Dickman Thomas J 4

What Happened

• Thomas J. Dickman, Chief Technology Officer of Fold Holdings, converted 178 restricted stock units (RSUs) into common shares on 2026-04-17 and then sold 61 shares in an open-market sale on 2026-04-20 at $1.50 per share, generating $92. The sale was a company-mandated "sell-to-cover" to satisfy tax withholding obligations and not a discretionary trade by Mr. Dickman.

Key Details

• Transaction dates: RSU conversion (exercise/conversion) on 2026-04-17; sale on 2026-04-20.
• Sale price and proceeds: 61 shares sold at $1.50 each, total $92.
• Shares acquired via conversion: 178 RSUs converted to common stock (1:1 conversion per footnote).
• Shares owned after the transaction: not specified in the provided filing excerpt.
• Notable footnotes:
  • F1: RSUs convert one-for-one into common stock.
  • F2: The 61-share sale was a sell-to-cover to satisfy tax withholding—mandated by the issuer, not a discretionary sale.
  • F4–F5: The RSUs vest over time (monthly installments after an initial one-fourth) and were converted from legacy Fold RSUs as part of the merger described in the filing.
• Filing timeliness: Report filed 2026-04-21 covering the 2026-04-17 conversion—appears to be filed within the typical Form 4 reporting window.

Context

• For retail investors: this was primarily an administrative transaction (RSU settlement + sell-to-cover for taxes), which is common when equity awards vest. Such sell-to-cover transactions generally do not indicate insider sentiment about the company’s prospects.