Repass Wolfe 4

What Happened

• Repass Wolfe, Chief Financial Officer of Fold Holdings, had restricted stock units convert into common stock on July 1, 2026 (totaling 4,196 shares from three RSU conversions: 2,639; 17; 1,540). Per the filing, a portion of the resulting shares were sold in the open market on July 2, 2026 — 415, 4 and 712 shares — at $0.49 each, generating aggregate proceeds of approximately $556. The sales were to satisfy tax withholding obligations, not discretionary trades.

Key Details

• Transaction dates: RSU conversion/exercise entries on 2026-07-01; open-market sales on 2026-07-02.
• Sale prices and proceeds: 415 shares @ $0.49 ($204); 4 shares @ $0.49 ($2); 712 shares @ $0.49 ($350); total ~1,131 shares for ~$556.
• RSU conversion: 4,196 shares resulted from conversion of restricted stock units (1-for-1 conversion per filing).
• Reason for sale: Mandatory "sell to cover" to satisfy tax withholding upon vesting (Footnote F2). This was not a discretionary sale by Mr. Wolfe.
• Vesting/merger context: RSU awards and vesting schedules tie back to the company’s 2024 merger; liquidity-event vesting condition was satisfied (Footnotes F4–F7, F5).
• Shares owned after the transactions: Not specified in the provided filing.
• Filing timeliness: Reported with period ending 2026-07-01 and filed 2026-07-06; appears to be filed promptly.
• Exhibit/authority: Power of Attorney referenced (Exhibit 24).

Context

• These entries reflect RSU settlement followed by a routine sell-to-cover for taxes (common practice). The derivative code "M" denotes conversion/exercise of equity-based awards. The small dollar amount (~$556) and the stated reason (tax withholding) indicate this is an administrative, not an investment-timing, transaction.