Empery Digital Inc. 8-K

What Happened

• Empery Digital Inc. filed an 8-K on February 9, 2026, announcing updates to its share repurchase program and bitcoin (BTC) holdings. As of February 6, 2026, the company has repurchased 15,403,738 shares under its $200 million repurchase program at an average price of $6.71 per share (including fees). After these repurchases, the company’s diluted shares outstanding are 36,016,497 (including potential exercise of 870,240 pre-funded warrants).
• During the week ending February 6, 2026, Empery sold 357.7 BTC at an average price of $67,907 per BTC, generating approximately $24 million of gross proceeds. Management said proceeds will fund share repurchases and a portion will be used to partially repay outstanding debt and release collateral due to recent bitcoin volatility. The company currently holds 3,723.7 BTC in its treasury.

Key Details

• Total shares repurchased: 15,403,738 under a $200 million program.
• Average repurchase price: $6.71 per share (inclusive of fees and commissions).
• BTC sold: 357.7 BTC for ~ $67,907 each → ~ $24 million gross proceeds.
• BTC remaining in treasury: 3,723.7 BTC; company intends to use sale proceeds for buybacks and partial debt repayment.

Why It Matters

• Share repurchases reduce outstanding shares and can increase earnings per share for remaining shareholders, signaling capital allocation to buybacks.
• Selling a portion of BTC and using proceeds to pay down debt and fund buybacks reflects a more conservative risk posture amid higher bitcoin volatility and may reduce collateral-linked risk.
• Investors should note the updated outstanding share count and the company’s remaining BTC exposure (3,723.7 BTC) when assessing future dilution, capital allocation, and crypto-related risk.

Exhibit: Press release dated February 9, 2026 (attached to the 8-K).