Ripple-backed Evernorth faces 73.7 million-share selling overhang after brutal stock market debut
Quick Take
- Ripple, Arrington and SBI are among major backers named in Evernorth's 73.7 million-share resale filing as its stock sinks to a post-merger low.
- The registered shares represent nearly three times Evernorth's outstanding Class A stock, creating a potential supply overhang for investors.
- The filing remains preliminary, and some major shareholders face lock-ups until April 2027, delaying potential sales as Evernorth's shares struggle.
Evernorth filed to register 73.7 million shares for potential resale as its stock plunged following its Nasdaq debut.
The XRP treasury company's Oct. 30 SEC filing identifies Ripple Labs, Arrington XRP Capital and affiliates of Japan's SBI Holdings among investors whose holdings could eventually enter the public market.
The registration comes as Evernorth's shares have lost nearly 40% of their value from their October 12 debut-day high of $19.39.
XRPN fell to a post-merger record closing low of $11.70 on Nov. 2 before recovering to $11.98 the following day, leaving the stock approximately 38% below that initial high.
The decline has brought additional attention to Evernorth's ownership structure, which includes some of the XRP industry's most prominent institutional backers.
According to the filing, Arrington XRP Capital Fund registered approximately 33.82 million shares for potential resale, while Ripple Labs accounted for another 18.14 million.
Four SBI-affiliated entities collectively registered approximately 11.79 million shares, with the Larsen Lam Children's Remainder Trust, associated with Ripple co-founder Chris Larsen, accounting for another 7.15 million.
Other investors named in the registration include Pantera Capital's DAT Opportunities fund, GSR Markets Switzerland, Payward, the parent company of Kraken, and Japanese gaming company gumi.
Maximum Class A shares registered for potential resale by 21 named securityholders in Evernorth’s Oct. 30, 2026 preliminary S-1; holdings data as of Oct. 22. Totals include shares not yet issued that depend on Class C conversion, Company Unit exchange or warrant exercise. Registration effectiveness, ownership limits and transfer restrictions apply. Ripple, Arrington and the Larsen Lam trust are subject to six-month lock-ups, generally until April 9, 2027, subject to exceptions. These are not confirmed or immediate sales.
CryptoSlateSource: SEC Evernorth Form S-1, selling securityholders (Oct. 30, 2026)
View dataHide data| Category | Maximum Class A shares registered for resale |
|---|---|
| Arrington XRP Capital Fund, LP | 33,822,498 shares |
| Ripple Labs Inc. | 18,139,927 shares |
| SBI Holdings USA, Inc. | 8,162,967 shares |
| Larsen Lam Children’s Remainder Trust | 7,153,450 shares |
| SBI PE Holdings Co., Ltd. | 3,023,321 shares |
| Pantera DAT Opportunities Master Fund SP | 604,664 shares |
| GSR Markets Switzerland GmbH | 500,000 shares |
| SBI Venture Fund 2023B Investment LPS | 357,061 shares |
| gumi Inc. | 302,332 shares |
| CNC Inversiones Limited | 300,000 shares |
| Payward, Inc. | 250,000 shares |
| SBI Venture Fund 2023A Investment LPS | 247,603 shares |
| Cohen & Company Securities, LLC | 232,500 shares |
| Northland Securities, Inc. | 232,500 shares |
| EFM Global Financial Services and Technology Master Fund | 181,399 shares |
| Selena Phillips Miles | 57,226 shares |
| Yana Novikova | 42,920 shares |
| Proof Group Capital Partners II LP | 30,233 shares |
| RNR Capital, LLC | 18,139 shares |
| Menon / Garg Living Trust | 15,116 shares |
| Global Investing Network, Inc. | 14,306 shares |
The registration remains preliminary and does not establish that any of these investors have sold shares or intend to sell their entire holdings.
Major investors face six-month lock-up as Evernorth shares struggle
The filing reveals that substantial portions of the registered securities remain subject to contractual restrictions established when Evernorth completed its merger on Oct. 9.
Ripple, the Arrington-controlled sponsor and the Larsen-associated contributor entity entered lock-up agreements restricting transfers for six months, generally until April 9, 2027, subject to specified exceptions.
Evernorth disclosed that approximately 7.04 million issued Class A shares, representing 29.8% of outstanding Class A shares at the merger closing, were subject to the restrictions.
The registration also covers securities that have not yet become publicly traded Class A shares.
Of the 73.7 million shares, approximately 19.1 million were already issued Class A stock, while 31.39 million could become available through conversions of Class C shares and another 22.95 million through exchanges or redemptions of company units.
Those conversions and exchanges remain subject to ownership limits and other contractual requirements.
Evernorth said it is registering the securities to satisfy commitments made under agreements connected to its business combination, rather than announcing any decision by shareholders to liquidate their positions.
The company would receive no proceeds from eventual shareholder resales, except for possible cash received from warrant exercises.
However, the prospect of additional shares entering the market creates a potential challenge for a company already confronting substantial volatility.
In its risk disclosures, Evernorth warned that large shareholder sales, or expectations of future selling, could depress its stock price.
The company entered public markets holding approximately 473 million XRP, with its strategy centered on expanding its cryptocurrency reserves and increasing XRP holdings per share.
Its filing also disclosed that approximately 80% of the predecessor SPAC's redeemable public shares were redeemed before the merger, leaving a smaller public shareholder base than originally contemplated.
The next major milestone for the registered investors will be the expiration of applicable lock-up restrictions in April 2027, provided the resale registration has become effective, and other requirements are satisfied.
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