EMPERY DIGITAL INC - ATG CAPITAL AND TICE P. BROWN DENIED CANDIDATE NOMINATION RIGHTS FOR 2026 ANNUAL MEETING
Written by Emily J. Thompson, Senior Investment Analyst
Updated: Mar 27 2026
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Should l Buy EMPD?
Source: moomoo
Event Announcement: The article discusses the upcoming annual meeting for 2026, focusing on the nomination of candidates.
Organizational Context: It highlights the role of the organization, Empire Digital Inc., in facilitating this meeting and the importance of candidate nominations.
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Analyst Views on EMPD
About EMPD
Empery Digital Inc., formerly Volcon, Inc., is focused on the bitcoin treasury strategy with the goal of becoming a global aggregator of bitcoin. The Company holds approximately 4,018.36 Bitcoin (BTC). The Company is also engaged in the electric off-road power sports business. The Company sells Volcon electric two-wheeled E-Bikes and motorcycles, utility terrain vehicles, or UTVs, also known as side-by-sides, and golf carts, along with a line of upgrades and accessories. The Company's products include HF1, MN1, and Brat. The HF1 is Volcon's premier performance UTV. The VLCN MN1 has two models: the MN1 Adventurer, a golf cart-style product, which has four seats with a fold-down rear seat to accommodate light cargo, and the MN1 Tradesman, which has two seats with a dump bed for utility purposes. The Brat is a class 2 E-Bike and can be used on-road or off-road.
About the author

Emily J. Thompson
Emily J. Thompson, a Chartered Financial Analyst (CFA) with 12 years in investment research, graduated with honors from the Wharton School. Specializing in industrial and technology stocks, she provides in-depth analysis for Intellectia’s earnings and market brief reports.
- Annual Meeting Announcement: Empery Digital Inc. has announced that its 2026 Annual Meeting of Stockholders will take place on July 29, 2026, at 10:00 AM Central Time, with access instructions to be provided in the proxy statement and related materials to ensure shareholder participation.
- Company Vision: Empery Digital is focused on unlocking the transformative potential of digital asset management through blockchain technology, employing a bitcoin treasury strategy aimed at aggregating bitcoin and maximizing bitcoin per share, thereby creating long-term value for shareholders.
- Forward-Looking Statements: The press release includes forward-looking statements regarding the company's bitcoin strategy and its ability to create long-term shareholder value, cautioning investors about risks and uncertainties that could lead to actual results differing materially from expectations.
- Risk Considerations: The company faces various risks, including the high volatility of bitcoin prices, increased market competition, and legal and regulatory uncertainties surrounding digital assets, prompting investors to carefully consider these factors when making investment decisions.
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- Share Repurchase Execution: Empery Digital has repurchased 24.6 million shares of common stock under its authorized $200 million share repurchase program at an average price of $5.77 per share, reflecting the company's confidence in its stock value.
- Share Structure Changes: As of April 3, 2026, the company had 31.4 million shares outstanding, including 2.6 million pre-funded warrants, indicating active management of its capital structure.
- Bitcoin Sale Proceeds: The company generated approximately $24.7 million in proceeds from selling 370 bitcoins at an average price of $66,632 per token during the week ended April 3, 2026, providing funding support for future share repurchases.
- Financing Strategy Adjustment: Management may utilize its credit facility and reduce bitcoin holdings to fund share repurchases, demonstrating the company's flexibility and foresight in capital operations.
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- Loan Repayment: Empery Digital has fully repaid its outstanding term loan using proceeds from its recent registered direct offering and the sale of a portion of its bitcoin holdings, significantly reducing the company's leverage and ongoing interest expenses.
- Bitcoin Release: The repayment has released approximately 1,800 bitcoin previously held as collateral, enhancing the company's financial management capabilities in an environment of heightened bitcoin volatility and improving risk management flexibility.
- Capital Structure Management: The company continues to actively manage its capital structure with a focus on maintaining flexibility and closing the gap between its share price and net asset value through opportunistic share repurchases below NAV, demonstrating a commitment to long-term shareholder value.
- Bitcoin Holdings: Since March 27, 2026, the company has sold 370 BTC at an average price of $66,632 per BTC, generating approximately $24.7 million in gross proceeds, while currently holding 2,989 BTC in its treasury.
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- Buyback Progress: Empery Digital has repurchased 23.63 million shares of common stock under its $200 million share repurchase program, with an average purchase price of $5.83 per share, reflecting the company's confidence in its stock value.
- Share Count Update: Following these repurchases, the total number of shares outstanding has decreased to 32.43 million, factoring in the potential exercise of 2.69 million pre-funded warrants, which enhances the potential for earnings per share.
- Bitcoin Sales Revenue: During the week ending March 27, 2026, the company sold 79 BTC at an average price of $71,031 per BTC, generating approximately $5.6 million in gross proceeds, which were used to fund share repurchases and bolster the company's cash position.
- Bitcoin Holdings: Empery Digital currently holds 3,359 BTC in its treasury, indicating the company's ongoing investment in the cryptocurrency market and potential for value appreciation.
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- Repurchase Program Update: As of March 27, 2026, Empery Digital has repurchased 23,630,147 shares of common stock at an average price of $5.83 per share under its $200 million repurchase program, reflecting the company's proactive approach to enhancing per-share value and closing the NAV gap.
- Bitcoin Sales Revenue: During the week ending March 27, 2026, the company sold 79 BTC at an average price of $71,031 per BTC, generating approximately $5.6 million in gross proceeds, which were utilized for share repurchases and to bolster the company's cash position.
- Strong Cash Position: The company currently holds 3,359 BTC, and management asserts that it has adequate cash to execute share repurchases while maintaining appropriate leverage ratios, indicating financial stability and flexibility.
- Future Strategic Direction: Management intends to leverage existing cash balances and reduce bitcoin holdings as necessary to fund future share repurchases and repay portions of outstanding borrowings, demonstrating the company's commitment to long-term shareholder value.
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- Invalid Nominations: Empery Digital's board unanimously determined that the nomination notices from ATG Capital and Tice P. Brown do not meet the company's bylaws, rendering their nominations invalid and impacting corporate governance.
- Annual Meeting Announcement: The company will announce the date for the 2026 annual meeting and file proxy materials with the U.S. Securities and Exchange Commission in due course, ensuring compliance and transparency.
- Legal Compliance Review: With legal counsel's assistance, the board found that the nomination notices failed to comply with Section 2.5 of the bylaws and were submitted at the end of the nomination window, leaving insufficient time for review and affecting shareholders' nomination rights.
- Market Reaction: Following the announcement, Empery Digital's shares fell 5%, reflecting market concerns over governance issues, with a total decline of 4% in 2026, indicating a cautious investor sentiment.
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