Reeves William Brian Poppic 4
4 · Fold Holdings, Inc. · Filed Feb 20, 2026
Research Summary
AI-generated summary of this filing
Fold Holdings (FLD) CEO William Reeves Exercises RSUs; Shares Withheld
What Happened
Fold Holdings CEO William Reeves converted restricted stock units (RSUs) into 481,819 shares on February 18, 2026 and had approximately 426,587 of those shares withheld to satisfy tax withholding obligations at $1.47 per share, totaling about $627,083. The filings show four withholding dispositions (17,990; 183,653; 36,619; 188,325 shares) and two conversion/issuance entries (42,985 and 438,834 shares). Net shares delivered to Mr. Reeves after withholding were about 55,232 shares.
Key Details
- Transaction date: February 18, 2026; Form 4 filed Feb 20, 2026 (timely within the required reporting window).
- Conversion (code M): 42,985 and 438,834 RSU-derived shares were issued (total 481,819).
- Withholding (code J / tax withholding): 17,990; 183,653; 36,619; 188,325 shares withheld at $1.47/share — total cash withheld ≈ $627,083.
- Net shares received by Mr. Reeves ≈ 55,232 (481,819 issued minus 426,587 withheld).
- Footnotes: RSUs converted 1:1 into common stock (F1); shares were withheld to satisfy tax liabilities on settlement (F2/F3). Vesting was subject to a liquidity event met by the Feb 14, 2025 merger; settlement was delayed until Feb 18, 2026 due to plan administrator restrictions (F5–F7).
- Shares owned after the transactions are not specified in the provided summary of the Form 4.
Context
This was a conversion/settlement of previously granted RSUs (derivative/award activity), not an open-market sale or purchase. The withholding to cover taxes is a routine administrative/cashless settlement action and does not necessarily indicate a change in the insider’s view of the company. The liquidity-event vesting occurred at the merger on Feb 14, 2025, but administrative restrictions delayed settlement until Feb 18, 2026, when the tax-withheld shares were surrendered.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1]2026-02-18+42,985→ 4,697,652 total - Exercise/Conversion
Common Stock
[F1]2026-02-18+438,834→ 5,136,486 total - Other
Common Stock
[F2]2026-02-18$1.47/sh−17,990$26,445→ 5,118,496 total - Other
Common Stock
[F2]2026-02-18$1.47/sh−183,653$269,970→ 4,934,843 total - Other
Common Stock
[F3]2026-02-18$1.47/sh−36,619$53,830→ 4,898,224 total - Other
Common Stock
[F3]2026-02-18$1.47/sh−188,325$276,838→ 4,709,899 total - Exercise/Conversion
Restricted Stock Units
[F4][F5][F6]2026-02-18−42,985→ 8,597 total→ Common Stock (42,985 underlying) - Exercise/Conversion
Restricted Stock Units
[F4][F5][F7]2026-02-18−438,834→ 115,483 total→ Common Stock (438,834 underlying)
Footnotes (7)
- [F1]Restricted stock units convert into common stock on a one-for-one basis.
- [F2]Shares withheld to satisfy tax liability upon settlement of RSUs on February 18, 2026.
- [F3]Represents shares withheld to satisfy tax liability upon vesting and settlement of restricted stock unit grants previously reported as Common Stock in Table I.
- [F4]Not applicable.
- [F5]Represents securities received as part of the Issuer's business combination, in connection with that certain Agreement and Plan of Merger, dated as of July 24, 2024 (the "Merger Agreement"), by and among the Issuer (formerly FTAC Emerald Acquisition Corp.), FTAC EMLD Merger Sub Inc. and Fold, Inc. ("Legacy Fold"), pursuant to which each outstanding Legacy Fold RSU Award was automatically converted into an award of restricted stock units covering a number of shares of the Issuer's Common Stock based on the exchange ratio described in the Issuer's Registration Statement on Form S-4, as amended (Reg. No. 333-282520).
- [F6]The restricted stock units vest as to one-fourth of the underlying shares beginning on October 1, 2023 and thereafter in 48 equal monthly installments, subject to Mr. Reeves' continued service through the applicable vesting date and a liquidity event vesting condition. The liquidity event vesting condition was deemed met upon the merger of Legacy Fold, Issuer and FTAC EMLD Merger Sub Inc. on February 14, 2025 (the "Merger"). Due to restrictions imposed by the Company's equity plan administrator, none of the vested units were settled until February 18, 2026.
- [F7]The restricted stock units vest as to one-fourth of the underlying shares beginning on December 1, 2023 and thereafter in 48 equal monthly installments, subject to Mr. Reeves' continued service through the applicable vesting date and a liquidity event vesting condition. The liquidity event vesting condition was deemed met upon the Merger. Due to restrictions imposed by the Company's equity plan administrator, none of the vested units were settled until February 18, 2026.