Major Fold Holdings (FLD) insider Jonathan Kirkwood buys 105K shares in open market

Rhea-AI Filing Summary

Fold Holdings director and 10% owner Jonathan Kirkwood made an open‑market purchase of 105,000 shares of Common Stock at a weighted‑average price of $0.613 per share. The trade was executed in multiple transactions at prices ranging from $0.6051 to $0.6199.

Following this purchase, Kirkwood directly holds 457,295 Fold Holdings shares. He also has indirect ownership interests in 3,365,299 shares held by LOW TIME PREFERENCE FUND II, LLC and 50,800 shares held by SATS Credit Fund LP, through his roles with those entities.

Insights

Equity ownership analyst

Director and 10% owner increased direct stake with a six‑figure share purchase.

Director and major shareholder Jonathan Kirkwood bought 105,000 shares of Fold Holdings, Inc. common stock at a weighted‑average price of $0.613 per share in open‑market transactions. This lifts his direct holdings to 457,295 shares, alongside sizable indirect positions through affiliated funds.

The transaction is a straightforward open‑market purchase, which generally reflects a deliberate decision to add exposure at current prices. However, the overall impact depends on the company’s total share count and broader context not included here, so this filing is best viewed as a routine but notable insider buy.

Insider Trade Summary

Net Buyer: 105,000 shares ($64,365)

Net Buy 3 txns

Insider Kirkwood Jonathan

Role null

Bought 105,000 shs ($64K)

Type	Security	Shares	Price	Value
Purchase	Common Stock	105,000	$0.613	$64K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 457,295 shares (Direct, null); Common Stock — 50,800 shares (Indirect, By SATS Credit Fund LP)

Footnotes (1)

1. Represents a weighted-average price. These shares were purchased in multiple transactions at prices ranging from $0.6051 to $0.6199, inclusive. For all transactions reported in this Form 4 utilizing a weighted-average price, the Reporting Person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range. 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

Open-market purchase size: 105,000 shares Weighted-average purchase price: $0.613 per share Price range of trades: $0.6051–$0.6199 per share +3 more

6 metrics

Open-market purchase size 105,000 shares Common Stock bought on June 12, 2026

Weighted-average purchase price $0.613 per share Open-market transactions for 105,000 shares

Price range of trades $0.6051–$0.6199 per share Range for multiple purchase transactions

Direct holdings after purchase 457,295 shares Common Stock owned directly by Kirkwood

Indirect holdings via LOW TIME PREFERENCE FUND II, LLC 3,365,299 shares Common Stock held indirectly through fund

Indirect holdings via SATS Credit Fund LP 50,800 shares Common Stock held indirectly through fund

Key Terms

open-market purchase, weighted-average price, beneficial ownership, indirect ownership, +1 more

5 terms

open-market purchase financial

"transaction_action: open-market purchase"

An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.

weighted-average price financial

"Represents a weighted-average price. These shares were purchased in multiple transactions"

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.

indirect ownership financial

"direct_or_indirect: I, nature_of_ownership: By LOW TIME PREFERENCE FUND II, LLC"

general partner financial

"general partner of SATS Credit Fund LP"

A general partner is the person or firm that runs an investment partnership and legally represents it — they make the day-to-day decisions, choose which assets to buy or sell, and are responsible for the partnership’s obligations. Investors care because the general partner’s judgment, risk-taking and fee and profit-sharing arrangements determine both the potential returns and the level of exposure to losses; think of the GP as the ship’s captain whose skill and honesty shape the voyage’s outcome.

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Form 4 Insider Transactions: What Each Field Means →

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)
06/12/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/12/2026		P		105,000	A	$0.613(1)	457,295	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents a weighted-average price. These shares were purchased in multiple transactions at prices ranging from $0.6051 to $0.6199, inclusive. For all transactions reported in this Form 4 utilizing a weighted-average price, the Reporting Person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

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	06/15/2026
	** 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)

FAQ

What insider transaction did Jonathan Kirkwood report for Fold Holdings (FLD)?

Jonathan Kirkwood reported buying 105,000 shares of Fold Holdings common stock in an open‑market transaction. The shares were purchased at a weighted‑average price of $0.613, across multiple individual trades within a narrow price range on the same date.

At what prices did Jonathan Kirkwood buy Fold Holdings (FLD) shares?

Kirkwood’s 105,000‑share purchase used a weighted‑average price of $0.613 per share. The filing states individual trades occurred between $0.6051 and $0.6199, and he will provide the exact breakdown of shares at each price upon request.

How many Fold Holdings (FLD) shares does Jonathan Kirkwood own after this Form 4?

After the reported transaction, Kirkwood directly owns 457,295 Fold Holdings shares. He is also associated with 3,365,299 shares held by LOW TIME PREFERENCE FUND II, LLC and 50,800 shares held by SATS Credit Fund LP through his leadership roles in those investment entities.

Is Jonathan Kirkwood’s Fold Holdings (FLD) ownership direct or through funds?

Kirkwood’s new 105,000‑share purchase increased his direct ownership to 457,295 shares. In addition, he has indirect ownership interests in shares held by LOW TIME PREFERENCE FUND II, LLC and SATS Credit Fund LP, where he serves in managing or general partner roles.

What does the weighted‑average price disclosure mean in the Fold Holdings (FLD) Form 4?

The filing reports a single weighted‑average purchase price of $0.613 for 105,000 shares. It notes these were multiple trades executed between $0.6051 and $0.6199, and confirms detailed share counts at each individual price are available from the reporting person on request.