

prospectus supplement regulatory

"offered pursuant to the Company’s prospectus supplement dated July 15, 2026"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

Inline XBRL technical

"the cover page XBRL tags are embedded within the Inline XBRL document"

Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

Emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did DigitalOcean Holdings (DOCN) disclose in this Form 8-K?

DigitalOcean Holdings (DOCN) disclosed that it obtained a legal opinion from Freshfields US LLP on the validity of issuing and selling its common stock under a prospectus supplement dated July 15, 2026. The opinion and related consent are filed as exhibits.

Which securities of DigitalOcean (DOCN) are covered by the Freshfields opinion?

The Freshfields US LLP opinion covers the shares of common stock of DigitalOcean Holdings, Inc. offered under the company’s prospectus supplement dated July 15, 2026. It addresses the legality of issuing and selling those common shares.

What is Exhibit 5.1 in DigitalOcean’s (DOCN) Form 8-K?

Exhibit 5.1 is the opinion of Freshfields US LLP concerning the legality of DigitalOcean’s issuance and sale of its common stock pursuant to the July 15, 2026 prospectus supplement. This exhibit provides the supporting legal analysis for that stock offering.

What is Exhibit 23.1 in the DigitalOcean (DOCN) Form 8-K?

Exhibit 23.1 is the consent of Freshfields US LLP, which is included within Exhibit 5.1. This consent allows the firm’s legal opinion on DigitalOcean’s common stock issuance to be used in connection with the July 15, 2026 prospectus supplement.

Does the DigitalOcean (DOCN) Form 8-K include financial results or earnings data?

The Form 8-K focuses on a legal opinion and related consent for issuing and selling common stock under a prospectus supplement. It provides exhibit materials, including Inline XBRL cover tags, rather than financial statements or earnings performance information.

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

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Accepted by SEC EDGAR 07/23/2026 - 05:14 PM EDT

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): July 23, 2026

DigitalOcean Holdings, Inc.
(Exact name of registrant as specified in its charter)

Delaware	001-40252	45-5207470
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

105 Edgeview Drive, Suite 425 Broomfield, Colorado		80021
(Address of principal executive offices)		(Zip Code)

(646) 827-4366

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.000025 per share		DOCN		The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 8.01

Other Events.

A copy of the opinion of Freshfields US LLP relating to the legality of the issuance and sale of shares of common stock of DigitalOcean Holdings, Inc. (the “Company”), offered pursuant to the Company’s prospectus supplement dated July 15, 2026, is attached hereto as Exhibit 5.1 to this Current Report on Form 8-K.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
5.1	Opinion of Freshfields US LLP
23.1	Consent of Freshfields US LLP (included in Exhibit 5.1)
104	Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: July 23, 2026

DigitalOcean Holdings, Inc.

By:	/s/ W. Matthew Steinfort
	W. Matthew Steinfort, Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents