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

Rhea-AI Filing Summary

Bracebridge H. Young, Jr., a Fold Holdings, Inc. director, reported purchases and sales of Fold common stock on Form 4. On 08/26/2025 he purchased 8,500 shares at a weighted-average price of $3.4477, acquired in multiple transactions priced between $3.43 and $3.475. After the transactions he beneficially owns 23,500 shares indirectly through the Bracebridge H. Young, Jr. 1999 Family Trust, for which he serves as investment advisor. The Form 4 also reports a disposition of 189,787 shares. The filing includes an explanation of the weighted-average price range and the trust ownership.

Positive

• Open-market purchase disclosed: 8,500 shares acquired at a weighted-average price of $3.4477, indicating some insider purchasing activity
• Full disclosure of trust ownership: Remaining beneficial ownership is clearly identified as held by the Bracebridge H. Young, Jr. 1999 Family Trust with the reporting person as investment advisor

Negative

• Large disposition reported: Disposal of 189,787 shares materially exceeds the 8,500-share purchase, reducing direct holdings
• Net reduction in direct exposure: After the transactions, the reporting person holds only 23,500 shares indirectly, suggesting decreased direct stake

Insights

Financial Analyst

TL;DR Insider reported both a small purchase and a much larger disposal, leaving modest indirect ownership via a family trust.

The purchase of 8,500 shares at a weighted-average price of $3.4477 is a routine open-market acquisition and may signal limited incremental confidence by the reporting person. However, the substantially larger reported disposal of 189,787 shares materially reduced direct holdings, leaving 23,500 shares beneficially owned indirectly through a family trust. For investors this is mixed: the buy is small relative to the sale, so the net change suggests reduced direct exposure rather than a clear vote of confidence in the issuer. No exercise of derivatives or other compensatory transactions are reported.

Corporate Governance Expert

TL;DR Director-level insider transactions include both purchase and a significant sale, with remaining indirect ownership held in a family trust.

From a governance perspective, the filing properly discloses beneficial ownership via an irrevocable family trust for which the reporting person is investment advisor. The explanation notes a weighted-average purchase price and availability of trade-level pricing on request, which aligns with disclosure norms. The large disposition relative to the acquisition could raise routine shareholder questions about motives, but the filing itself contains required details and signature, satisfying Form 4 disclosure obligations.

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
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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^*

Young Bracebridge H Jr

(Last) (First) (Middle)

C/O FOLD HOLDINGS, INC.,

11201 NORTH TATUM BLVD, STE 300 #42035

(Street)

PHOENIX AZ 85028-6039

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/26/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	08/26/2025		P		8,500	A	$3.4477(1)	23,500	I	By 1999 Family Trust(2)
Common Stock								189,787	D

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 $3.43 to $3.475, 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 sold at each price within the range.

2. The shares are held of record by the Bracebridge H. Young, Jr. 1999 Family Trust (the "1999 Family Trust"), an irrevocable trust for which the Reporting Person serves as an investment advisor, and of which the Reporting Person's immediate family members are beneficiaries.

	/s/ Bracebridge H. Young, Jr.	08/28/2025
	** 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).
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FAQ

What transactions did the Fold Holdings (FLD / FLDDW) insider report on Form 4?

The reporting person purchased 8,500 common shares at a weighted-average price of $3.4477 on 08/26/2025 and disposed of 189,787 shares, resulting in 23,500 shares beneficially owned indirectly.

What price range was used for the reported purchase on the Form 4?

The Form 4 states the shares were purchased in multiple transactions at prices ranging from $3.43 to $3.475, and the reported price is a weighted-average of $3.4477.

How is the remaining ownership held after the transactions?

The remaining 23,500 shares are held of record by the Bracebridge H. Young, Jr. 1999 Family Trust, an irrevocable trust for which the reporting person serves as investment advisor.

Does the Form 4 disclose why the shares were sold or purchased?

No. The Form 4 provides transaction details and notes on weighted-average pricing and trust ownership but does not state reasons or motives for the trades.

Who signed the Form 4 and when was it filed?

The Form 4 is signed by Bracebridge H. Young, Jr. and the signature date is shown as 08/28/2025 on the filing.