Evernorth Holdings Inc. has corrected an error in its share count, revealing that it issued 1,078,613 Class A common shares to delayed-funding investors when it completed its business combination with Armada Acquisition Corp. II on October 9, 2026.
The company disclosed the correction in an October 12 SEC filing, attributing the earlier undercount to a clerical error.
The earlier filing stated that Evernorth issued 663,510 shares to delayed-funding investors. The corrected figure is 1,078,613 shares, an increase of 415,103 shares.
According to Evernorth, the shares were calculated by dividing the total amount promised by delayed-funding investors by $10 per share. These subscriptions could be paid in cash or XRP tokens.
The correction also changes several figures in the company’s earlier filing, including the number of shares issued to investors and details about who owns them. These updates provide a clearer picture of Evernorth’s ownership structure following its business combination.
Investors receive shares at closing
Separately, investors who entered advanced-funding subscription agreements received 10,669,636 Class A shares and 2,359,038 Class C shares at closing. Its sponsor, Arrington XRP Capital Fund, LP, received 1,199,503 Class A shares and 29,033,708 Class C shares.
The company also issued 661,867 Class A shares to Larsen Lam Children’s Remainder Trust, alongside 6,491,583 units in Pathfinder Digital Assets LLC.
Following the correction, Evernorth reported 23,638,882 Class A shares and 31,392,746 Class C shares issued and outstanding at closing. The filing also reported that the private placements completed at closing involved 15,288,001 Class A shares, 31,392,746 Class C shares and 22,953,128 Pathfinder units.
Major investors hold large stakes
The filing further detailed the holdings of major investors. Arrington XRP Capital Fund held 4,704,137 Class A shares and 29,033,708 Class C shares, representing 92.5% of the company’s outstanding Class C stock. The sponsor shares voting and disposition control over 4,215,479 Class A shares with RippleWorks Inc.
Ripple Labs Inc. held 1,678,382 Class A shares, while Chris Larsen held 2,340,249 shares. SBI Holdings owned 9,431,914 Class A shares and 2,359,038 Class C shares, accounting for 7.5% of the outstanding Class C stock.
Former public shareholders of Armada Acquisition Corp. II held 20.5% of Evernorth’s outstanding Class A shares at closing.
The correction follows Evernorth’s October 9 business-combination closing and its October 12 Nasdaq debut under the ticker XRPN. The company completed its merger with Armada Acquisition Corp. II on October 9 after an administrative delay.
Evernorth appoints a new investment chief
Evernorth also announced Hugo Jeandesboz as its new Chief Investment Officer. He previously served as Co-Chief Investment Officer at Coinbase Asset Management, where he led investment strategies for institutional clients. He will report to Evernorth founder and CEO Asheesh Birla, a former senior Ripple executive.
Jeandesboz will oversee how Evernorth manages its XRP holdings, including decisions about allocation, liquidity, and trading. The company aims to increase the amount of XRP held per share over time through institutional lending, liquidity services, decentralized finance yield strategies, ecosystem participation, and capital markets activities.
Evernorth has previously been reported to hold approximately 473 million XRP. Birla said Jeandesboz’s experience fits the company’s active treasury strategy and pointed to opportunities involving tokenized real-world assets and the XRP Ledger.
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