Galaxy Digital is moving closer to its long-awaited U.S. stock market debut after receiving approval for its registration statement from the Securities and Exchange Commission.
The company officially announced that the SEC had cleared its Form S-4, outlining plans to shift its operations from the Cayman Islands to Delaware and establish a new U.S.-based holding company, Galaxy Digital Inc. (“New Pubco”).
As part of the reorganization, Galaxy’s existing shareholders will receive one share of New Pubco’s Class A common stock for each of their current shares, maintaining their economic interest and voting power. The Class A shares will be listed on the Nasdaq Global Select Market under the ticker “GLXY.” A special shareholder meeting is set for May 9, 2025, for voters eligible as of April 7. If approved, the transition is expected to be completed by mid-May, subject to final approval from the Toronto Stock Exchange (TSX). Meanwhile, Galaxy Digital Inc. will remain listed on the TSX during a transitional period, allowing dual listings in the U.S. and Canada.
CEO Mike Novogratz described the development as “an important milestone,” underscoring that the transition supports Galaxy’s broader mission to scale its digital asset services and artificial intelligence infrastructure within the regulated U.S. market. He stated,
“This marks an important milestone for Galaxy, as we take a significant step toward advancing our mission of driving innovation and growth across digital assets and artificial intelligence infrastructure. We look forward to completing the transaction this quarter.”
Notably, Galaxy Digital Holdings Ltd. is working with TMX Investor Solutions Inc. to support the shareholder voting process. A detailed document explaining the reorganization and voting procedures will soon be sent to shareholders. Additionally, the UK’s Financial Conduct Authority (FCA) has granted regulatory approval for Galaxy Digital UK Ltd. to conduct derivatives trading from its London office, enhancing its global presence.
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