AtlasClear Holdings, Inc.

AtlasClear Holdings

Overview

AtlasClear Holdings is building a technology-enabled B2B platform for trading, clearing, settlement, and banking, with evolving financial products that include crypto. The company offers a turnkey suite of solutions to financial services firms aimed at reducing client transaction costs and accelerating market entry.

Core platform and offerings

• AtlasClear Platform: Modern, flexible, and scalable turnkey brokerage solution with configurable front-office capabilities and integrated middle-/back-office functions.
• Front office: Flexible APIs for multi-asset trading and white-label options to deploy client offerings quickly.
• Middle and back office: Automated processes for risk management, P&L, account maintenance, regulatory reporting, compliance, and other post-trade functions to provide a unified experience.
• Cash and transfers: APIs for ACH, wires, recurring transfers, bank linkages, and real-time net settlement workflows with banking partners.
• Accounts and onboarding: End-to-end account opening, onboarding, verification, risk/compliance checks, suitability assessments, and paperless enrollments.
• Trading and markets: Trading across major asset classes; margin lending and a fully paid stock lending program; portfolio model-building and automated rebalancing.
• Compliance and regulations: Oversight covering AML, KYC, trade surveillance, Best Execution, and trade reporting obligations (e.g., Reg BI, Consolidated Audit Trail).
• Communications: Investor communications, electronic trade confirmations, statements, and tax reporting.
• Business model flexibility: Turnkey/SaaS front ends and white-label options, with plans to provide end-to-end front-, middle-, and back-office capabilities.

Target customers and market focus

• Primary clients: Financial services firms with annual revenues up to $1 billion, including broker-dealers, hedge funds, pension plans, and family offices that may be underserved by larger correspondent clearing firms and banks.
• Positioning: A “one-stop shop” solution intended to reduce costs, increase transparency, and improve client control.

Key customers and scale

• AtlasClearing (AtlasClear’s clearing arm, formerly Wilson-Davis): ~4,826 active customer accounts as of June 30, 2026; 4,652 as of June 30, 2025.
• Representative customer contribution: Glendale Securities accounted for $1.4 million of AtlasClearing revenue in 2026 (~6.6%) and $0.84 million in 2025 (~6.5%).

Acquisitions and growth initiatives

• 2024: Acquisition of Wilson-Davis (rebranded in 2026 as AtlasClearing, Inc.).
• 2024: Technology integrations and strategic positioning to support clearing and custody services.
• 2026: Share Purchase Agreement to acquire Commercial Bancorp (owner of Farmers State Bank) with a contingent payment structure (cash and/or stock based on ABV, NOL tax benefits, premises value, and related items). Resale registration filed and approved.
• Ongoing/anticipated transactions: Ark Financial Services (holding company of Dawson James) and an institutional digital asset business are described as contemplated, with non-binding letters of intent and pending due diligence and regulatory approvals.
• Strategic integration: Expected synergies among AtlasClearing, Commercial Bancorp, Ark, and Quantum to lower cost of capital, improve net interest margins, broaden product development, and expand credit extension.

Revenue model and metrics

• Revenue sources: Transactional revenue (clearings, executions, banking fees, confirmations) and recurring revenue from custodian and platform services.
• Revenue mix (AtlasClearing):
  • 2026: Commissions ~46% of total revenue; vetting fees ~7% of total revenue; stock locate fees ~34% of revenue.
  • 2025: Commissions ~55% of total revenue; vetting fees ~13% of total revenue; stock locate fees ~3% of revenue.
• Growth proxy: The company tracks number of customer accounts on the platform as a primary indicator of future revenue.
• Related-party example: Glendale contributed ~6.6% of AtlasClearing revenue in 2026 and ~6.5% in 2025.

Operations and capacity

• Corporate structure: AtlasClearing is the clearing entity (rebranded from Wilson-Davis effective August 25, 2026); AtlasClear Holdings is the parent following the business combination.
• Offices: Principal executive offices at 4350 West Cypress Street, Suite 270, Tampa, FL 33607. Salt Lake City, UT is a key operations hub. Registered representatives and remote staff operate in CA, NY, AZ, NV, OK, and FL. A facility in Pine Bluffs, WY is anticipated following the Commercial Bancorp acquisition.
• Employees:
  • AtlasClearing: 46 full-time employees and consultants (20 full-time registered representatives, 20 full-time operating personnel, 6 executives/supervisors).
  • AtlasClear Holdings (ATCH): 3 executive and 2 support full-time employees, plus 1 consulting executive.
• Capital and liquidity:
  • As of June 30, 2026: Net capital $14.4 million; excess net capital $14.2 million.
  • As of June 30, 2025: Net capital $11.2 million; excess net capital $10.9 million.
  • Subordinated loans included in net capital: $1.93 million.
• Regulatory capital requirement: NSCC rules require excess net capital of at least $10 million to continue clearing for introducing brokers; AtlasClearing exceeded this requirement in the latest period.
• Active customer accounts: ~4,826 (2026) and ~4,652 (2025).

Regulatory and compliance context

• Registrations and memberships: Registered SEC broker-dealer, FINRA member, and DTCC/NSCC clearing member (through AtlasClearing).
• Compliance scope: AML, KYC, privacy, securities laws, and exchange/clearinghouse requirements. The company references past regulatory actions and ongoing enhancements to its AML/compliance programs.

Public market and capital structure (selected)

• Class A common stock outstanding: 151,838,744 shares as of September 22, 2026.
• Warrants: 10,062,500 public warrants and 5,553,125 private warrants outstanding; warrants are exercisable at set prices with potential cashless exercise features.
• Accounting treatment: Warrants are treated as liability derivatives; changes in fair value affect earnings.

Key assets and filings

• Rebranding: Wilson-Davis renamed AtlasClearing, Inc., effective August 25, 2026.
• Filings: Registration statements and reports filed in connection with the Commercial Bancorp purchase agreement and other transactions.

Locations and contact

• Principal executive offices: 4350 West Cypress Street, Suite 270, Tampa, FL 33607.
• Additional office: Salt Lake City, UT.
• Remote/field locations: Registered representatives and staff in CA, NY, AZ, NV, OK, and FL.

Notes

• Growth strategy: Client acquisition (organic and channel partners), selective acquisitions, international expansion, and product expansion.
• Competitive differentiation: A modern, flexible platform offering end-to-end custody, clearing, and banking capabilities with a focus on speed to market for client offerings.

Available on request: a concise one-page brief or a structured data sheet derived from this summary.