Fold Holdings: approves reverse stock split authorization 1-for-2 to 1-for-50

What happened Fold Holdings filed a Form 8-K reporting that on Oct 22, 2026 it held a Special Meeting of Stockholders and that stockholders approved a proposed amendment to the Company's Certificate of Incorporation, as amended, to effect a reverse stock split of its issued and outstanding shares of Common Stock at a ratio between 1-for-2 and 1-for-50, with the final ratio and timing to be determined by the board, in its discretion, following stockholder approval. The filing reports vote totals for Proposal One as For 43,129,193; Against 326,056; Abstentions 14,125. The filing also reports that Proposal Two, to adjourn the meeting if necessary to solicit additional proxies or votes, was approved (For 43,091,819; Against 367,736; Abstentions 9,819).

Key details

• Special meeting date: Oct 22, 2026.
• Proposal One: amend Certificate of Incorporation to effect a reverse stock split at a ratio between 1-for-2 and 1-for-50; final ratio and timing to be determined by the board; vote: For 43,129,193; Against 326,056; Abstentions 14,125.
• Proposal One required approval of 66 and 2/3% of the total voting power of outstanding shares; that threshold was exceeded.
• Proposal Two: authorize adjournment to solicit additional proxies or votes if needed; vote: For 43,091,819; Against 367,736; Abstentions 9,819.

Why it may matter This is Item 5.07: submission of matters to a vote of security holders, which reports the proposals put to a vote at the special meeting and the voting results, and states that both Proposal One and Proposal Two were approved. The filing does not show why the insider traded or why the company acted.