Welcome to our dedicated page for Ryvyl SEC filings (Ticker: RVYL), 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.
The Ryvyl Inc. (NASDAQ: RVYL) SEC filings page on Stock Titan provides direct access to the company’s regulatory disclosures, along with AI-powered summaries that help explain complex documents. As a Nevada corporation listed on the Nasdaq Capital Market, Ryvyl files a range of reports that illuminate its digital payment processing business, capital structure, governance, and its planned merger with RTB Digital, Inc. (Roundtable).
Key filings include Current Reports on Form 8-K, where Ryvyl reports material events such as the execution of its Agreement and Plan of Merger with Roundtable, private placements of Series C convertible preferred stock, Nasdaq listing notices, and changes in executive leadership. Form 8-Ks also describe the company’s 1-for-35 reverse stock split, stockholder approvals for reverse split authority and increased authorized shares, and updates on maintaining compliance with Nasdaq’s minimum bid price and stockholders’ equity requirements.
Ryvyl’s filings further document litigation and settlements. The company has filed stipulations and agreements of settlement, court orders, and notices related to a putative class action (Case No. 3:23-cv-00185-GPC-SBC) and a consolidated shareholder derivative action (“In re RYVYL Inc. Derivative Litigation, Lead Case No. 3:23-cv-01165-GPC-SBC”). These exhibits explain the issuance of settlement shares, related put options, and the scope of derivative settlements in both federal and Nevada courts.
Proxy materials such as the Definitive Proxy Statement on Schedule 14A outline proposals presented at the 2025 annual meeting, including director elections, auditor ratification, reverse stock split authorization, and the increase in authorized common shares. They also provide detail on board composition, corporate governance practices, and voting outcomes, which are important for understanding how the company is structured and governed.
On Stock Titan, AI tools summarize these filings to highlight the most important points—such as how a reverse stock split affects outstanding shares, what conditions apply to preferred stock and potential warrants, or how a settlement changes litigation exposure—while preserving links to the full EDGAR documents. Users can also review unregistered sales of equity securities, amendments to articles of incorporation, and other capital markets actions that shape Ryvyl’s equity and preferred stock profile.
For investors analyzing RVYL, this filings page offers a centralized view of the company’s official disclosures, from merger-related communications and Nasdaq correspondence to shareholder meeting results and legal settlements, with AI-generated explanations designed to make lengthy SEC documents more accessible.
Ryvyl Inc. is seeking stockholder approval for a reverse merger with RTB Digital, Inc. A Ryvyl subsidiary will merge into RTB, and RTB will become a wholly owned subsidiary. RTB securityholders will receive or be able to acquire a portion of 14,285,715 Ryvyl common shares as merger consideration.
After the merger, RTB stockholders, option holders, and warrant holders are expected to own or have rights to acquire about 84.85% of Ryvyl’s fully diluted common stock, leaving current Ryvyl securityholders with about 15.15%, before further dilution from conversion of RTB’s assumed convertible notes.
Ryvyl has already implemented a 35‑for‑1 reverse stock split and plans to change its name to “RTB Digital, Inc.” and trade on Nasdaq under the symbol “RTB,” subject to listing approvals. A virtual special meeting on March 18, 2026 will ask Ryvyl stockholders to approve the merger, the name change, and a possible adjournment proposal.
RYVYL Inc. proposes a reverse merger with RTB Digital, Inc. in which RTB securityholders will receive rights to a portion of 14,285,715 shares of Ryvyl common stock as merger consideration. RTB stockholders, option holders and warrant holders are expected to own, or hold rights to acquire, about
RTB’s debt will be assumed by Ryvyl and then converted into common stock, removing repayment obligations but causing additional dilution. Ryvyl has already completed a 35‑for‑1 reverse stock split and plans to cancel the Series C Preferred Stock issued to RTB at closing. After the merger, the company will be renamed “RTB Digital, Inc.” and expects to continue trading on Nasdaq under the symbol “RTB,” subject to Nasdaq approval.
Ryvyl will hold a virtual special meeting on
RYVYL Inc. received an amended Schedule 13G/A (Amendment No. 2) from Arena Investors, LP and related entities reporting that they no longer beneficially own any shares of the company’s common stock. The filing lists an aggregate beneficial ownership of 0 shares, representing 0.0% of the class as of 12/31/2025.
The reporting persons confirm they have no sole or shared voting or dispositive power over RYVYL common stock and state that the securities referenced were not acquired or held for the purpose of changing or influencing control of the issuer.
Ryvyl Inc. has filed an amended Form S-4 outlining a reverse merger with RTB Digital, Inc., in which RTB will become a wholly owned subsidiary and the combined company will focus on RTB’s Web3 media SaaS platform for major media brands.
After the merger, current RTB stockholders, option holders and warrant holders are expected to own or control rights to acquire approximately 84.85% of the fully diluted common stock of Ryvyl, while existing Ryvyl holders would have about 15.15%, before any conversion of RTB convertible notes. RTB debt will be assumed by Ryvyl and then converted into common stock of the combined company, removing repayment obligations but further diluting ownership.
Ryvyl previously implemented a 35‑for‑1 reverse stock split on January 2, 2026 to support Nasdaq listing compliance and will seek continued Nasdaq Capital Market listing under a new name, “RTB Digital, Inc.”, and expected ticker “RTB.” A virtual special meeting on March 26, 2026 will ask Ryvyl stockholders to approve the Merger Agreement, a corporate name change and a possible adjournment proposal. Series C Preferred Stock sold to RTB for an aggregate purchase price of
RYVYL Inc. reports that Nasdaq has notified the company it has regained compliance with the exchange’s minimum bid price rule under Listing Rule 5550(a)(2). This means the company now meets Nasdaq’s listing requirements again, and a previously scheduled hearing before a Nasdaq panel regarding potential delisting has been cancelled. The company’s common stock will continue to trade on the Nasdaq Capital Market as long as it continues to satisfy all applicable Nasdaq listing standards. RYVYL also issued a press release announcing the restored compliance.
RYVYL Inc. filed a current report describing a press release about its proposed acquisition of RTB Digital, Inc.. The company has filed a proxy statement and a Registration Statement on Form S-4 with the SEC in connection with this planned merger. The press release is furnished as an exhibit, meaning it is provided for informational purposes rather than being treated as filed financial information.
The filing highlights that statements about the merger are forward-looking and subject to many risks and uncertainties. These include the need for stockholder approvals, regulatory and other closing conditions, successful integration of the two businesses, retention of customers and key employees, potential changes to capital structure and governance, and broader economic and regulatory factors. The company cautions that actual results could differ materially from these forward-looking statements and does not undertake to update them.
Ryvyl Inc. reported that it has issued a press release announcing the filing of a proxy statement and a Registration Statement on Form S-4 with the SEC for its proposed acquisition of RTB Digital, Inc. The Form S-4 and proxy statement are intended to support shareholder approval and regulatory review of the planned merger. The company highlights that completion of the transaction depends on various conditions, including stockholder approvals, regulatory and other consents, successful business integration, and access to financing and liquidity, and it lists numerous risks that could cause the merger to be delayed, altered, or not completed.
Ryvyl Inc. has filed a Form S-4 to register 500,000,000 shares of common stock to be issued as merger consideration in an all‑stock combination with RTB Digital, Inc. RTB stockholders, option holders and warrant holders are expected to receive, in total, Merger Shares representing about 84.85% of Ryvyl’s fully diluted common stock, while existing Ryvyl security holders would hold about 15.15%, before further dilution from converting RTB convertible notes.
The deal follows a 35‑for‑1 reverse stock split implemented on January 2, 2026, and Ryvyl will change its name to RTB Digital, Inc. and seek continued listing on Nasdaq under the symbol “RTB.” RTB operates a Web3‑based SaaS media platform serving major media brands, and its debt will be assumed by Ryvyl and converted into equity of the combined company. The boards of both companies unanimously approved the merger, Ryvyl obtained a fairness opinion from Newbridge Securities, and the parties intend the transaction to qualify as a tax‑free reorganization under Section 368(a). Ryvyl stockholders have no appraisal rights, while RTB stockholders do under Delaware law.
RYVYL Inc. reports that its anticipated merger partner, RTB Digital, Inc., has entered into a binding term sheet for a new $10.0 million secured convertible note with UTXO Management, an affiliate of 210k Capital, LP.
This financing has a structure similar to RTB’s prior $33 million secured convertible note, bringing RTB’s recently raised capital to $43.0 million. If the planned merger between RYVYL and RTB is completed and the note converts, it would convert into equity of RYVYL, potentially increasing RYVYL’s shareholder equity.
The company states that RTB’s increased resources will not adversely affect the exchange ratio for RYVYL stockholders immediately before the merger, if the merger is approved. The disclosure also highlights extensive forward-looking risks around completion of the merger, integration, regulatory and stockholder approvals, and broader business and economic conditions.