Figure Technology Solutions Series A Blockchain Common Stock (FGRS)

Summary

Ketju does not approve FGRS: Figure is the issuer, transfer agent, trading venue and founder of the chain, and one ordinary Figure key can move shares out of any wallet. We found no defect in the share itself. FGRS is stock issued on a chain. Figure Technology Solutions, the Nevada company whose Class A shares trade on Nasdaq as FIGR, created its Series A Blockchain Common Stock and registered it with the SEC on Form S-1 (No. 333-291591). It sold 4,375,000 shares at $32.00 on 18 February 2026. Each share has one vote and the same dividend and liquidation rights as a Class A share, and converts one for one into Class A at any time. The shares exist only on the Provenance Blockchain, which Figure founded. The market is thin: 2,380,904 shares sat on chain on 23 September. For most clients the Nasdaq share is the same claim with deeper markets.

Review triggers
• Figure uses forced transfer to move shares other than to correct an error or carry out an exchange, or burns shares without a matching exchange
• The nfgrd marker’s admin, forced-transfer grants, or required attribute change
• Figure ends conversion or exchange into Class A, or the ATS stops quoting FGRS
• A filing says the transfer agent’s off-chain file overrides the chain, or Figure names a new transfer agent
• Nevada law or Figure’s charter changes to let non-permitted holders hold the stock

Reaffirmed 2026-09-26: 0 days quiet across 1 file, no open item. The verdict holds to 2027-03-29 unless Ketju’s daily check finds a change.

Research

What the holder owns

The prospectus calls it “blockchain stock”: Series A Blockchain Common Stock, par $0.0001. Figure issued it under a certificate of designation that the board adopted under its authority to create series of blockchain common stock. “The blockchain stock and the Class A common stock are separate classes of securities, and the blockchain stock has a separate CUSIP number.” It ranks with Class A for dividends and in liquidation. It votes one per share alongside Class A and Class B, and it votes as its own class on any change to its certificate of designation. Holders cast votes from their wallets, and fractional shares vote fractionally.

Figure has never paid a cash dividend and says it does not plan to. If it does, it may pay FGRS holders in a dollar token such as USDC or YLDS. Because the stock converts into Class A at any time, any holder counts as a beneficial owner of Class A for federal securities law. No custodian or note stands between the holder and the company.

How it works

Figure built the February offering so that its total share count did not change. The underwriters, Goldman Sachs, Morgan Stanley and Cantor, bought 4,375,000 existing Class A shares from selling stockholders and sold them to Figure. Figure then minted the same number of blockchain shares to buyers. Buyers paid through the sales agents, or in YLDS through Figure Markets. Selling stockholders were paid in YLDS. Figure kept the Class A shares in a treasury account at UMB and received no cash. The 10-Q confirms the structure and a $10 million buyback of 312,500 Class A shares from the underwriters.

Figure Equity Solutions, Inc. (transfer agent file 084-06830) is “the transfer agent and registrar for the blockchain stock.” It is a Figure subsidiary. It keeps names, addresses and tax numbers off chain. The prospectus states that “wallet addresses, blockchain stock balances and records of trades and transfers are maintained on-chain on the Provenance Blockchain.” It “maintains the Master Security Holder File and Control Book, which link the off-chain PII with the corresponding on-chain records.” Ketju classes FGRS under the issuer-direct model: the chain holds the share ledger, and the transfer agent knows who owns each wallet. The prospectus does not say which record controls if the two disagree. Nevada law bars bearer shares. Figure must therefore identify every holder, and the stock “is not freely transferable to record owners that are not permitted holders.”

Size and holdings

The share count has moved a lot since the offering. There were 6,941,715 blockchain shares at 30 June, 812,672 on 7 August, and 2,380,904 on chain on 23 September, held across 186 Provenance accounts. The filings describe exchange between the two forms of stock as the way the count moves after the offering.

Eligibility

A U.S. client may hold FGRS after Figure’s identity checks. There is no accreditation test and no minimum, and Figure sold the offering to retail investors.

Withdrawals

Figure does not redeem the stock. A holder can sell it in two ways. The first is Figure ATS, which Figure Securities runs. It is a displayed limit-order book that trades FGRS only against YLDS, Figure’s interest-bearing certificate. Trades settle on Provenance at execution, and each side pays 0.03 percent; Figure pays the network fees for ATS trades. The seller then holds YLDS, which Figure Certificate Company redeems for dollars. Holders can also move shares peer to peer between cleared wallets, but the shares cannot leave Provenance.

The second way is conversion or exchange into Class A. The holder files a request through Figure’s OPEN interface, and the blockchain shares go into a pending state. Figure’s operations team reviews requests daily. UMB moves Class A shares from Figure’s treasury account to the holder’s broker through DTC, and Figure then burns the blockchain shares. The prospectus says this takes one to two or more business days. It says Figure does not assure price parity between FGRS on the ATS and FIGR on Nasdaq. Class A holders can exchange in the other direction.

Who controls it

FGRS is the Provenance marker nfgrd, with nine decimals, described on chain as “FGRS Blockchain Equity.” On 23 September 2026, Provenance’s REST endpoints showed a restricted marker. Every receiving account must carry the attribute figure.kyc.passport.pb, a name that a single Figure key owns. If Figure removes that attribute, the wallet can no longer receive shares. The marker allows forced transfer, so an account with that permission can move shares out of any wallet without the holder’s signature. It allows governance control, so Provenance’s validators can also act on the marker by vote.

A group-policy account, group 722, holds full admin rights, with a 51 percent threshold and a 48-hour voting window. The same group administers the YLDS marker. One ordinary key, pb1qt67…696p, holds mint, burn, withdraw, deposit, transfer and forced-transfer rights. Two more single keys hold transfer rights, and one of them also holds deposit rights. The prospectus itself names no freeze or clawback power over the stock. Ketju’s daily check cannot yet read Provenance markers. We took these facts from the chain’s endpoints, and Ketju does not yet check them daily.

Comparison

For Securitize’s SECZ and CURRENC’s tokens, a secondary transfer agent moves the listed shares on chain, and Continental keeps the official register. Exodus’s filings say its tokens give no ownership interest. Robinhood’s tokens are notes, and xStocks are claims on a custodian. Of the tokenized stocks Ketju has reviewed, only FGRS is a separate registered class that the issuer created to exist only on chain, with its own vote. The cost is concentration. Figure is the issuer, the transfer agent, the trading venue, the settlement asset, the wallet software and the chain’s founder. A Figure failure would reach every part of the holder’s position at once. A Class A share sits with DTC, a broker and an outside transfer agent. FGRS suits a client who wants to hold or settle the stock on chain.

Sources

Each claim above comes from one of these sources. Where Ketju could not verify a number, the memo states that.

• SEC EDGAR: Figure Technology Solutions, Inc. prospectus, Form 424(b)(4), 18 February 2026 · primary · accessed 2026-09-23
  Supports: Series A Blockchain Common Stock, separate class and CUSIP, one vote a share, parity with Class A, convertible one for one, synthetic secondary structure, paid in YLDS, held only on Provenance, permitted holders, Nevada bars bearer shares, Figure ATS against YLDS, 0.03% fee, not redeemable, OPEN exchange through UMB, Figure Equity Solutions master securityholder file, no cash dividends, retail sales
• SEC EDGAR: Figure Technology Solutions, Inc. Form 10-Q for the quarter ended June 30, 2026 · primary · accessed 2026-09-23
  Supports: 4,375,000 shares sold, no cash proceeds, $10 million buyback of 312,500 Class A shares, 6,941,715 blockchain shares at June 30, 812,672 blockchain shares at August 7
• SEC EDGAR: Figure Equity Solutions, Inc. Form TA-1/A (September 3, 2025) · primary · accessed 2026-09-23
  Supports: transfer agent file 084-06830
• Provenance REST: nfgrd marker detail · primary · accessed 2026-09-23
  Supports: restricted marker, required attribute, forced transfer allowed, governance control allowed, access grants
• Provenance REST: group policy for the nfgrd marker admin · primary · accessed 2026-09-23
  Supports: group 722, 51% threshold, 48-hour window
• Provenance REST: nfgrd holders · primary · accessed 2026-09-23
  Supports: 186 holding accounts
• Provenance REST: nfgrd supply · primary · accessed 2026-09-23
  Supports: 2,380,904 shares on chain

The asset and the chain

This memo covers the protocol. A position also holds an asset and settles on a chain. Whichever of the three holds the most power over the position decides who can freeze it. These tables describe control and do not judge quality.