BitGo Holdings Inc-A 2025年度报告

(Mark One)ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 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 number001-43057_________________________ BITGO HOLDINGS, INC. (Exact name of registrant as specified in its charter)_________________________ 82-3998490 Delaware (State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.) 101 S. Reid Street, Suite 307, PMB# 9793, Sioux Falls, SD57108(Address of Principal Executive Offices)(Zip Code) (650) 847-0009(Registrant’s telephone number, including area code) Not Applicable(Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act: None. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.YesNo Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.YesNo Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities ExchangeAct of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) hasbeen subject to such filing requirements for the past 90 days.YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant wasrequired to submit such files).YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness ofits internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting firm that prepared or issued its audit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction of an error to previously issued financial statements. Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).YesNo The registrant was not a public company as of June 30, 2025, the last business day of its most recently completed second quarter, andtherefore, cannot calculate the aggregate market value of the voting and non-voting stock held by non-affiliates as of such date. TheRegistrant’s common stock began trading on the New York Stock Exchange on January 22, 2026. On March19, 2026, the registrant had 106,611,583 shares of Class A common stock and 8,855,382 shares of Class B common stockoutstanding. DOCUMENTS INCORPORATED BY REFERENCE None. Table of Contents Part I Item 1.BusinessItem 1A.Risk FactorsItem 1B.Unresolved Staff CommentsItem 1C.CybersecurityItem 2.PropertiesItem 3.Legal ProceedingsItem 4.Mine Safety Disclosures Part II Item 5.Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities82Item 6.[Reserved]83Item 7.Management's Discussion and Analysis of Financial Condition and Results of Operations84Item 7A.Quantitative and Qualitative Disclosures About Market Risk108Item 8.Financial Statements and Supplementary Data110Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure157Item 9A.Controls and Procedures157Item 9B.Other Information158Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections159 Part III Item 10.Directors, Executive Officers and Corporate Governance160Item 11.Executive Compensation165Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Ma