Fold Holdings (FLD) director reports 95,484-share equity grant and large indirect stakes

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Fold Holdings, Inc. director and ten percent owner Jonathan Kirkwood reported receiving 95,484 shares of Common Stock on May 29, 2026, recorded as a grant or award at $0.00 per share. After this acquisition, his direct holdings total 352,295 shares of Common Stock.

The filing also lists indirect ownership positions through affiliated investment vehicles. LOW TIME PREFERENCE FUND II, LLC holds 3,365,299 shares, and SATS Credit Fund LP holds 50,800 shares of Fold Holdings Common Stock, which are attributed as indirect interests associated with Kirkwood.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Kirkwood Jonathan

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	95,484	$0.00	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 352,295 shares (Direct, null); Common Stock — 50,800 shares (Indirect, By SATS Credit Fund LP)

Footnotes (1)

Represents shares of Company common stock issuable upon vesting of restricted stock units. The reporting person is the managing member of SATS Credit Fund GP LLC, which is the general partner of SATS Credit Fund LP. The Reporting Person is the co-founder and managing partner of LOW TIME PREFERENCE FUND II, LLC and therefore may be deemed to share beneficial ownership over such shares.

Key Figures

Equity grant: 95,484 shares Grant price: $0.00 per share Direct holdings after grant: 352,295 shares +3 more

6 metrics

Equity grant 95,484 shares Common Stock grant/award on May 29, 2026

Grant price $0.00 per share Price for 95,484-share grant coded as award

Direct holdings after grant 352,295 shares Total Common Stock directly held after transaction

Indirect holdings via LOW TIME PREFERENCE FUND II, LLC 3,365,299 shares Common Stock reported as indirectly owned

Indirect holdings via SATS Credit Fund LP 50,800 shares Common Stock reported as indirectly owned

Acquire transactions in filing 1 transaction transactionSummary acquireCount for this Form 4

Key Terms

restricted stock units, beneficial ownership, ten percent owner, indirect ownership, +1 more

5 terms

restricted stock units financial

"Represents shares of Company common stock issuable upon vesting 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.

beneficial ownership financial

"therefore may be deemed to share beneficial ownership over such shares."

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

ten percent owner financial

""is_ten_percent_owner": 1"

indirect ownership financial

""ownership_type": "indirect", "ownership_code": "I""

grant, award, or other acquisition financial

""transaction_code_description": "Grant, award, or other acquisition""

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Form 4 Insider Transactions: What Each Field Means →

06/02/2026 - 09:30 PM

SEC Form 4

FORM 4

UNITED 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^*

Kirkwood Jonathan

(Last)

(First)

(Middle)

C/O FOLD HOLDINGS, INC.,

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)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/29/2026		A		95,484⁽¹⁾	A	$0	352,295	D
Common Stock								50,800	I	By SATS Credit Fund LP⁽²⁾
Common Stock								3,365,299	I	By LOW TIME PREFERENCE FUND II, LLC⁽³⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares of Company common stock issuable upon vesting of restricted stock units.

2. The reporting person is the managing member of SATS Credit Fund GP LLC, which is the general partner of SATS Credit Fund LP.

3. The Reporting Person is the co-founder and managing partner of LOW TIME PREFERENCE FUND II, LLC and therefore may be deemed to share beneficial ownership over such shares.

Remarks:

Exhibit 24 - Power of Attorney (incorporated by reference to the Power of Attorney filed as Exhibit 24 to the Form 5 filed by Mr. Kirkwood on February 18, 2026).

	/s/ Audrey Bartosh, Attorney-in-Fact	06/02/2026
	** Signature of Reporting Person	Date
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

FAQ

What did Jonathan Kirkwood report in his Form 4 for Fold Holdings (FLD)?

Jonathan Kirkwood reported an acquisition of 95,484 shares of Fold Holdings Common Stock on May 29, 2026. The transaction is coded as a grant or award and increased his direct holdings to 352,295 shares after the transaction.

Was the Fold Holdings (FLD) transaction by Jonathan Kirkwood a market purchase or a grant?

The transaction is classified as a grant or award acquisition of 95,484 shares at $0.00 per share. This code indicates an equity award rather than an open-market purchase, reflecting compensation or similar non-cash issuance by Fold Holdings.

How many Fold Holdings (FLD) shares does Jonathan Kirkwood hold directly after this filing?

Following the reported grant, Jonathan Kirkwood’s direct holdings total 352,295 shares of Fold Holdings Common Stock. This figure comes from the post-transaction balance disclosed for the non-derivative Common Stock position in the Form 4 filing.

What indirect Fold Holdings (FLD) holdings are associated with Jonathan Kirkwood?

The filing lists 3,365,299 Fold Holdings shares held by LOW TIME PREFERENCE FUND II, LLC and 50,800 shares held by SATS Credit Fund LP. Kirkwood is associated with these entities, so the positions are reported as indirect beneficial ownership in the Form 4.

What do the Form 4 footnotes say about Kirkwood’s role in the entities holding Fold Holdings (FLD) shares?

The footnotes state that Kirkwood is the managing member of SATS Credit Fund GP LLC and co-founder and managing partner of LOW TIME PREFERENCE FUND II, LLC, so he may be deemed to share beneficial ownership of the Fold Holdings shares held by these entities.