UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

~~OF THE~~ SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 1723, 2026

Fold Holdings, Inc.

(Exact name of registrant as specified in its charter)


Delaware	001-41168	86-2170416
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

     2942 North 24th Street, Suite 115, #42035
Phoenix, Arizona

85016

     (Address of principal executive offices)

     (Zip Code)

(866) 365-3277

Registrant’s telephone number, including area code

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Title of Each Class	Trading Symbol(s)	Name of Each Exchange on WhichRegistered
Common stock, par value $0.0001 per share	FLD	Nasdaq Capital Market
Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50 per share	FLDDW	Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 27.02. Results01 ofRegulation OperationsFD and Financial ConditionDisclosure.

On March 17, 2026, Fold Holdings, Inc. ~~issued~~("we", "our", or "us") previously reported in our Annual Report on Form 10-K as well as a press ~~release~~released ~~announcing~~attached ~~its~~to ~~financial~~a ~~and~~Current ~~operational~~Report ~~results~~on ~~for~~Form 8-K that we had begun the ~~fiscal~~process ~~year~~of ~~and~~rolling ~~fourth~~out ~~quarter~~the ~~ended~~Fold ~~December~~Bitcoin 31Rewards Credit Card (the "credit card"), ~~2025.~~with Ainternal ~~copy~~team members being the first to be underwritten and receive credit lines, expected to be followed by a rollout to customers at the top of our waitlist. We are filing this Current Report to announce that we have begun rolling out the ~~press~~credit ~~release~~card isto ~~furnished~~customers ason ~~Exhibit~~the 99top of our waitlist.1 ~~hereto~~There ~~and~~can isbe ~~incorporated~~no ~~herein~~assurances inthat ~~its~~further ~~entirety~~rollouts byof ~~reference~~the credit card will occur as anticipated, or at all.

~~Limitation on Incorporation by Reference.~~ The information ~~furnished~~contained in ~~this~~ Item 27.~~02,~~01 ~~including~~of ~~the~~this ~~press~~Current ~~release~~Report ~~attached hereto as Exhibit 99.1,~~ shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall ~~such~~it ~~information~~ be deemed incorporated by reference in any filing ~~made by the Company~~ under the Securities Act of 1933, as amended, or the Exchange Act, except as ~~set~~expressly ~~forth~~provided by specific reference in such a filing.

Cautionary Note Regarding Forward-Looking Statements. Except for historical information contained in the press release attached as Exhibit 99.1 hereto, the press release contains forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. Please refer to the cautionary note in the press release regarding these forward-looking statements.SIGNATURE

~~Item~~Pursuant ~~7.01. Regulation~~to FDthe ~~Disclosure~~requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

The information set forth under Item 2.02 is incorporated herein by reference.


	FOLD HOLDINGS, INC.

	By:	/s/ Will Reeves
		Name:	Will Reeves
		Title:	Chief Executive Officer

Dated: March 23, 2026

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Press Release of Fold Holdings, Inc., dated March 17, 2026.
104		Cover Page Interactive Data File (embedded within the inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

	Fold Holdings, Inc.
Date: March 17, 2026	By:	/s/ Will Reeves
	Name:	Will Reeves
	Title:	Chief Executive Officer

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