Correspondence 0001193125-26-228866 from Fold Holdings, Inc. (FLD)
Fold Holdings, Inc.
Date: May 18, 2026 · CIK: 0001889123 · Accession: 0001193125-26-228866
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File numbers found in text: 333-29541
Letter
FOLD HOLDINGS, INC. 2942 North 24th St., Suite 115, #420235 Phoenix, AZ 85016 May 18, 2026 VIA EDGAR Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Division of Corporation Finance Office of Crypto Assets Attn: Sonia Bednarowski Re: Fold Holdings, Inc. Registration Statement on Form S-3 Filed May 7, 2026 File No. 333-29541 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, Fold Holdings, Inc. (the “ Company ”) hereby respectfully requests that the U.S. Securities and Exchange Commission (the “ Commission ”) take appropriate action to declare the above-referenced Registration Statement on Form S-3 to become effective on Wednesday, May 20, 2026, at 4:00 p.m., Eastern Time, or as soon as practicable thereafter. The Company requests that it be notified of such effectiveness by a telephone call to Samuel P. Williams, Esq. of Brown Rudnick LLP at (617) 856-8353 and that such effectiveness also be confirmed in writing. Thank you for your assistance in this matter. FOLD HOLDINGS, INC. By: /s/ Will Reeves Name: Will Reeves Title: Chief Executive Officer cc: Wolfe Repass, Fold Holdings, Inc. Audrey Bartosh, Fold Holdings, Inc. James Rippeon, Fold Holdings, Inc. Samuel P. Williams, Esq. of Brown Rudnick LLP Ivan Chaykovskiy, Esq. of Brown Rudnick LLP
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CORRESP 1 filename1.htm CORRESP FOLD HOLDINGS, INC. 2942 North 24th St., Suite 115, #420235 Phoenix, AZ 85016 May 18, 2026 VIA EDGAR Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Division of Corporation Finance Office of Crypto Assets Attn: Sonia Bednarowski Re: Fold Holdings, Inc. Registration Statement on Form S-3 Filed May 7, 2026 File No. 333-29541 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, Fold Holdings, Inc. (the “ Company ”) hereby respectfully requests that the U.S. Securities and Exchange Commission (the “ Commission ”) take appropriate action to declare the above-referenced Registration Statement on Form S-3 to become effective on Wednesday, May 20, 2026, at 4:00 p.m., Eastern Time, or as soon as practicable thereafter. The Company requests that it be notified of such effectiveness by a telephone call to Samuel P. Williams, Esq. of Brown Rudnick LLP at (617) 856-8353 and that such effectiveness also be confirmed in writing. Thank you for your assistance in this matter. FOLD HOLDINGS, INC. By: /s/ Will Reeves Name: Will Reeves Title: Chief Executive Officer cc: Wolfe Repass, Fold Holdings, Inc. Audrey Bartosh, Fold Holdings, Inc. James Rippeon, Fold Holdings, Inc. Samuel P. Williams, Esq. of Brown Rudnick LLP Ivan Chaykovskiy, Esq. of Brown Rudnick LLP