Fold Holdings Inc美股招股说明书(2025-07-16版)

This prospectus supplement updates, amends and supplements the prospectus dated April 11, 2025 (as supplemented oramended from time to time, the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-286294).Capitalized terms used in this prospectus supplement and not otherwise defined herein have the meanings specified in the contained in our Current Report on Form 8-K filed with the Securities and Exchange Commission on June 17, 2025 (the “CurrentReport”). Accordingly, we have attached the Current Report to this prospectus supplement.This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement.Our Common Stock and Warrants are listed on the Nasdaq Stock Market LLC under the symbols “FLD” and “FLDDW,” Investing in our securities involves a high degree of risk. See “Risk Factors” beginning on page 6 of the Prospectusand other risk factors contained in the documents incorporated by reference therein, to read about factors you should Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved ofthese securities or determined if this prospectus supplement or the Prospectus is truthful or complete. Any representationto the contrary is a criminal offense. -1- Compensatory Arrangements of Certain Officers.