Welcome to our dedicated page for MDB Capital Holdings LLC-A SEC filings (Ticker: MDBH), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
MDB Capital Holdings, LLC (NASDAQ: MDBH) files regulatory reports with the U.S. Securities and Exchange Commission as a Delaware limited liability company in the investment banking and securities dealing sector. These SEC filings provide formal information on the company’s governance, capital structure, shareholder voting, and financial reporting, and are a key resource for understanding MDB’s public venture platform and its broker-dealer and intellectual property service activities.
Among the important documents for MDBH are annual reports on Form 10-K and quarterly reports on Form 10-Q, which present audited and interim financial statements, segment information for the broker dealer & intellectual property service and technology development segments, and discussions of risk factors and business strategy. Investors also review current reports on Form 8-K for material events, such as significant transactions, strategic initiatives, or changes affecting shareholders.
Proxy statements on Schedule 14A, such as MDB Capital Holdings’ definitive proxy statement for its annual meeting of shareholders, detail matters submitted to a shareholder vote. These include the election of directors, ratification of the independent registered public accounting firm, and information on board structure, executive compensation, and security ownership. The proxy materials also explain voting procedures for holders of Class A and Class B shares and describe how quorums and vote counts are determined.
On this SEC filings page, users can access MDBH filings as they are made available through EDGAR. AI-powered tools can help summarize lengthy documents, highlight key sections on topics like governance, segment reporting, and shareholder rights, and make it easier to interpret complex proxy and annual report disclosures related to MDB Capital Holdings’ public venture and intellectual property-focused business model.
MDB Capital Holdings director Sean James Magennis reported acquiring additional equity in the company on February 9, 2026. He exercised 10,000 RSUs at an exercise price of $0.00, receiving the same number of Class A shares, and separately was granted or otherwise acquired 10,000 shares of common stock at $3.20 per share. Following these transactions, he directly holds 40,000 shares of common stock and 60,000 RSUs, all reported as direct ownership.
MDB Capital Holdings chief financial officer James Jeremy William reported new share-based transactions in MDBH. On February 9, 2026, he acquired 10,000 shares of Common Stock at $3.20 per share as a grant, bringing his directly held common shares to 29,839.
On the same date, he also exercised 10,000 restricted stock units (RSUs) at an exercise price of $0.00 per unit, with 60,000 RSUs reported as beneficially owned afterward. All reported holdings are listed as direct ownership.
MDB Capital Holdings director Daniel Torpey reported acquiring additional MDBH equity on February 9, 2026. He received a grant of 10,000 shares of common stock at $3.20 per share and exercised 10,000 RSUs into 10,000 Class A shares at an exercise price of $0.00. Following these transactions, he directly held 37,100 shares of common stock and 70,000 RSUs.
MDB Capital Holdings, LLC reported changes to its board of directors. Effective February 1, 2026, the board appointed Jeb Terry Sr. as an independent director and member of the audit committee, citing his long experience investing in microcap medical and biotechnology companies.
As director compensation, Mr. Terry will receive an annual cash payment of $50,000 and an option to acquire up to 100,000 Class A Shares under the 2022 Equity Incentive Plan. Of these, 20,000 Class A Shares vest on the first anniversary of the grant date, then 5,000 Class A Shares vest at the end of each three-month period thereafter, subject to continued service.
The company also disclosed that long-serving director Susanne Meline resigned from the board effective February 1, 2026 to pursue retirement, and the board expressed appreciation for her years of service.
MDB Capital Holdings CFO James Jeremy William reported small stock sales to cover tax withholding from vested restricted stock. He sold 60 common shares at an average of $3.34 on January 23 and 3,440 shares at an average of $3.32 on January 26 through multiple trades within stated price ranges.
After these mandatory sell-to-cover transactions, he directly beneficially owned 19,839 common shares.
MDB Capital Holdings, LLC (MDBH) director Jeremy James reported an insider equity transaction. On 08/14/2025, he acquired 10,000 shares of common stock at $3.40 per share through a transaction coded "M," which typically reflects the exercise or conversion of a derivative award. Following this transaction, he held 30,000 shares of common stock directly. A related line shows 10,000 restricted stock units (RSUs) with a conversion price of $0.00 tied to 10,000 underlying Class A shares, with 70,000 derivative securities beneficially owned afterward, all held directly.
MDB Capital Holdings, LLC (MDBH) set its 2025 annual meeting for 1:00 p.m. Eastern Time on December 2, 2025, to be held via live webcast. Shareholders are asked to: (1) elect seven directors for terms ending at the 2026 meeting and (2) ratify RBSM LLP as independent registered public accounting firm for the year ending December 31, 2025.
Key voting mechanics: The record date is October 14, 2025. A quorum requires one‑third of outstanding shares, or 3,389,544 shares. There were 10,168,632 shares outstanding as of the record date (5,168,632 Class A; 5,000,000 Class B). Class A carries one vote per share and Class B five votes per share, for an aggregate of 30,168,632 votes. MDB is a Nasdaq “controlled company,” with Class B currently representing approximately 85% of voting power.
The Board recommends a vote FOR all seven director nominees and FOR RBSM LLP. Audit fees to RBSM LLP were $250,000 in 2024 plus $100,000 audit‑related fees.
MDB Capital Holdings, LLC (MDBH) filed its Q3 2025 report, posting a net loss of $4,656,811 for the quarter. Year to date, the company recorded a net loss of $19,508,201. Quarterly results reflected an $1,225,329 unrealized gain on investment securities and $25,563 of other operating income, more than offset by $5,006,159 in general and administrative costs.
Total assets were $61,511,325 at September 30, 2025, down from $71,976,399 at December 31, 2024, with cash and cash equivalents of $15,094,286. For the nine months, fee income was $2,140,238 and the net unrealized loss on investment securities was $2,430,483. The equity method investment in eXoZymes carried a balance of $38,735,148 after recognizing losses of $1,068,539 in Q3 and $3,048,283 year to date. Basic and diluted net loss per Class A share was $(0.46) in Q3 and $(1.95) year to date. As of November 13, 2025, Class A shares outstanding were 5,138,632. The company’s $2,000,000 revolving credit facility had no outstanding borrowings.
Insider purchases totaling 4,000 shares were reported by Christopher Marlett, a co-founder, director and >10% owner of MDB Capital Holdings, LLC (MDBH). The filings show purchases of 2,275 shares on 10/03/2025 and 1,725 shares on 10/06/2025, at average prices of $3.35 and $3.41 respectively. After these acquisitions the reporting person beneficially owns 157,933 shares, held indirectly as custodian for a minor. The Form 4 includes explanatory footnotes that the prices are averages of multiple trades on each date and offers to provide breakdowns on request.
The purchases are non-derivative common stock acquisitions reported under Section 16; no sales, options, or other derivative transactions are disclosed. The Form 4 is signed and dated 10/07/2025.
Christopher A. Marlett, a director, co-founder and reported >10% owner of MDB Capital Holdings, LLC (MDBH), disclosed two small open-market purchases of Class A common stock executed on August 28, 2025 and August 29, 2025. He acquired 1,575 shares at $3.56 on August 28 and 1,645 shares at an average price of $3.52 on August 29. The shares are held indirectly as custodian for a minor. Following these transactions, the reporting person beneficially owned 153,933 shares indirectly. The filer attests the August 29 price is an average from purchases between $3.50 and $3.55.