Gemini, the cryptocurrency exchange founded by Cameron and Tyler Winklevoss, has filed for an initial public offering with the U.S. Securities and Exchange Commission. The company submitted a Form S-1 on Tuesday, announcing plans to offer 16.67 million shares of Class A common stock.
Shares are expected to be priced between $17 and $19. At the high end of the range, the offering could raise up to $317 million. Gemini plans to list its shares on the Nasdaq Global Select Market under the ticker symbol GEMI.
According to the filing, the offering may value the company at around $2.22 billion, based on estimates reported by Reuters. This move follows a confidential draft registration submitted by the company in June.
Leading Financial Institutions Back the Deal
Several major banks are involved in managing the offering. Goldman Sachs, Citigroup, Morgan Stanley, and Cantor are serving as lead bookrunners. Additional bookrunners include Evercore ISI, Mizuho, Truist Securities, Cohen & Company Capital Markets, Keefe, Bruyette & Woods (a Stifel company), Needham & Company, and Rosenblatt.
Co-managers named in the filing include Academy Securities, AmeriVet Securities, and Roberts & Ryan. Gemini and certain selling stockholders have granted underwriters a 30-day option to buy up to an extra 2.4 million shares, along with 103,652 shares of Class A common stock.
The company stated that it will not receive proceeds from shares sold by selling stockholders if the option is exercised.
IPO Filed Under Emerging Growth Company Status
Gemini is filing the IPO as an “emerging growth company” under U.S. securities law. This status allows companies to follow a simplified disclosure process. As part of this, Gemini is presenting two years of audited financials, rather than the usual three, and is not required to provide full executive compensation details.
The company wrote in the filing:
“We qualify as an ‘emerging growth company’ as defined in Section 2(a)(19) of the Securities Act of 1933.”
It also noted the use of reduced reporting requirements and other exemptions available to companies under this category.
Part of a Broader Market Trend
Gemini’s public filing comes at a time when more crypto firms are preparing for U.S. public markets. The company’s confidential registration in June preceded Circle’s public debut on the New York Stock Exchange on June 5.
Gemini filed its intent to list on Nasdaq on August 16. No IPO date has been set yet, and the offering remains subject to regulatory review.
The firm continues to position itself alongside other digital asset platforms pursuing public funding routes in a growing but closely watched sector.
