Empery Digital Seeks Approval for 6.8M-Share Stock Plan Amid Proxy Fight
EMPD sits 32% above its 52-week low of $2.484.
Summary
Empery Digital's definitive proxy card for the October 14 annual meeting adds two new proposals: a 2025 Stock Plan reserving 6.8 million shares and ratification of MaloneBailey as auditor, alongside the contested director election.
Key Events · Corporate Governance and Compliance · EMPD
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2025 Stock Plan Proposal
Proposal 2 seeks approval of the Empery Digital Inc. 2025 Stock Plan with 6,846,589 shares of common stock reserved for issuance.
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Auditor Ratification
Proposal 3 ratifies MaloneBailey as independent auditor for fiscal year ending December 31, 2026 and quarterly reviews through September 30, 2027.
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Contested Director Election
The board recommends voting FOR its nine nominees and WITHHOLD on ATG Capital's nominees, continuing the proxy contest first disclosed August 5, 2026.
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Annual Meeting Date
The annual meeting is scheduled for Wednesday, October 14, 2026, at 10:00 A.M. Central Time, with internet voting due by 11:59 P.M. Eastern on October 13, 2026.
Analysis · EMPD · Crypto Assets
The definitive proxy card for the October 14 annual meeting adds two new proposals to the already-contested election. Proposal 2 asks shareholders to approve the 2025 Stock Plan with 6,846,589 shares reserved for issuance — a potential dilution of roughly 7% against the current share count, and a notable ask during an active proxy contest where the board is fighting ATG Capital's slate. Proposal 3 ratifies MaloneBailey as auditor through fiscal 2026 and the first three quarters of 2027. The stock plan is the material new element: it gives the board a fresh equity pool to deploy, which could be used for compensation, retention, or strategic purposes, and its approval is being sought alongside the director election where the board is urging shareholders to withhold votes from ATG nominees.
How filings like this one have moved
In the 30 days to Sep 10, 2026, 30.2% of the 2009 measured filings Wiseek scored 7 moved their stock by 5% or more by the next session's close. The median move was -0.11%. These are measured outcomes after filings of this importance, not a forecast for this one.
Measured one observation per ticker per day, after exclusions. Current figures: Filing Impact Tracker · open dataset
At the time of this filing, EMPD was trading at $3.29 on NASDAQ in the Crypto Assets sector, with a market capitalization of approximately $92.5M. The 52-week trading range was $2.48 to $8.17. This filing was assessed with neutral market sentiment and an importance score of 7 out of 10.