Xrp Treasury Evernorth Files Updated SEC Documents Ahead Of Xrpn Listing

@Ripple-backed $XRP treasury firm Evernorth has filed an updated Form S-4 registration statement with the U.S. Securities and Exchange Commission, moving another step closer to a public debut on Nasdaq under the ticker $XRPN.

The firm filed an amendment to its Form S-4 with the SEC on April 7, 2026, supporting its planned business combination with Armada Acquisition Corp. II and targeting a Nasdaq listing under the ticker XRPN.Rather than pursuing a traditional IPO, Evernorth is going public through a business combination with Armada Acquisition Corp. II, which is already listed on Nasdaq — a route that allows the company to enter public markets faster while executing its XRP-focused treasury strategy.

A Billion-Dollar XRP Treasury in the Making

The company has already begun accumulating $XRP, purchasing 473.27 million tokens across two tranches between October 20 and November 4, 2025, at an average cost of $2.54 per token.Evernorth has stated it expects the merger to generate $1 billion in gross proceeds, with the majority of those funds earmarked for building an XRP treasury and a smaller allocation set aside for operating and deal expenses.

At closing, Evernorth will be a publicly traded digital asset treasury providing investors with exposure to $XRP through a regulated, liquid, and transparent structure. Unlike ETFs, Evernorth intends to actively grow its XRP per share through a mix of institutional and DeFi yield strategies, ecosystem participation, and capital markets activities.

The company's institutional and strategic investors include Arrington Capital, Ripple, SBI Holdings, Pantera Capital, and Kraken.Ripple has committed 126,791,458 XRP tokens in exchange for equity units, while additional private placements include $214.05 million in advance funding and 600,000 XRP.

SEC Review and Regulatory Backdrop

The registration statement, which includes a preliminary proxy statement and prospectus, remains under SEC review and has not yet been declared effective. Completion of the transaction is subject to approval by Armada II shareholders and other standard closing requirements.The SEC will review the document and may issue comments requiring amendments before approval — a process that typically takes 45 to 120 days, depending on regulatory complexity.

Evernorth's latest filing comes just days after the SEC issued new guidance in which XRP was included in a group of assets treated as digital commodities, with the agency indicating that securities regulations typically extend only to tokenized securities.

A Nasdaq listing under $XRPN could mark a significant milestone by offering public market investors a new way to gain structured exposure to $XRP through equity rather than direct token ownership.

Sources:
Evernorth Official Press Release – PR Newswire
Evernorth Files S-4 Amendment – The Crypto Basic
Evernorth Files S-4 for XRPN Listing – Coin Edition