Welcome to our dedicated page for Ryvyl SEC filings (Ticker: RVYL), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Ryvyl Inc. (NASDAQ: RVYL) SEC filings page on Stock Titan provides direct access to the company’s regulatory disclosures, along with AI-powered summaries that help explain complex documents. As a Nevada corporation listed on the Nasdaq Capital Market, Ryvyl files a range of reports that illuminate its digital payment processing business, capital structure, governance, and its planned merger with RTB Digital, Inc. (Roundtable).
Key filings include Current Reports on Form 8-K, where Ryvyl reports material events such as the execution of its Agreement and Plan of Merger with Roundtable, private placements of Series C convertible preferred stock, Nasdaq listing notices, and changes in executive leadership. Form 8-Ks also describe the company’s 1-for-35 reverse stock split, stockholder approvals for reverse split authority and increased authorized shares, and updates on maintaining compliance with Nasdaq’s minimum bid price and stockholders’ equity requirements.
Ryvyl’s filings further document litigation and settlements. The company has filed stipulations and agreements of settlement, court orders, and notices related to a putative class action (Case No. 3:23-cv-00185-GPC-SBC) and a consolidated shareholder derivative action (“In re RYVYL Inc. Derivative Litigation, Lead Case No. 3:23-cv-01165-GPC-SBC”). These exhibits explain the issuance of settlement shares, related put options, and the scope of derivative settlements in both federal and Nevada courts.
Proxy materials such as the Definitive Proxy Statement on Schedule 14A outline proposals presented at the 2025 annual meeting, including director elections, auditor ratification, reverse stock split authorization, and the increase in authorized common shares. They also provide detail on board composition, corporate governance practices, and voting outcomes, which are important for understanding how the company is structured and governed.
On Stock Titan, AI tools summarize these filings to highlight the most important points—such as how a reverse stock split affects outstanding shares, what conditions apply to preferred stock and potential warrants, or how a settlement changes litigation exposure—while preserving links to the full EDGAR documents. Users can also review unregistered sales of equity securities, amendments to articles of incorporation, and other capital markets actions that shape Ryvyl’s equity and preferred stock profile.
For investors analyzing RVYL, this filings page offers a centralized view of the company’s official disclosures, from merger-related communications and Nasdaq correspondence to shareholder meeting results and legal settlements, with AI-generated explanations designed to make lengthy SEC documents more accessible.
RYVYL Inc. stockholders approved the merger with RTB Digital Inc. at an April 1, 2026 special meeting, clearing the final corporate hurdle to close the deal and rebrand the combined company as RTB Digital Inc. Stockholders also approved a name change and an adjournment proposal.
Voting support was strong, with 804,879 votes for the merger and 960,658 for the name change. Post‑merger, about 85% of roughly 13.5 million outstanding shares, including all equity from a recent $35 million investment that auto‑converts at closing, will be locked up for at least one year, leaving about 2 million shares freely tradable.
Roundtable has also made a $10 million deposit tied to a binding agreement to acquire control of a digital media company’s sales, operations, and distribution, which management views as a potential accelerator for platform adoption. RTB expects its balance sheet to support operations for more than a year even if that partnership does not close. Separately, veteran technology and digital media banker Steven Fletcher was appointed to RYVYL’s board and audit committee and is expected to remain on the board after the merger.
RYVYL Inc. submitted a Form 12b-25 (NT 10-K) notifying the SEC that its annual report for the period ended December 31, 2025 could not be filed on time because verification and review of the Form 10-K required additional time, making timely filing impracticable.
The notification was signed by George Oliva on March 31, 2026.
RYVYL Inc. disclosed that RTB Digital, Inc., the company it proposes to merge with, has entered a confidential Strategic Partnerships and Investment Terms Agreement under which RTB will acquire a controlling interest in a strategic industry company.
The Strategic Agreement required a $10,000,000 non-refundable deposit paid at signing and payable toward the final purchase price. Certain terms remain confidential but are expected to be resolved within 30 days. Completion is conditioned on additional funding and payment of the remaining purchase price and RTB assuming a portion of the seller group’s outstanding debt.
RYVYL Inc. reported that RTB Digital, Inc., the company involved in its proposed merger, has entered into a confidential Strategic Partnerships and Investment Terms Agreement. Under this agreement, RTB will obtain a controlling interest in a strategically aligned company in its industry, and the terms will transfer to Ryvyl once the merger closes.
The Strategic Agreement includes a non-refundable $10 million deposit already paid at signing, which will be applied to the final purchase price. Key terms remain under negotiation and are expected to be resolved within 30 days, and closing is subject to conditions including funding, additional purchase price payment, and RTB assuming a portion of the seller group’s outstanding debt.
RYVYL Inc. said at its Special Meeting that 99% of votes cast support its planned merger with RTB Digital, Inc., with 659,620 votes in favor collected to date. Because approval requires holders of >50% of outstanding shares, the company states only an additional 5% of votes are needed to consummate the merger.
The meeting was adjourned to allow further vote collection and will reconvene virtually on April 1, 2026 at 4:00 p.m. EST. The record date of February 6, 2026 remains unchanged. The company said it may seek an additional adjournment to April 6, 2026 if more time is required and encouraged shareholders to submit votes now.
RYVYL Inc. reports strong shareholder support for its planned merger with RTB Digital, Inc. (Roundtable). At the special meeting, 99% of votes cast, representing 659,620 votes in favor, supported the merger. However, approval still requires holders of more than 50% of outstanding shares, and the company estimates only about 5% additional support is needed to reach that threshold.
The special meeting has been adjourned and will reconvene virtually on April 1, 2026 at 4:00 p.m. EST, with the record date of February 6, 2026 unchanged. If necessary, RYVYL may seek a further adjournment to April 6, 2026 to continue gathering votes.
RYVYL Inc. announced that the Special Meeting to vote on its planned merger with RTB Digital, Inc. (Roundtable) was adjourned and will reconvene virtually on March 25, 2026 at 4pm EST. The record date remains February 6, 2026.
Approximately 99% of votes cast were in favor and holders representing 43% of voting power have submitted votes; the company reports that an additional 7% of votes in favor are needed to confirm the merger. The meeting is in recess while the company completes collection of outstanding votes; shareholders are encouraged to vote before the reconvened meeting.
RYVYL Inc. reported that its Special Meeting of Shareholders to vote on the planned merger with RTB Digital, Inc. was convened on March 18, 2026 but then adjourned. The meeting will reconvene virtually on March 25, 2026 at 4 p.m. EST, with the February 6, 2026 record date unchanged.
RYVYL stated that approximately 99% of votes cast so far support the merger, representing about 43% of entitled shares. The company says only about 7% additional favorable votes are needed to confirm the merger and is using the recess to collect more votes, urging remaining shareholders to participate.
Ryvyl Inc. is seeking stockholder approval for a reverse merger with RTB Digital, Inc. A Ryvyl subsidiary will merge into RTB, and RTB will become a wholly owned subsidiary. RTB securityholders will receive or be able to acquire a portion of 14,285,715 Ryvyl common shares as merger consideration.
After the merger, RTB stockholders, option holders, and warrant holders are expected to own or have rights to acquire about 84.85% of Ryvyl’s fully diluted common stock, leaving current Ryvyl securityholders with about 15.15%, before further dilution from conversion of RTB’s assumed convertible notes.
Ryvyl has already implemented a 35‑for‑1 reverse stock split and plans to change its name to “RTB Digital, Inc.” and trade on Nasdaq under the symbol “RTB,” subject to listing approvals. A virtual special meeting on March 18, 2026 will ask Ryvyl stockholders to approve the merger, the name change, and a possible adjournment proposal.
RYVYL Inc. proposes a reverse merger with RTB Digital, Inc. in which RTB securityholders will receive rights to a portion of 14,285,715 shares of Ryvyl common stock as merger consideration. RTB stockholders, option holders and warrant holders are expected to own, or hold rights to acquire, about 84.85% of the fully diluted common stock of the combined company (before conversion of RTB convertible notes), leaving current Ryvyl stakeholders with about 15.15%.
RTB’s debt will be assumed by Ryvyl and then converted into common stock, removing repayment obligations but causing additional dilution. Ryvyl has already completed a 35‑for‑1 reverse stock split and plans to cancel the Series C Preferred Stock issued to RTB at closing. After the merger, the company will be renamed “RTB Digital, Inc.” and expects to continue trading on Nasdaq under the symbol “RTB,” subject to Nasdaq approval.
Ryvyl will hold a virtual special meeting on March 18, 2026 for stockholders to vote on the merger, a name change and a possible adjournment. The boards of both companies unanimously determined the transaction is fair and in the best interests of their stockholders. The parties intend the merger to qualify as a tax‑free reorganization for U.S. federal income tax purposes, and Ryvyl stockholders are not entitled to appraisal rights.