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  4. [Form 4] Fold Holdings, Inc. Insider Trading Activity

Fold Holdings (FLD) CEO sells 18,332 shares for tax withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Fold Holdings, Inc. (FLD) reported that Chief Executive Officer and ten percent owner Reeves William Brian Poppic sold a total of 18,332 shares of common stock in two open-market transactions. On August 24, 2026 he sold 8,905 shares at $0.478 per share, and on August 25, 2026 he sold 9,427 shares at $0.496 per share. According to the company’s disclosure, these sales were executed to cover tax withholding obligations arising from the vesting and settlement of restricted stock units under a mandated "sell to cover" arrangement and are described as non-discretionary for Mr. Poppic.

Positive

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Negative

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Insider Reeves William Brian Poppic
Role Chief Executive Officer
Sold 18,332 shs ($9K)
Type Security Shares Price Value
Sale Common Stock F1 9,427 $0.496 $5K
Sale Common Stock F1 8,905 $0.478 $4K
Holdings After Transaction: Common Stock — 5,432,085 shares (Direct)
Footnotes (1)
  1. F1. The sale reported on this Form 4 represents shares sold by Mr. Reeves to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by Mr. Reeves.
Shares sold on 2026-08-24 8,905 shares of Common Stock Open-market or private sale by CEO Reeves William Brian Poppic on August 24, 2026
Sale price on 2026-08-24 $0.478 per share Price for 8,905 shares of Fold Holdings, Inc. common stock sold on August 24, 2026
Shares sold on 2026-08-25 9,427 shares of Common Stock Open-market or private sale by CEO Reeves William Brian Poppic on August 25, 2026
Sale price on 2026-08-25 $0.496 per share Price for 9,427 shares of Fold Holdings, Inc. common stock sold on August 25, 2026
Total shares sold 18,332 shares Combined total of both reported common stock sales by the CEO
sell to cover financial
"funded by a "sell to cover" transaction and does not represent"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
restricted stock units financial
"in connection with the vesting and settlement of restricted stock units."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax withholding obligations financial
"shares sold by Mr. Reeves to cover tax withholding obligations in connection"

FAQ

What insider transaction did FLD CEO Reeves William Brian Poppic report?
He reported selling a total of 18,332 shares of Fold Holdings, Inc. common stock in two transactions on August 24 and 25, 2026, in open-market or private sales designated as code "S" transactions.

Why did the FLD CEO sell 18,332 shares of common stock?
The company states the sales were made to cover tax withholding obligations related to the vesting and settlement of restricted stock units, under an issuer-mandated "sell to cover" arrangement, and are not characterized as discretionary transactions by Mr. Poppic.

On what dates did the FLD CEO’s Form 4 sales occur and at what prices?
Mr. Poppic sold 8,905 shares on August 24, 2026 at $0.478 per share and 9,427 shares on August 25, 2026 at $0.496 per share.

How many FLD shares did the CEO sell in total according to this Form 4?
Across both transactions, the Form 4 reports that Mr. Poppic sold 18,332 shares of Fold Holdings, Inc. common stock to satisfy tax withholding obligations from restricted stock unit vesting.

Were the FLD CEO’s sales under a Rule 10b5-1 trading plan?
The filing’s Rule 10b5-1 checkbox is not marked as being under such a plan, and the footnote instead explains that the sales were required by the issuer’s election to use a "sell to cover" method for tax withholding on restricted stock units.

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Reeves William Brian Poppic
(Last)(First)(Middle)
2942 NORTH 24TH ST, SUITE 115, #42035
(Street)
PHOENIX ARIZONA 85016
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Fold Holdings, Inc. [ FLD ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/24/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock08/24/2026S(1)8,905D$0.4785,441,512D
Common Stock08/25/2026S(1)9,427D$0.4965,432,085D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The sale reported on this Form 4 represents shares sold by Mr. Reeves to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by Mr. Reeves.
Remarks:
Exhibit 24 - Power of Attorney (incorporated by reference to Exhibit 24 to the Reporting Person's Form 4 filed on February 20, 2026).
/s/ Audrey Bartosh, Attorney-in-Fact08/26/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR