Reeves William Brian Poppic 4
4 · Fold Holdings, Inc. · Filed Jul 6, 2026
Research Summary
AI-generated summary of this filing
Fold (FLD) CEO Reeves Sells Shares to Cover Tax Withholding
What Happened
- Reeves William Brian Poppic (CEO) had restricted stock units convert into common shares on July 1, 2026 (12,623 shares total: 1,075 + 11,548). To satisfy tax withholding tied to those vesting/settlement events, 4,868 shares were sold in the open market on July 2, 2026 at $0.49 per share for total proceeds of approximately $2,395. The conversion entries are reported as derivative exercises/conversions; the sales are reported as open-market dispositions.
- This was a routine “sell to cover” tax-withholding transaction mandated by the company (not a discretionary cash sale by the CEO).
Key Details
- Transaction dates/prices: RSU conversion reported 2026-07-01; open-market sales on 2026-07-02 at $0.49 per share.
- Shares sold: 4,868 shares; proceeds ≈ $2,395 (4,453 shares for $2,191 and 415 shares for $204).
- RSU conversions reported: 1,075 and 11,548 shares (12,623 shares total) on 2026-07-01 (derivative exercise/conversion).
- Shares owned after transaction: Not disclosed in this filing.
- Notable footnotes: F1 confirms RSUs convert 1-for-1 to common stock; F2 states the sale was a company-mandated “sell to cover” for tax withholding (not discretionary); F4/F6 describe the RSU vesting schedule and that a liquidity-event vesting condition was met upon the February 14, 2025 merger; F5 explains the RSUs were converted into Issuer RSUs as part of the business combination.
- Filing status: Form 4 filed July 6, 2026; the filing does not indicate a late-report flag.
Context
- These were RSU settlements with a company-mandated sell-to-cover for taxes (common practice). The filing shows conversion of restricted stock units followed by shares sold solely to satisfy withholding obligations — not an open-market investment decision by the CEO.
Insider Transaction Report
Form 4
Reeves William Brian Poppic
Chief Executive Officer10% Owner
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-07-01+1,075→ 5,474,252 total - Exercise/Conversion
Common Stock
[F1]2026-07-01+11,548→ 5,485,800 total - Sale
Common Stock
[F2]2026-07-02$0.49/sh−4,453$2,191→ 5,481,347 total - Sale
Common Stock
[F2]2026-07-02$0.49/sh−415$204→ 5,480,932 total - Exercise/Conversion
Restricted Stock Units
[F3][F5][F4]2026-07-01−1,075→ 3,224 total→ Common Stock (1,075 underlying) - Exercise/Conversion
Restricted Stock Units
[F3][F5][F6]2026-07-01−11,548→ 57,742 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|2026-07-06