UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR (Exact Name of Registrant as Specified in its Charter) | Delaware | 86-2170416 | | --- | --- | | ( State or other jurisdiction of | (I.R.S. Employer | | incorporation or organization) | Identification No.) | | 2942 North 24th Street Suite 115, #42035 | | | Phoenix, AZ | 85016 | ...

Financial Performance - Revenue for Q3 2025 reached $7.4 million, representing a 41% year-over-year increase[1] - Net income for the quarter was $0.6 million, with an adjusted EBITDA loss of $4.2 million[3] - Total transaction volume increased to $235 million, a 43% year-over-year growth[3] - Revenues for the three months ended September 30, 2025, increased to $7,398,939, up 41.2% from $5,241,889 in the same period of 2024[18] - The net loss for the nine months ended September 30, 2025, was $34,899,390, an improvement from a net loss of $65,575,171 in the same period of 2024[19] - Total operating loss for the three months ended September 30, 2025, was $(5,940,318), compared to $(4,169,159) in the same period of 2024[18] - Adjusted EBITDA for the nine months ended September 30, 2025, was $(13,101,239), compared to $(6,228,521) in 2024, indicating a decline in core operating performance[23] - Adjusted EBITDA loss for the three months ended September 30, 2025, was $(4,201,998), compared to $(4,206,774) for the same period in 2024[24] - Adjusted EBITDA loss for the nine months ended September 30, 2025, was $(13,101,239), an increase from $(6,228,521) in 2024[24] - Basic and diluted net loss per share for the three months ended September 30, 2025, was $(0.09), compared to $(0.72) in 2024[24] - Basic and diluted net loss per share for the nine months ended September 30, 2025, was $(0.33), compared to $(1.07) in 2024[24] Growth and Expansion - The company added 7,500 new active accounts in the quarter, bringing the total to over 625,000[3] - A $45 million revolving credit facility was secured to enhance financial liquidity and support growth initiatives[6] - The upcoming Fold Bitcoin Rewards Credit Card, powered by Visa and Stripe, has over 75,000 people on the waitlist[8] - The Fold Bitcoin Gift Card is now available in approximately 2,000 Kroger locations, expanding retail visibility[5] Asset and Equity Position - Total assets increased to $190.97 million as of September 30, 2025, up from $125.66 million at the end of 2024[17] - Stockholders' equity improved to $94.69 million, compared to a deficit of $67.81 million at the end of 2024[17] - Cash and cash equivalents at the end of the period were $6,663,463, down from $18,330,359 at the beginning of the period, reflecting a net decrease of $11,666,896[19] Investment and Financial Instruments - Fold's Bitcoin Investment Treasury holds 1,526 BTC, valued at approximately $154 million as of November 6, 2025[7] - The company reported a gain on digital assets - investment treasury of $31,203,938 for the nine months ended September 30, 2025, compared to a loss of $377,039 in 2024[19] - The company reported a significant change in fair value of SAFEs, with a gain of $6,503,113 for the nine months ended September 30, 2025, compared to a loss of $59,042,901 in 2024[19] Operating Expenses and Interest - Operating expenses for the nine months ended September 30, 2025, totaled $44,428,907, a significant increase of 106.5% compared to $21,524,591 in 2024[18] - The company incurred interest expenses of $4,425,703 for the nine months ended September 30, 2025, compared to no interest expenses in the same period of 2024[23] Shareholder Metrics - The weighted-average shares used to compute net income per share for the three months ended September 30, 2025, were 46,911,561, significantly higher than 5,836,882 in 2024[18] - Weighted-average shares for the nine months ended September 30, 2025, was 39,781,781, compared to 5,836,882 in 2024[24]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission File Number: 001-41168 Fold Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) | Delaware | 86-2170416 | | ...

Exhibit 99.1 Fold Holdings, Inc. (NASDAQ: FLD) Announces Second Quarter 2025 Results Revenue: $8.2 million, 59% YoY increase Net Income: $13.4 million New accounts up over 233% YoY and transaction volumes up 124% YoY Successfully secured $250 million equity purchase facility 1 Bitcoin Investment Treasury Holdings: 1,492 BTC PHOENIX – August 12, 2025 Fold Holdings, Inc. (NASDAQ: FLD) ("Fold"), the first publicly traded bitcoin financial services company, today announced financial results for the second quart ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Fold Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) | Delaware | 86-2170416 | | --- | --- | | ( State or other jurisdiction of | (I.R.S. Employer | | incorporation or organization) | Identification No.) | | 11201 North Tatum Blvd., Suite 300, Unit 42035 | | | Phoenix, AZ | 85028 | | (Address of principal ex ...

Exhibit 99.1 Fold Holdings, Inc. (NASDAQ: FLD) Announces First Quarter 2025 Results Revenue: $7.1 million, 44% YoY increase Bitcoin Treasury Holdings: 1,490 BTC, ~50% increase from Q4 2024 Launched Bitcoin Gift Card with access to network of thousands of retailers New accounts up over 300% YoY and platform volumes up 67% YoY PHOENIX – May 15, 2025 Fold Holdings, Inc. (NASDAQ: FLD) ("Fold"), the first publicly traded bitcoin financial services company, today announced financial results for the first quarter ...

Financial Products and Services - Fold offers a free FDIC-insured checking account that supports direct deposits and bill payments, with the ability to receive paychecks up to three days early[33]. - Customers can earn up to 1.5% back on purchases made with the Fold Card, as well as up to 15% or more on card-linked merchant offers[34]. - The Fold Rewards Program allows users to earn promotional credits in bitcoin, with rewards valued as a percentage of transactions or as flat amounts of satoshis[35]. - Fold's products and services are available in the United States through the Fold mobile app, serving as a key entry point for consumers to engage with bitcoin[31]. - The company has a comprehensive suite of financial products designed to integrate bitcoin into everyday finances, including a Visa prepaid debit card[29]. - Customers can purchase bitcoin through various methods, including spot buys, recurring trades, direct deposits, and round-ups, enhancing user engagement[43][48]. - The "Auto Stack" feature allows users to purchase a specific USD amount of bitcoin at set intervals, promoting regular investment[48]. - Fold's pre-paid debit card is issued by Sutton Bank, providing users with a secure method to manage their funds[47]. Bitcoin Strategy and Treasury Management - Fold aims to maintain an amount of bitcoin in its Rewards Treasury equal to or greater than customer rewards obligations, purchasing bitcoin daily to match rewards earned[39]. - The company actively invests in and accumulates bitcoin for its treasury, believing it offers long-term value preservation compared to traditional currencies[30]. - Fold's bitcoin treasury strategy positions bitcoin as a long-term strategic investment, providing potential price appreciation and serving as an inflation hedge[80]. - Fold has accumulated more than 1,000 bitcoin in its Investment Treasury as of December 31, 2024, and plans to continue accumulating bitcoin over time[81]. - The company has approximately $102.1 million of Bitcoin in its Treasury accounts as of December 31, 2024[211]. Customer Demographics and Engagement - Fold's core customer demographic is primarily aged between 25-54 years, with 80% having prime credit and 65% earning over $100K annually[66]. - The customer acquisition cost for Fold is less than $10 per user, significantly lower than the industry average of over $300 per customer for traditional financial service providers[89]. - Fold's marketing strategy includes a mix of paid and organic online advertising, television, and email marketing, aimed at increasing member engagement and retention[90]. - The company aims to deepen engagement with existing and new rewards partners to drive further adoption and create mutual growth opportunities[94]. Regulatory and Compliance Challenges - The company is subject to various risks, including regulatory scrutiny and the volatile nature of bitcoin, which may impact its business and financial condition[23]. - The company is subject to extensive and evolving regulatory requirements, which could impact its operations and financial condition[137]. - The company must comply with various privacy protection laws, including the Gramm-Leach-Bliley Act (GLBA) and California Consumer Privacy Act (CCPA)[116]. - The company is focused on maintaining compliance with CFPB regulations to protect consumer rights and avoid penalties[114]. - The company may face increased regulatory scrutiny and costs due to investigations by U.S. federal and state regulators and foreign regulators, which could adversely affect its business and financial condition[141]. - Recent scrutiny of bank partnerships by U.S. regulators may constrain the operations of partner banks, potentially impacting the company's relationships and business operations[142]. - The company is subject to audits and regulatory requirements due to its relationships with partner banks, which may adversely affect its financial condition and future prospects[143]. - The bankruptcy case of Synapse Financial Technologies, Inc. has prompted regulatory initiatives that could increase compliance costs and impact relationships with partner banks[145]. Competitive Landscape and Market Position - The company operates in a competitive landscape, focusing on bitcoin financial services for individuals looking to build long-term savings and access new financial opportunities[99]. - The company is classified as an "emerging growth company" and is eligible for certain exemptions from various reporting requirements[128]. - The company faces significant risks related to the volatility of Bitcoin, which affects its operating results and market sentiment[133]. - The company operates in a highly competitive industry, facing competition from both traditional financial services and innovative startups, which may impact its market position[147]. - Competitors may have advantages such as larger customer bases, greater resources, and the ability to offer products that the company cannot due to regulatory constraints[149]. Growth and Innovation - The company recognizes the significant opportunity for global expansion outside the United States, laying groundwork for future growth[97]. - Fold's growth strategy includes expanding financial services partnerships to integrate bitcoin financial services with traditional financial products[95]. - The company must continuously innovate to keep pace with rapid technological changes in the financial services market, or risk obsolescence of its products[152]. - The company expects to incur substantial costs to develop and upgrade its technical infrastructure to meet evolving industry needs[162]. - The company's success relies on developing new technologies and adapting to industry changes, particularly in generative AI[216]. - Continuous modification and enhancement of products and services is necessary to keep pace with technological changes[217]. Operational Risks and Challenges - The company must scale and strengthen internal controls as it expands its product and service offerings to manage risks effectively[182]. - Service interruptions in the company's systems or those of third-party providers could result in customer loss and harm the company's reputation[176]. - The company must adapt to technological changes and evolving industry practices to remain competitive[162]. - Any enforcement action by regulatory authorities regarding the classification of products could lead to significant penalties and operational restrictions[169]. - The company faces significant risks if it cannot keep pace with rapid industry changes, which could lead to a decline in net revenue[162]. - A decline in customer engagement or retention could adversely affect revenue and financial results[197]. Employee and Talent Management - As of December 31, 2024, the company employed a total of 28 full-time employees and various part-time contractors[120]. - The company is committed to attracting and retaining talent through competitive compensation, benefits, and a robust training curriculum[123]. - The company regularly reviews its talent strategy, monitoring data such as turnover and diversity to enhance its workforce[124]. Technology and Security - The company relies on insurance carriers to cover customer losses, and inability to maintain such insurance could lead to significant business disruptions[173]. - The company must continue to innovate and introduce new products to retain and attract customers in a competitive market[196]. - The company depends on third parties, including competitors, for access to new technologies and market development[217]. - The complexity of regulatory environments may result in overlapping investigations and legal proceedings, adversely affecting the company's reputation and financial condition[159].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41168 FTAC EMERALD ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | --- | --- | |---------------------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41168 FTAC EMERALD ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | --- | --- | |--------------------------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) 2929 Arch Street, Suite 1703, Philadelphia, PA 19104 (Address of principal executive offices) (Zip Code) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (215) 701-9555 For the transition period from to Commission file number: 001-41168 FTAC EMERALD ...