Board Recently Authorized Increase in Share Repurchase Program to $200 Million to Support Strategy

Empery Digital Inc. (NASDAQ: EMPD) (the “Company” or “Empery Digital”) today reiterated its commitment to addressing the gap between the Company’s enterprise value and its net asset value (“NAV”) through accretive share repurchases.

Empery Digital intends to fund the share repurchases with sales of bitcoin, incremental drawdowns on its debt facilities or a combination of the two based on the Company’s leverage ratios and valuation relative to NAV. The Company’s Board of Directors (the “Board”) recently increased the share repurchase program to $200 million in support of this objective, resulting in approximately $100 million available under the program.

The Board and management team believe that its current strategy of share repurchases below NAV will maximize shareholder value as accretive repurchases increase NAV per share at a rate that exceeds the growth rate of bitcoin. They further believe that the mathematical analysis does not support an immediate liquidation of its entire bitcoin portfolio and therefore is not in the best interests of all shareholders.

We regularly engage with shareholders and value constructive input towards the mutual goal of maximizing long-term value. The Company’s Board believes that the Company has the right team in place to successfully execute its bitcoin treasury strategy.

About Empery Digital

Empery Digital empowers progress by unlocking the transformative potential of digital asset management through blockchain. The Company employs a bitcoin treasury strategy focused on aggregating bitcoin and maximizing bitcoin per share while working to build a future where blockchain is the foundation of growth through transparency, efficiency, and accountability. As a company they apply themselves relentlessly by making disciplined decisions that drive long-term value for shareholders. For them, Bitcoin is not just another crypto format and blockchain isn’t just another tool, they’re fundamental drivers of progress.

Forward-Looking Statements

This press release includes forward-looking statements. These forward-looking statements generally can be identified by the use of words such as “anticipate,” “expect,” “plan,” “could,” “may,” “will,” “believe,” “estimate,” “forecast,” “goal,” “project,” and other words of similar meaning. These forward-looking statements address various matters, which may include without limitation statements relating to the operation or effects of the rights plan, statements relating to the sale of bitcoin and use of proceeds for repaying outstanding debt and share repurchases and whether it will increase NAV per share, whether we will be able to continue to generate proceeds from derivative trades and whether we will be able to continue reducing corporate expenses. Each forward-looking statement contained in this press release is subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statement. Applicable risks and uncertainties include, among others, changes in business, market, financial, political and regulatory conditions; risks relating to the Company’s operations and business, including the highly volatile nature of the price of bitcoin and other cryptocurrencies; the risk that the Company’s stock price may be highly correlated to the price of the digital assets that it holds; risks related to increased competition in the industries in which the Company does and will operate; risks relating to significant legal, commercial, regulatory and technical uncertainty regarding digital assets generally; risks relating to the treatment of crypto assets for U.S. and foreign tax purpose, as well as those risks and uncertainties identified under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and other information the Company has or may file with the U.S. Securities and Exchange Commission, including those identified under the heading “Risk Factors” in the Company’s Quarterly Reports on Form 10-Q for the three months ended March 31, 2025, June 30, 2025 and September 30, 2025. We caution investors not to place considerable reliance on the forward-looking statements contained in this press release. You are encouraged to read our filings with the SEC, available at www.sec.gov, for a discussion of these and other risks and uncertainties. The forward-looking statements in this press release speak only as of the date of this document, and we undertake no obligation to update or revise any of these statements. Our business is subject to substantial risks and uncertainties, including those referenced above. Investors, potential investors, and others should give careful consideration to these risks and uncertainties.

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