Bitcoin Depot completes Up-C elimination; CEO Mintz receives 41.2M Class M shares, 94.6% voting power

Bitcoin Depot Inc.

Eliminated Up-C structure via merger; CEO Brandon Mintz and affiliates received 41,193,024 newly issued Class M common shares.
Tax Receivable Agreement terminated with $8.4M cash payment to former BT Assets stockholders (including Mintz).
Mintz holds 94.56% of voting power post-restructuring; company remains a 'controlled company' under Nasdaq rules.
Public stockholders' Class A common stock and warrant terms unchanged; economic rights unaffected.
Restructuring aims to improve equity liquidity, enable use of stock as acquisition currency, and generate long-term cash/tax savings.

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