Empery Digital (VLCN) details progress on $100M share repurchase

Rhea-AI Filing Summary

Empery Digital Inc. filed an 8-K to share an update on its Bitcoin holdings and its previously announced stock repurchase program. The company’s board had authorized a stock repurchase program on July 25, 2025 allowing repurchases of up to $100 million of outstanding common shares over a 24‑month period. As of August 22, 2025, the company has repurchased 363,395 shares of common stock at an average price of $7.39 per share, and approximately $97 million remains available for future repurchases under this program. The update was provided in a press release dated August 25, 2025, which is included as an exhibit.

false 0001829794 0001829794 2025-08-22 2025-08-22 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

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 25, 2025 (August 22, 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 8.01 Other Information.

On August 25, 2025, Empery Digital Inc. (the “Company”) issued a press release providing an update regarding the Company’s current Bitcoin holdings and repurchases by the Company under the previously announced stock repurchase program.

A previously announced, on July 25, 2025, the Company announced that its board of directors authorized a stock repurchase program such that the Company could repurchase up to $100 million of the Company’s outstanding shares of common stock, par value $0.00001 per share over a 24 month period. As of August 22, 2025, 363,395 shares of the Company’s common stock have been repurchased by the Company under the stock repurchase program at an average purchase price per share of $7.39 and approximately $97 million remains available for repurchase under this program.

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

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		Press Release, dated August 25, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

2

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 25, 2025	/s/ Greg Endo
	Greg Endo Chief Financial Officer

3

FAQ

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

Empery Digital Inc. disclosed that it issued a press release on August 25, 2025 providing an update on its current Bitcoin holdings and the status of repurchases under its stock repurchase program.

How large is Empery Digital's stock repurchase program?

The board of Empery Digital authorized a stock repurchase program on July 25, 2025 that permits the company to repurchase up to $100 million of its outstanding common stock over a 24 month period.

How many Empery Digital (VLCN) shares have been repurchased so far?

As of August 22, 2025, Empery Digital has repurchased 363,395 shares of its common stock under the program at an average purchase price of $7.39 per share.

How much capacity remains under Empery Digital's stock buyback authorization?

As of August 22, 2025, approximately $97 million remains available for repurchases under Empery Digital’s authorized $100 million stock repurchase program.

Where can investors find more details about Empery Digital’s Bitcoin holdings and buyback activity?

Additional details are contained in the company’s press release dated August 25, 2025, which is attached as Exhibit 99.1 to the 8-K filing.

On which exchange is Empery Digital (VLCN) common stock listed and what is its ticker?

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