Business
Empery Digital Adopts Limited-Duration Shareholder Rights Plan
Board Takes Action in Response to ATG Capital’s Rapid Stock Accumulation Board Increases Share Repurchase Program AUSTIN, Texas--(BUSINESS WIRE)-- Empery
About this update from Empery Digital Inc.
[{"type":"text","content":"\nBoard Takes Action in Response to ATG Capital’s Rapid Stock Accumulation\n\n\nBoard Increases Share Repurchase Program\n\n\n AUSTIN, Texas--(BUSINESS WIRE)--\nEmpery Digital Inc. (NASDAQ: EMPD) (the “Company” or “Empery Digital”) today announced that its Board of Directors (the “Board”) has adopted a limited-duration shareholder rights plan (the “Rights Plan”) to protect the best interests of all Empery Digital shareholders. The Rights Plan is effective immediately and will expire on February 2, 2027. The Board may consider an earlier termination of the Rights Plan if circumstances warrant. Should the Board seek to extend or renew the Rights Plan, it will put such extension or renewal to a shareholder vote at the next annual meeting of stockholders.\n\n\nThe limited-duration Rights Plan was adopted in response to the rapid and significant accumulation of Empery Digital stock by ATG Capital Opportunities Fund LP (together with its affiliates, “ATG Capital”) without any statement, public or private, with respect to its intentions. ATG Capital initially disclosed that it had acquired approximately 5.6% of the Company’s outstanding shares in a securities filing on January 26, 2026. Pursuant to securities filings made on January 28, 2026 and January 30, 2026, ATG Capital disclosed that it had already increased its ownership in the Company beyond 10%.\n\n\nThe Rights Plan, which is designed to allow the Company’s shareholders to realize the long-term value of their investment, reduces the likelihood that any person or group could gain control of the Company through open market or private accumulation of Empery Digital shares without appropriately compensating shareowners for such control or providing management or the Board sufficient time to make informed decisions. The Rights Plan applies equally to all current and future shareholders and is not intended to deter offers or preclude the Board from considering offers that are fair and otherwise in the best interest of the Company’s shareholders. The Rights Plan automatically expires upon the completion of “qualifying offers” for all of the outstanding shares of common stock that are supported by the holders of two-thirds of the Company’s stock. The Rights Plan does not contain any dead-hand, slow-hand, no-hand or similar feature that limits the ability of a future Board of Directors...