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Fold Holdings, Inc. (NASDAQ: FLD) Announces Fourth Quarter and Full Year 2025 Results

2025 Revenue: $31.8 million, 34% YoY increase
2025 Transaction Volumes of $960 million, 46% YoY increase
Launch of Fold Bitcoin Credit Card and Enterprise Services
Retired convertible notes, Streamlined capital for growth

PHOENIX, March 17, 2026 (GLOBE NEWSWIRE) — Fold Holdings, Inc. (NASDAQ: FLD) (“Fold”, “we”, or “our”), the first publicly traded bitcoin financial services company, today announced financial results for the fourth quarter and full year ended December 31, 2025.

FY 2025 Financial Highlights

  • Revenue: $31.8 million; 34% YoY increase
  • Operating Loss: ($27.7) million
  • Adjusted EBITDA2 (Loss): ($17.2) million
  • Loss Per Share: ($1.65) per share
  • Adjusted EBITDA (Loss) Per Share2: ($0.41) per share
  • Bitcoin Investment Treasury Holdings1: 1,527 BTC

FY 2025 Key Operating Metrics

  • Total Transaction Volume: $960 million; 46% YoY increase
  • Total Verified Accounts: ~84,000, +13,000 new in the year

Q4 2025 Financial Highlights

  • Revenue: $9.1 million; 8% YoY increase
  • Operating Loss: ($6.0) million
  • Adjusted EBITDA2 (Loss): ($4.1) million

Q4 2025 Key Operating Metrics

  • Total Transaction Volume: $215 million; 3% YoY decrease
  • Total Verified Accounts: ~84,000, +2,000 new in the quarter

CEO Commentary

“We closed our first full year as a public company with strong execution against the goals we set coming into 2025,” said Fold Chairman and CEO Will Reeves. “In the fourth quarter, revenue was $9.1 million, up 8.2% year-over-year, and for full year 2025 revenue was $31.8 million, up 34% year-over-year. We continued to add customers and expand our platform while building the foundation to scale a Bitcoin-native financial services ecosystem across multiple interconnected product lines.”

Mr. Reeves continued, “The most important milestone reached since we last spoke was the launch of the Fold Bitcoin Rewards Credit Card, which began last week with a select launch of the card. The internal team members who worked so hard to bring the card to life were the first to be underwritten and receive their credit lines. This is expected to be followed by a rollout to the loyal customers and fans at the top of our waitlist in the near future. The credit card is a product we believe can have a significant impact on Fold. The card offers up to 4% back on purchases with no categories, and up to 10% back through our rewards network across leading brands, and it is powered by industry leaders Visa and Stripe. More than a new product, it should meaningfully expand our addressable market and strengthen the ecosystem by increasing share of wallet, improving unit economics, and accelerating cross-sell across debit, credit, merchant rewards, exchange, and gift cards.”

“Our second major product milestone this quarter was the launch of Fold for Business, an entirely new enterprise service. Partnered with Fold, companies can now include Bitcoin into payroll, bonuses, and corporate financial programs. We’ve already seen the power of our first product in this line, the Bitcoin Bonus Program, through our flagship partnership with Steak ‘n Shake, in which their thousands of employees can receive Bitcoin bonuses powered by Fold. We look to initiate many more partnerships through the year.”

He added, “We strengthened our capital structure by eliminating and extinguishing our two outstanding convertible debt instruments. This simplifies the balance sheet, removes structural overhang, and directs financing solely to the growth of our operating businesses. Importantly, it’s a clear directive that Fold’s focus is on supporting and expanding our operations and that the company is not a digital asset treasury vehicle. Fold has a collection of innovative products servicing a market which is growing at an extraordinary speed. We believe maximizing this opportunity will create far more value for our shareholders than simply stacking bitcoin.”

Mr. Reeves concluded, “With the credit card now live, the launch of an enterprise product, and a cleaner capital structure in place, 2026 is about scaling what we’ve built across customer acquisition, engagement, cross-sell, and retention. We’re confident in our direction, focused on execution, and excited for the year ahead.”

Strategic & Business Updates:

  • Limited Launch of Fold Bitcoin Rewards Credit Card
    • Card significantly expands Fold’s total addressable market and allows for greater share of wallet with existing users
    • Traditional unsecured credit card – spend USD, earn bitcoin rewards
    • Powered by Visa and Stripe
    • Base rewards rate of 1.5%, up to 4.0% for qualifying activities
  • Fold Bitcoin Gift Card
    • Low cost, high reach customer acquisition strategy
    • Available online (Fold App, foldapp.com, giftcards.com, etc.)
    • Available in store (~2,000 Kroger brand locations)
    • Program is expected to expand to additional partners in 2026; currently in active discussions with other US based retailers
  • Fold For Business
    • Service launched in Q1 2026
    • Allows businesses to integrate Bitcoin into payroll, bonuses, and other corporate financial programs for their employees, and to build corporate treasury programs
    • Enterprise partners will engage with Fold through annual SaaS-style contracts
    • Inaugural program with Steak ‘n Shake allows all of their employees to receive Bitcoin bonuses powered by Fold’s financial platform
    • Program is expected to expand to additional partners in 2026

2026 Full Year Outlook

  • Growth drivers are expected to include the broader rollout of the Fold Credit Card, continued expansion of consumer products, and the growth of the newly launched enterprise business
  • Given the recent limited launch of the credit card, the company is currently not providing specific revenue figures.

Earnings Call and Webcast Information:

Fold will host a conference call at 5:00 p.m. Eastern Time today, which will include a brief discussion of results followed by a question-and-answer period. To participate in this event, please log on or dial in approximately 5 minutes before the beginning of the call.

Date: March 17, 2026
Time: 5:00 p.m. ET
Participant Call Links:

Footnotes

1 Fold’s Bitcoin Investment Treasury is 827 BTC as of March 17, 2026, and was 1,527 BTC as of December 31, 2025.

2 Adjusted EBITDA and Adjusted EBITDA Per Share are financial measures not presented in accordance with generally accepted accounting principles (“GAAP”) (a “Non-GAAP Financial Measure”). Please see “Non-GAAP Financial Measures” at the end of this press release.

About Fold:

Fold (NASDAQ: FLD) is the first publicly traded bitcoin financial services company, making it easy for individuals and businesses to earn, save, and use bitcoin. Fold is at the forefront of integrating bitcoin into everyday financial experiences. Through innovative products like the Fold App, Fold Bitcoin Gift Card™, and Fold Debit Card™, the company is building the bridge between traditional finance and the bitcoin-powered future.

Forward-Looking Statements:

The information in this press release includes “forward-looking statements” within the meaning of the federal securities laws. All statements that are not statements of historical fact are forward-looking statements. Forward-looking statements may be identified by the use of words such as “may,” “could,” “would,” “should,” “predict,” “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include statements regarding the rollout, development and expected effect of Fold’s credit card program, the development and adoption of Fold’s gift card and enterprise program, Fold’s treasury strategy, revenue, and transaction volume growth, and the potential success of Fold’s overall market, product and growth strategies. These statements are based on assumptions and on the current expectations of Fold’s management and are not predictions of actual performance. Many actual events and circumstances are beyond the control of Fold. These forward-looking statements are subject to a number of risks and uncertainties, including: (i) changes in domestic and foreign business, market, financial, political and legal conditions, including but not limited to changes in the acceptance of bitcoin; (ii) our continued ability to implement business plans; (iii) the risk of downturns, new entrants and a changing regulatory landscape in the highly competitive industry in which Fold operates; (iv) volatility in the market price of bitcoin; (v) access to and reliance on funding for our products, including the credit card, and general operations; (vi) access to and reliance on third parties for their services related to certain of our products, including risks relating to Fold having a single custodian for our bitcoin; (vii) reliance on banking partners which are subject to complex and demanding regulations and compliance standards; and (viii) those risks and uncertainties discussed in Fold Holdings, Inc.’s filings with the Securities and Exchange Commission. If any of these risks materialize or Fold’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. While Fold may elect to update these forward-looking statements at some point in the future, Fold specifically disclaims any obligation to do so, except as required by law.

Fold Holdings, Inc. Balance Sheets
       
  December 31,  December 31, 
  2025  2024 
Assets      
Current assets      
Cash and cash equivalents $7,652,203  $18,330,359 
Accounts receivable, net  728,001   451,455 
Inventories  478,045   262,813 
Digital assets – rewards treasury  6,872,869   8,569,651 
Prepaid expenses and other current assets  2,384,684   687,100 
Total current assets  18,115,802   28,301,378 
Digital assets – investment treasury  133,658,791   93,568,700 
Capitalized software development costs, net  1,393,752   1,000,065 
Deferred transaction costs     2,784,893 
Other non-current assets  299,309    
Total assets $153,467,654  $125,655,036 
       
Liabilities and stockholders’ equity (deficit)      
Current liabilities      
Accounts payable $704,789  $1,113,552 
Accrued expenses and other current liabilities  3,166,186   71,858 
December 2024 convertible note, net     11,752,905 
Credit facility  10,000,000    
Customer rewards liability  6,872,869   8,569,651 
Deferred revenue  366,252   387,776 
Total current liabilities  21,110,096   21,895,742 
Deferred revenue, long-term     487,690 
June 2025 convertible note, net  21,469,675    
March 2025 convertible note – related party  47,207,556    
Simple Agreements for Future Equity (“SAFEs”)     171,080,533 
Other non-current liabilities  689,680    
Total liabilities  90,477,007   193,463,965 
Commitments and contingencies (Note 13)      
Stockholders’ equity (deficit)      
Preferred stock, $0.0001 par value; 20,000,000 shares authorized, 0 shares issued and outstanding at December 31, 2025 and 10,204,880 shares issued and outstanding at December 31, 2024     1,020 
Common stock, $0.0001 par value; 600,000,000 shares authorized, 48,477,883 shares issued and 48,419,266 shares outstanding at December 31, 2025 and 5,836,882 shares issued and outstanding at December 31, 2024  4,849   584 
Additional paid-in-capital  233,924,782   33,537,989 
Accumulated deficit  (170,938,984)  (101,348,522)
Total stockholders’ equity (deficit)  62,990,647   (67,808,929)
Total liabilities and stockholders’ equity $153,467,654  $125,655,036 
       

Fold Holdings, Inc. Statements of Operations
     
   Year Ended December 31, 
   2025  2024 
Revenues, net  $31,793,673  $23,753,148 
        
Operating expenses       
Banking and payment costs   28,662,586   22,472,378 
Custody and trading costs   1,024,452   228,080 
Compensation and benefits   17,691,784   3,225,179 
Marketing expenses   1,709,641   493,900 
Professional fees   5,410,925   1,855,131 
Amortization expense   557,982   292,266 
(Gain) loss on customer rewards liability   (798,493)  5,219,775 
(Gain) loss on digital assets – rewards treasury   394,271   (5,633,042)
Other selling, general and administrative expenses   4,871,495   1,413,402 
Total operating expenses   59,524,643   29,567,069 
Operating loss   (27,730,970)  (5,813,921)
        
Other income (expense)       
Gain (loss) on digital assets – investment treasury   (9,238,234)  29,247,576 
Change in fair value of SAFEs   (7,197,168)  (88,372,854)
Change in fair value of convertible note   (928,056)   
Convertible note issuance costs and fees   (9,569,109)   
Loss on extinguishment of debt   (9,612,199)   
Interest expense   (5,708,045)  (234,035)
Other income   394,791   91,848 
Other expense, net   (41,858,020)  (59,267,465)
        
Net loss before income taxes   (69,588,990)  (65,081,386)
Income tax expense (benefit)   1,472   7,400 
Net loss  $(69,590,462) $(65,088,786)
        
Net loss per share attributable to common stockholders:       
Basic and diluted  $(1.65) $(11.15)
Weighted-average common shares outstanding:       
Basic and diluted   42,218,965   5,836,882 
        

Fold Holdings, Inc. Statements of Cash Flows
    
  Year Ended December 31, 
  2025  2024 
Cash flows from operating activities      
Net loss $(69,590,462) $(65,088,786)
Adjustments to reconcile net loss to net cash used in operating activities:      
Amortization expense  557,982   292,266 
Loss (gain) on digital assets – rewards treasury  394,271   (5,633,042)
(Gain) loss on digital assets – investment treasury  9,238,234   (29,247,576)
(Gain) loss on customer rewards liability  (798,493)  5,219,775 
Change in fair value of convertible note  928,056    
Convertible note issuance costs and fees  9,569,109    
Loss on extinguishment of debt  9,612,199    
Amortization of debt issuance costs  236,305    
Amortization of debt discount and premium  480,357   187,368 
Change in fair value of SAFEs  7,197,168   88,372,854 
Share-based compensation expense  9,969,112    
Increase (decrease) in cash resulting from changes in:      
Accounts receivable, net  (276,546)  173,448 
Inventories  (215,232)  (133,619)
Prepaid expenses and other current assets  656,823   (176,949)
Accounts payable  (408,763)  753,335 
Accrued expenses and other current liabilities  3,764,649   137,482 
Customer reward liability  2,385,070   1,965,037 
Deferred revenue  (509,214)  (136,544)
Other non-current liabilities  689,680    
Net cash used in operating activities  (16,119,695)  (3,314,951)
       
Cash flows from investing activities      
Purchases of digital assets  (8,015,269)  (1,880,563)
Proceeds from sales of digital assets     104,868 
Payments for capitalized software development costs  (951,669)  (738,565)
Net cash used in investing activities  (8,966,938)  (2,514,260)
       
Cash flows from financing activities      
Proceeds from issuance of convertible note and warrants, net     18,925,000 
Proceeds from recapitalization  804,600    
Payments of deferred IPO costs  (652,013)   
Proceeds received from SAFE financings     8,000,000 
Payment of debt issuance costs  (113,320)  (2,610,099)
Proceeds from issuance of common stock  4,369,210   (1,646,875)
Proceeds from credit facility  10,000,000    
Net cash provided by financing activities  14,408,477   22,668,026 
       
Net (decrease) increase in cash and cash equivalents  (10,678,156)  16,838,815 
Cash and cash equivalents, beginning of period  18,330,359   1,491,544 
Cash and cash equivalents, end of period $7,652,203  $18,330,359 
       
Non-cash investing and financing activities      
Proceeds from SAFE financings received in digital assets $  $64,106,134 
Deferred IPO costs included in accounts payable     174,794 
Non-cash payment of interest with common stock  1,860,011    
Distributions of digital assets to fulfill customer reward redemptions  3,283,359   3,948,545 
Distributions of digital assets to satisfy other current obligations  671,621   91,566 
Recapitalization  173,019,904    
Proceeds from convertible debt received in digital assets – related party  43,965,525    
Change in fair value of Series C Warrants included in loss on extinguishment  498,771    
Non-cash issuance of placement shares  353,250    
Non-cash amortization of deferred issuance costs  53,941    
Distributions of digital assets for prepaid interest – related party  2,313,975    
Supplemental disclosure of cash flow information      
Cash paid during the period for interest expense related to the credit facility  51,181    
Cash paid during the period for income taxes  6,139   3,110 


Non-GAAP Financial Measures

Adjusted EBITDA

In addition to net loss and other results under GAAP, we utilize non-GAAP calculations of adjusted earnings before interest, taxes, depreciation, and amortization (“Adjusted EBITDA”) to monitor the financial health of our business. Adjusted EBITDA is defined as net loss, excluding (i) interest expense, (ii) provision for (benefit from) income taxes, (iii) depreciation and amortization, (iv) share-based compensation, (v) remeasurement gains and losses such as fair value remeasurements on our digital assets, convertible notes, and SAFE notes, and (vi) impairments, restructuring charges, and business acquisition- or disposition-related expenses that we believe are not indicative of our core operating results. This non-GAAP financial information has limitations as an analytical tool when assessing our operating performance, is presented for supplemental informational purposes only, should not be considered in isolation or as a substitute for, or superior to, financial information presented in accordance with GAAP, and may be different from similarly titled non-GAAP measures used by other companies.

The above items are excluded from our Adjusted EBITDA measure because these items are non-cash in nature, or because the amount and timing of these items are unpredictable, are not driven by core results of operations, and/or render comparisons with prior periods and competitors less meaningful. We believe Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our results of core operations, as well as providing a useful measure for period-to-period comparisons of our business performance. Moreover, Adjusted EBITDA is a key measurement used by our management internally to make operating decisions, including those related to operating expenses, evaluate performance, and perform strategic planning and annual budgeting.

The following table presents a reconciliation of Adjusted EBITDA to the most directly comparable GAAP measure, net loss:

  Year Ended December 31, 
  2025  2024 
Net loss $(69,590,462) $(65,088,786)
Add:      
Interest expense  5,708,045   (234,035)
Income tax expense (benefit)  1,472   7,400 
Amortization expense  557,982   292,266 
Share-based compensation expense  9,969,081    
(Gain) loss on customer rewards liability  (798,493)  5,219,775 
(Gain) loss on digital assets – rewards treasury  394,271   (5,633,042)
(Gain) loss on digital assets – investment treasury  9,238,234   (29,247,576)
Change in fair value of SAFEs  7,197,168   88,372,854 
Change in fair value of convertible note  928,056    
Convertible note issuance costs and fees  9,569,109    
Loss on extinguishment of debt  9,612,199    
Adjusted EBITDA $(17,213,338) $(6,311,144)

  Year Ended
December 31,
  Year Ended
December 31,
 
  2025  2024 
Adjusted EBITDA (Loss) $(17,213,338) $(6,311,144)
Weighted-average shares used to compute basic and diluted net loss per share  42,218,965   5,836,882 
       
Adjusted EBITDA (Loss) per share attributable to common stockholders:      
Basic and diluted $(0.41) $(1.08)


For investor and media inquiries, please contact:

Investor Relations:
OG Advisory Group
Samir Jain, CFA
FoldIR@orangegroupadvisors.com

Media:
Elev8 New Media
Jessica Starman, MBA
Media@foldapp.com

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