Empery Digital (VLCN) secures $25M to fund $100M buybacks

Rhea-AI Filing Summary

Empery Digital Inc. entered into a committed borrowing facility that provides immediate access to $25 million to fund share repurchases under its previously announced $100 million share repurchase program. Drawdowns under this facility are at the sole option of the company, giving it discretion over when to borrow to support buybacks. The company also issued a press release on August 18, 2025 describing the new borrowing facility, which is furnished as an exhibit.

Insights

Capital structure and liquidity analyst

$25M committed facility backs Empery Digital’s $100M buyback plan.

Empery Digital Inc. has arranged a committed borrowing facility that provides immediate access to $25 million specifically to fund share repurchases under its previously announced $100 million share repurchase program. Because drawdowns are at the company’s sole option, this acts as a standby source of liquidity rather than an obligation to borrow.

This structure means the company can support buybacks even when internal cash flows or market conditions fluctuate, while retaining flexibility to leave the facility undrawn. Any eventual borrowing would increase debt, so the balance between repurchase activity and leverage will matter for future financial positioning.

The company highlighted the arrangement in a August 18, 2025 press release. Subsequent disclosures about actual drawdowns and repurchase volumes under the $100 million program will show how actively Empery Digital uses this new borrowing capacity.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

__________________________

FORM 8-K

__________________________

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 18, 2025 (August 15, 2025)

__________________________

Empery Digital Inc.

(Exact Name of Registrant as Specified in its Charter)

__________________________

Delaware	001-40867	84-4882689
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

3121 Eagles Nest Street, Suite 120

Round Rock, TX 78665

(Address of principal executive offices and zip code)

(512) 400-4271

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-14(c)).

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.00001 per share		EMPD		NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure.

Press Release

On August 18, 2025, Empery Digital Inc. (the “Company”) issued a press release announcing that the Company had entered into a committed borrowing facility to help fund repurchases under the Company’s $100 million share repurchase program.

The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated into this Item 7.01 by reference.

The information in this Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

Item 8.01 Other Information.

On August 15, 2025, the Company entered into a committed borrowing facility providing the Company with immediate access to $25 million to fund share repurchases by the Company under the Company’s previously announced $100 million share repurchase program. Drawdowns on the facility will be at the sole option of the Company.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		Press Release, dated August 18, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Empery Digital Inc.
	(Registrant)
Date: August 18, 2025	/s/ Greg Endo
	Greg Endo Chief Financial Officer

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FAQ

What did Empery Digital Inc. disclose in this 8-K filing?

Empery Digital Inc. disclosed that it entered into a committed borrowing facility on August 15, 2025, providing immediate access to $25 million to fund share repurchases under its $100 million share repurchase program.

How large is Empery Digital Inc.’s share repurchase program?

The company referred to a previously announced share repurchase program with a total size of $100 million.

What is the size of the new borrowing facility for Empery Digital Inc.?

The committed borrowing facility provides Empery Digital Inc. with immediate access to $25 million for funding share repurchases.

Is Empery Digital required to draw on the $25 million borrowing facility?

No. The filing states that drawdowns on the facility will be at the sole option of the company, so Empery Digital decides if and when to borrow.

How did Empery Digital communicate this borrowing facility to the market?

The company issued a press release dated August 18, 2025, describing the committed borrowing facility, which is furnished as Exhibit 99.1.

What stock exchange lists Empery Digital’s common stock and under what symbol?

Empery Digital’s common stock, par value $0.00001 per share, is listed on the NASDAQ under the trading symbol EMPD.