Reeves William Brian Poppic 4
4 · Fold Holdings, Inc. · Filed Jun 3, 2026
Research Summary
AI-generated summary of this filing
Fold (FLD) CEO William Reeves Sells Shares to Cover Taxes
What Happened
- William Reeves, CEO of Fold Holdings (FLD), had restricted stock units convert into common shares on June 1, 2026 (total acquired: 12,623 shares from two awards of 1,075 and 11,548 shares). Following the conversion, he sold 5,639 shares in open-market transactions on June 2, 2026 at $0.91 per share, generating $5,103 in proceeds. The sales were reported as mandated "sell-to-cover" transactions to satisfy tax withholding associated with the RSU settlement, not discretionary sales.
Key Details
- Transaction dates: June 1, 2026 (conversion/settlement of RSUs); June 2, 2026 (open-market sales).
- Sales: 5,158 shares and 481 shares sold at $0.91 each; total proceeds $4,668 + $435 = $5,103.
- Shares from conversion: 12,623 shares acquired (1,075 + 11,548).
- Approximate remaining converted shares: 12,623 − 5,639 = 6,984 shares retained (based on the conversion and reported sales).
- Footnotes: RSUs convert one-for-one into common stock (F1); sales were sell-to-cover to satisfy tax withholding and were issuer-mandated, not discretionary (F2). RSU vesting schedules and conversion tied to the 2025 merger are noted in the filing (F4–F6, F5).
- Filing: Form 4 filed June 3, 2026; no late filing indicated.
Context
- These were not open-market purchases (which can signal insider confidence) but routine sell-to-cover transactions tied to RSU settlement. For derivative transactions: the filing shows conversion/settlement of RSU awards into common stock (a non-cash event) followed by mandated sales to cover tax obligations. This activity is common when RSUs vest and does not necessarily reflect the CEO’s discretionary view of the company.
Insider Transaction Report
Form 4
Reeves William Brian Poppic
Chief Executive Officer10% Owner
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-06-01+1,075→ 5,467,268 total - Exercise/Conversion
Common Stock
[F1]2026-06-01+11,548→ 5,478,816 total - Sale
Common Stock
[F2]2026-06-02$0.91/sh−5,158$4,668→ 5,473,658 total - Sale
Common Stock
[F2]2026-06-02$0.91/sh−481$435→ 5,473,177 total - Exercise/Conversion
Restricted Stock Units
[F3][F5][F4]2026-06-01−1,075→ 4,299 total→ Common Stock (1,075 underlying) - Exercise/Conversion
Restricted Stock Units
[F3][F5][F6]2026-06-01−11,548→ 69,290 total→ Common Stock (11,548 underlying)
Footnotes (6)
- [F1]Restricted stock units convert into common stock on a one-for-one basis.
- [F2]The sale reported on this Form 4 represents shares sold by Mr. Reeves to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by Mr. Reeves.
- [F3]Not applicable.
- [F4]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").
- [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 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.
Signature
/s/ Audrey Bartosh, Attorney-in-Fact|2026-06-03