Delaware Supreme Court Affirms the Delaware Chancery Court’s Ruling that ATG Capital’s Nomination is Valid and Orders that the Judgment for ATG Capital Stands
Ruling Permits ATG Capital’s Nominees to Stand for Election at the Upcoming Annual Meeting
Urges Stockholders to Make their Voices Heard and Vote “FOR” All Four ATG Capital Nominees on the Gold Proxy Card
MIAMI, Oct. 08, 2026 (GLOBE NEWSWIRE) -- ATG Capital Management LP (“ATG Capital”), together with certain of its affiliates, is the beneficial owner of 4,500,000 shares, or approximately 16%, of Empery Digital Inc. (Nasdaq: EMPD) (“Empery Digital” or the “Company”) and its largest non-affiliated stockholder, today announced that the Delaware Supreme Court (the “DE Supreme Court”) has affirmed the Delaware Chancery Court’s August 28, 2026 ruling over the Company’s appeal.
The DE Supreme Court’s ruling will permit ATG Capital’s nominees to stand for election at the Company’s Annual Meeting of Stockholders on October 14, 2026 (the “Annual Meeting”). The ruling was issued one day after the parties gave oral argument before the DE Supreme Court and less than a week before the Annual Meeting.
Gabi Gliksberg, Founder and Managing Member of ATG Capital, issued the following statement:
“The Delaware Supreme Court’s ruling is a vindication for stockholder rights. We are thrilled that the Delaware Supreme Court has affirmed the Delaware Chancery Court’s decision. Today’s ruling protects stockholder franchise and allows Empery Digital stockholders to have a choice in who represents them at next week’s Annual Meeting. Stockholders would have been denied this choice by the incumbent board – which the Delaware Chancery Court found to have breached its fiduciary duties in rejecting our nomination notice – had ATG Capital not initiated litigation to protect all stockholders’ rights in the face of rampant board entrenchment.
We believe the board’s track record, entrenchment actions and excessive spending to defend these actions, as well as the Delaware Chancery Court’s and Delaware Supreme Court’s decisions speak for themselves. Now ATG Capital has ensured that stockholders will have a choice and can make their voices heard at the Annual Meeting.”
The Delaware Chancery Court's Memorandum Opinion is available at link.
The Delaware Supreme Court’s Order affirming the Delaware Chancery Court’s judgment is available at link.
Vote FOR ATG Capital’s Four Nominees
Vote FOR James C. Elbaor, Gabriel D. Gliksberg, Meredith S. Kirshenbaum and Aaron T. Morris to support a refreshed Board focused on maximizing value for ALL Empery stockholders.
Do NOT vote for Rohan Chauhan, Ryan Lane, Orn Olason or Ian Read.
All three leading independent proxy advisory firms – ISS, Glass Lewis and Egan-Jones – recommend that stockholders vote on ATG Capital’s GOLD universal proxy card. Because the GOLD card includes all ATG Capital nominees and all of the Company’s nominees, there is no need to use any other proxy card, regardless of how you intend to vote. Please vote the GOLD proxy card or GOLD voting instruction form today by internet, telephone or mail, following the instructions provided.
If you have already voted on the Company’s white proxy card or voting instruction form, you can still support change. Under the universal proxy rules, ATG Capital’s nominees also appear on the Company’s white card, and votes FOR them count on either card.
But the best way to support all four ATG Capital nominees is to vote a later-dated GOLD proxy card, which will automatically revoke your earlier vote. If you vote on the white card instead, vote FOR James C. Elbaor, Gabriel D. Gliksberg, Meredith S. Kirshenbaum and Aaron T. Morris and WITHHOLD on Rohan Chauhan, Ryan Lane, Orn Olason and Ian Read. On either card, do not vote FOR more than nine nominees, or your votes on the election of directors will not be counted.
If you have already voted the GOLD card, please do NOT return a white card. Only your latest-dated proxy counts, so returning the Company’s white card – even one marked “withhold” as a protest – will revoke the proxy you previously submitted to us.
Questions about how to vote? Contact Saratoga Proxy Consulting LLC at (212) 257-1311, (888) 368-0379 or info@saratogaproxy.com
About ATG Capital Management LP
ATG Capital Management LP is a privately held investment firm that manages investment vehicles for select accredited investors. ATG Capital invests primarily in public equity markets, utilizing alternative strategies including direct and constructive engagement, in pursuit of providing superior investment returns.
Media & Investor Contact
Saratoga Proxy Consulting LLC
John Ferguson, (212) 257-1311
Source: ATG Capital Management LP