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FLD SCHEDULE 13D/A: Material agreement

Filed with the SEC on · accession 0000919574-26-007780

FLD filed a SCHEDULE 13D/A (schedule 13d/a) with the SEC on Nov 13, 2026. Ten31 LLC, Jonathan Kirkwood, Low Time Preference Fund II LLC, and SATS Credit Fund LP filed an amended Schedule 13D reporting updated beneficial ownership in Fold Holdings. The stock moved -20.1% by the first close after the filing.

Summary of the filing

Ten31 LLC, Jonathan Kirkwood, Low Time Preference Fund II LLC, and SATS Credit Fund LP filed an amended Schedule 13D reporting updated beneficial ownership in Fold Holdings. SATS Credit Fund LP entered into an Amended and Restated Senior Unsecured Promissory Note with the Issuer on November 9, 2026, providing a delayed-draw term facility of up to $25.0 million, with the Issuer obligated to issue Common Stock as fees.

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Key details

Aggregate principal amount of delayed-draw term facility$25.0M
Principal amount outstanding under the Senior Unsecured Promissory Note continuing under the A&R Note$13.0M
Additional principal that may be drawn under the A&R Note$12.0M
Shares of Common Stock issuable as fees within 15 days of restatement date$1.5M
IssuerFold Holdings, Inc.
Reporting person; investment manager of low time preference fund ii, llc and sats credit fund, lpTen31 LLC
Reporting person; holds 3,365,299 sharesLow Time Preference Fund II, LLC
Reporting person; holds 2,770,000 shares and 925,590 warrants; lender under the a&r senior unsecured promissory noteSATS Credit Fund LP
Director of fold holdings, inc.; co-founder and managing partner of ten31 llcJonathan Kirkwood

How FLD stock reacted

Close before

$0.40

Nov 12, 2026

First close after

-20.10%

$0.32

5 trading days

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Since filing

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Frequently asked questions

What did FLD file with the SEC on Nov 13, 2026?

FLD filed a SCHEDULE 13D/A (Material agreement). Ten31 LLC, Jonathan Kirkwood, Low Time Preference Fund II LLC, and SATS Credit Fund LP filed an amended Schedule 13D reporting updated beneficial ownership in Fold Holdings. SATS Credit Fund LP entered into an Amended and Restated Senior Unsecured Promissory Note with the Issuer on November 9, 2026, providing a delayed-draw term facility of up to $25.0 million, with the Issuer obligated to issue Common Stock as fees.

What does a material agreement mean for FLD stock?

A contract important enough that investors need to know about it — a big customer contract, a loan, a merger agreement or a partnership.

How do I read a SCHEDULE 13D/A?

A report the company filed with the SEC (the US market regulator). Start with the summary, then the key amounts and names. Compare it with the company’s earlier filings.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A SCHEDULE 13D/A (schedule 13d/a): A report the company filed with the SEC (the US market regulator).

How did FLD stock react to this filing?

FLD closed at $0.40 before the filing and $0.32 on Nov 13, 2026 (-20.10%).

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