Empery Digital: Winklevoss group reports 7.9% stake

Empery Digital Inc. reported a Schedule 13G filing showing a 7.9% beneficial ownership stake held by entities and individuals affiliated with the Winklevoss group.

Rhea-AI Filing Summary

Empery Digital Inc. reported a Schedule 13G filing showing a 7.9% beneficial ownership stake held by entities and individuals affiliated with the Winklevoss group. Birch Lane Capital LLC directly holds 2,228,351 shares. The filing states 27,667,402 shares outstanding as of May 8, 2026.

The filing explains that Winklevoss Capital Fund, LLC, Winklevoss Capital Management, LLC, Tyler H. Winklevoss and Cameron H. Winklevoss each may be deemed beneficial owners because of shared voting and dispositive power over the shares held by Birch Lane.

Insights

Corporate Governance Analyst

Winklevoss-affiliated entities report shared control of a sizeable minority stake.

The filing lists 2,228,351 shares held directly by Birch Lane and attributes shared voting and dispositive power to affiliated entities and individuals. That yields a 7.9% stake based on May 8, 2026 outstanding shares.

As a Schedule 13G, the disclosure is passive/ownership reporting rather than an intent-to-influence statement; subsequent filings could clarify if the holding remains passive or becomes active.

Capital Markets Specialist

This ownership scale could create visible minority influence but not control.

A 7.9% beneficial stake is large enough to register attention from investors and market observers without constituting majority control. The filing attributes shared authority via managerial relationships among the reporting entities.

Market impact depends on trading choices by the holders; the filing records ownership only and does not disclose sale or acquisition plans.

Key Figures

Shares held by Birch Lane: 2,228,351 shares Reported percent of class: 7.9% Shares outstanding: 27,667,402 shares

3 metrics

Shares held by Birch Lane 2,228,351 shares Directly held by Birch Lane Capital LLC

Reported percent of class 7.9% Calculated based on outstanding shares as of May 8, 2026

Shares outstanding 27,667,402 shares Outstanding as of <date>May 8, 2026</date> per issuer Form 10-Q

Key Terms

beneficially owned, shared dispositive power, Schedule 13G

3 terms

beneficially owned regulatory

"Amount beneficially owned: See responses to Row 9 on each cover page."

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

shared dispositive power regulatory

"Shared Dispositive Power 2,228,351.00"

Schedule 13G regulatory

"This is filed by the following persons and entities (each a "Reporting Person""

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

FAQ

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

What stake does the Winklevoss group hold in Empery Digital (EMPD)?

They report a 7.9% beneficial ownership stake. The filing shows Birch Lane Capital LLC holds 2,228,351 shares, with affiliated entities and individuals attributed shared voting and dispositive power based on the described manager/member relationships.

How was the percent ownership calculated in the Schedule 13G for EMPD?

The percent uses 27,667,402 shares outstanding as of May 8, 2026. The filing states the 7.9% figure is computed by dividing the reported 2,228,351 shares by that outstanding share count from the issuer's Form 10-Q.

Who directly holds the shares reported in the EMPD filing?

Birch Lane Capital LLC directly holds 2,228,351 shares. The filing then attributes beneficial ownership to Winklevoss Capital Fund, Winklevoss Capital Management, and the Winklevoss principals through organizational and managerial relationships.

Does the Schedule 13G filing indicate active control or trading plans by the holders?

No active-control or trading intentions are stated in the excerpt. The filing reports beneficial ownership and shared voting/dispositive power; it does not disclose any plans to acquire, sell, or exert control over the company.

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

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Accepted by SEC EDGAR 05/15/2026 - 05:14 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Empery Digital Inc.

(Name of Issuer)

Common Stock, par value of $0.00001 per share

(Title of Class of Securities)

92864V608

(CUSIP Number)

03/31/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 92864V608

1

Names of Reporting Persons

Winklevoss Capital Fund, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,228,351.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,228,351.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,228,351.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.9 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP Number(s): 92864V608

1

Names of Reporting Persons

Winklevoss Capital Management, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,228,351.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,228,351.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,228,351.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.9 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP Number(s): 92864V608

1

Names of Reporting Persons

Tyler Howard Winklevoss

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,228,351.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,228,351.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,228,351.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.9 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP Number(s): 92864V608

1

Names of Reporting Persons

Cameron Howard Winklevoss

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,228,351.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,228,351.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,228,351.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.9 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP Number(s): 92864V608

1

Names of Reporting Persons

Birch Lane Capital LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,228,351.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,228,351.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,228,351.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.9 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Empery Digital Inc.
(b)	Address of issuer's principal executive offices: 3121 Eagles Nest, Suite 120, Round Rock, TX 78665
Item 2.
(a)	Name of person filing: This Schedule 13G is filed by the following persons and entities (each a "Reporting Person" and collectively the "Reporting Persons"): (i) Winklevoss Capital Fund, LLC, a Delaware limited liability company ("WCF"); (ii) Winklevoss Capital Management, LLC, a Delaware limited liability company ("WCM"); (iii) Tyler Howard Winklevoss ("Tyler Winklevoss"); (iv) Cameron Howard Winklevoss ("Cameron Winklevoss"); and (v) Birch Lane Capital LLC, a Delaware limited liability company ("Birch Lane").
(b)	Address or principal business office or, if none, residence: Farmers Bank Building, 301 N. Market Street, Suite 1463, Wilmington, Delaware 19801
(c)	Citizenship: See responses to Row 4 on each cover page.
(d)	Title of class of securities: Common Stock, par value of $0.00001 per share
(e)	CUSIP Number(s): 92864V608
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: See responses to Row 9 on each cover page. Birch Lane directly holds 2,228,351.00 shares of the Common Stock. WCF is the sole member of Birch Lane, WCM is the manager of WCF, and Tyler Winklevoss and Cameron Winklevoss are the Co-Founders and Principals of WCF, as well as the Managers of the managing entity of WCF, and exercise shared voting and dispositive control over the securities held by Birch Lane. As a result, each of WCF, WCM, Tyler Winklevoss and Cameron Winklevoss may be deemed the beneficial owner of the securities beneficially owned by Birch Lane.
(b)	Percent of class: See responses to Row 11 on each cover page. The percent of class set forth in Row 11 on each cover page is calculated based on 27,667,402 shares of Common Stock outstanding as of May 8, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed on May 8, 2026.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See responses to Row 5 on each cover page.
	(ii) Shared power to vote or to direct the vote: See responses to Row 6 on each cover page.
	(iii) Sole power to dispose or to direct the disposition of: See responses to Row 7 on each cover page.
	(iv) Shared power to dispose or to direct the disposition of: See responses to Row 8 on each cover page.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Winklevoss Capital Fund, LLC

Signature:	/s/ Cameron Howard Winklevoss
Name/Title:	By Winklevoss Capital Management, LLC, Its Manager, By Cameron H. Winklevoss, Manager
Date:	05/15/2026

Winklevoss Capital Management, LLC

Signature:	/s/ Cameron Howard Winklevoss
Name/Title:	Cameron Howard Winklevoss, Manager
Date:	05/15/2026

Tyler Howard Winklevoss

Signature:	/s/ Tyler Howard Winklevoss
Name/Title:	Tyler Howard Winklevoss
Date:	05/15/2026

Cameron Howard Winklevoss

Signature:	/s/ Cameron Howard Winklevoss
Name/Title:	Cameron Howard Winklevoss
Date:	05/15/2026

Birch Lane Capital LLC

Signature:	/s/ Cameron Howard Winklevoss
Name/Title:	By Winklevoss Capital Fund, LLC, its sole member, By Winklevoss Capital Management, LLC, Its Manager, By Cameron H. Winklevoss, Manager
Date:	05/15/2026