Empery Digital Inc. Schedule 13G: Highbridge Capital Management, LLC reports beneficial ownership of 9,485,652 shares of Common Stock, representing 9.9% of the class after giving effect to a 9.99% Blocker. The count assumes exercise of warrants held by Highbridge funds; exercisability is limited by the 9.99% Blocker. The percentage is calculated using March 25, 2026 outstanding shares of 30,247,668 as disclosed in the issuer's Form 10-K filed March 27, 2026. Highbridge Tactical Credit Master Fund, L.P. is identified as holding more than 5% on whose behalf Highbridge acts.
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Insights
Highbridge reports a near-10% economic stake via shares and exercisable warrants.
Highbridge Capital Management, LLC discloses beneficial ownership of 9,485,652 shares and a reported 9.9% stake after applying the stated 9.99% Blocker. The filing bases its percent on March 25, 2026 outstanding of 30,247,668 shares.
The position combines currently held shares and 6,618,016 shares issuable upon exercise of reported warrants; exercise is restricted by the blocker. Subsequent filings would show any changes in exercised warrants or percent ownership.
Blocker limits immediate conversion of warrants; reporting clarifies voting/dispositive power.
The statement lists sole voting and dispositive power of 9,485,652 shares and explains that full warrant exercise would exceed the 9.99% cap, so actual beneficial ownership is constrained by the 9.99% Blocker.
Filing names a specific fund, Highbridge Tactical Credit Master Fund, L.P., as holding over 5% for which Highbridge acts. Future changes depend on warrant exercises and any adjustments to the outstanding share count.
Key Figures
Shares beneficially owned:9,485,652 sharesPercent of class:9.9%Shares issuable on warrants:6,618,016 shares+1 more
4 metrics
Shares beneficially owned9,485,652 sharessole voting and dispositive power reported on cover page
Percent of class9.9%calculated giving effect to the 9.99% Blocker
Shares issuable on warrants6,618,016 sharesissuable upon exercise of the Reported Warrants (included in cover counts)
Shares outstanding used30,247,668 sharesoutstanding as of <date>March 25, 2026</date> per issuer 10-K
"the Reported Warrants are subject to the 9.99% Blocker"
Reported Warrantsfinancial
"Includes 6,618,016 shares ... issuable upon exercise of the Reported Warrants"
Beneficially ownedregulatory
"beneficially owned by such Reporting Person, after giving effect to the 9.99% Blocker"
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.
Highbridge reports beneficial ownership of 9,485,652 shares, shown as 9.9% of the class. This percentage reflects the application of a 9.99% Blocker and uses an outstanding share base of March 25, 2026.
How many shares does the filing say are outstanding for EMPD?
The filing uses an outstanding share count of 30,247,668 shares as of March 25, 2026, taken from the issuer's Form 10-K filed on March 27, 2026, to calculate the reported percentage.
Do the reported warrants increase Highbridge's stake in EMPD?
Yes; the report includes 6,618,016 shares issuable upon exercise of reported warrants. However, exercise is limited by the 9.99% Blocker, so full warrant exercise is restricted and not fully counted in the effective percentage.
Which Highbridge fund holds more than 5% of EMPD?
The filing identifies Highbridge Tactical Credit Master Fund, L.P. as having the right to receive dividends or sale proceeds for more than 5% of the outstanding Common Stock; Highbridge acts as investment adviser to that fund.
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 $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
Highbridge 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
9,485,652.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
9,485,652.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
9,485,652.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
IA, OO
Comment for Type of Reporting Person: Includes 6,618,016 shares of Common Stock (as defined in Item 2(a)) issuable upon exercise of the Reported Warrants (as defined in Item 4(a)). As more fully described in Item 4, the Reported Warrants are subject to the 9.99% Blocker (as defined in Item 4(a)) and the percentage set forth on row (11) gives effect to the 9.99% Blocker. However, rows (5), (7) and (9) show the number of shares of Common Stock that would be issuable upon the full exercise of the Reported Warrants and does not give effect to the 9.99% Blocker. Therefore, the actual number of shares of Common Stock beneficially owned by such Reporting Person, after giving effect to the 9.99% Blocker, is less than the number of securities reported on rows (5), (7) and (9).
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, TEXAS, 78665
Item 2.
(a)
Name of person filing:
This statement is filed by Highbridge Capital Management, LLC ("Highbridge" or the "Reporting Person"), a Delaware limited liability company and the investment adviser to certain funds and accounts (the "Highbridge Funds"), with respect to the common stock, par value $0.00001 per share ("Common Stock") of Empery Digital Inc., a Delaware corporation (the "Issuer"), and the Common Stock issuable upon exercise of warrants directly held by the Highbridge Funds;
The filing of this statement should not be construed as an admission that any of the foregoing persons or the Reporting Person is, for the purposes of Section 13 of the Securities Exchange Act of 1934, the beneficial owner of the securities reported herein.
(b)
Address or principal business office or, if none, residence:
The address of the business office of the Reporting Person is 390 Madison Avenue, 28th Floor, New York, NY 10017.
(c)
Citizenship:
Highbridge is a Delaware limited liability company.
(d)
Title of class of securities:
Common Stock, par value $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:
The information required by Item 4(a) is set forth in Row 9 of the cover page for the Reporting Person and is incorporated herein by reference.
The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 30,247,668 shares of Common Stock outstanding as of March 25, 2026, as reported in the Issuer's Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission on March 27, 2026, and assumes the exercise of the warrants (the "Reported Warrants") held by the Highbridge Funds, subject to the 9.99% Blocker.
Pursuant to the terms of the Reported Warrants, the Reporting Person cannot exercise any of the Reported Warrants to the extent the Reporting Person would beneficially own, after any such exercise, more than 9.99% of the outstanding shares of Common Stock (the "9.99% Blocker") and the percentage set forth in Row (11) of the cover page for the Reporting Person gives effect to the 9.99% Blocker. Consequently, at this time, the Reporting Person is not able to exercise all of such Reported Warrants due to the 9.99% Blocker.
(b)
Percent of class:
9.9%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for the Reporting Person and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for the Reporting Person and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for the Reporting Person and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for the Reporting Person and is incorporated herein by reference.
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.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 2(a). The Highbridge Funds have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock reported herein. Highbridge Tactical Credit Master Fund, L.P., a Highbridge Fund, has the right to receive or the power to direct the receipt of dividends or the proceeds from the sale of more than 5% of the outstanding Common Stock.
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 acquired and are held in the ordinary course of business and 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.
