Thumzup files $500m shelf registration, plans to grow Bitcoin reserves

Thumzup Media Corporation has filed an amendment to its universal shelf registration with the SEC, increasing the potential total offering amount from $200 million to $500 million. 

The company says the expanded registration is intended to support working capital needs and further its Bitcoin (BTC) reserve strategy.

The amended Form S-3 filing would give Thumzup the ability to raise up to half a billion dollars over the next three years through the issuance of various securities, including common stock, preferred stock, warrants, debt securities, and other instruments. 

The registration is not yet effective, and no securities are being offered at this time.

Thumzup currently holds 19.106 BTC, valued at approximately $1.8 million as of May 5, 2025. The company’s board has previously authorized allocating up to 90% of its liquid assets to Bitcoin as part of its treasury strategy. 

According to CEO Robert Steele, the move reflects increasing institutional confidence in Bitcoin, as well as the rollout of spot Bitcoin ETFs in the U.S.

$1 million in Bitcoin

The company entered the crypto space last year with plans to allocate up to $1 million in Bitcoin. Thumzup believes the digital asset’s finite supply and resistance to inflation make it an attractive store of value and a strategic fit for corporate treasuries. 

The company is among a growing number of public firms incorporating Bitcoin into their reserve management.

Based in Los Angeles, Thumzup operates a platform that helps brands compensate users for promoting them on social media platforms like Venmo and PayPal. The firm says the expanded shelf registration provides added flexibility as it scales operations and continues to explore digital asset strategies.

Any future capital raise under this shelf registration will be subject to SEC approval and detailed in a prospectus supplement at the time of offering.