Empery Digital Inc. (NASDAQ: EMPD) (the "Company" or "Empery Digital") today announced that it has entered into a definitive agreement with a current institutional investor for the sale of 4,638,219 shares of common stock (or pre-funded warrants in lieu thereof) and 4,638,219 accompanying warrants to purchase shares of common stock, at a combined offering price of $5.39 per share (or pre-funded warrant) and accompanying warrant, in a registered direct offering (the "Offering"). This price represents 103% of NAV at the time of signing.

The warrants will have an exercise price of $6.27 per share, will be exercisable immediately, and will expire four years following the date of issuance. The closing of the Offering is expected to occur on or about March 24, 2026, subject to the satisfaction of customary closing conditions.