UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| (Address of principal executive offices, including zip code) |
Registrant’s telephone number, including area code:
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading |
Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 7.01 | Regulation FD Disclosure. |
On February 17, 2026, Mr. Josh Resnik, the Chief Executive Officer of FiscalNote Holdings, Inc. (the “Company”), sent an e-mail to certain of the Company’s investors relating to the Company’s business strategy and new revenue initiatives. The text of the e-mail is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K.
The information disclosed under Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit Number |
Description | |
| 99.1 | E-mail to Investors | |
| 104 | Coverage Page Interactive Data File (formatted as Inline XBRL). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| FISCALNOTE HOLDINGS, INC. | ||
| By: | /s/ Todd Aman | |
| Name: | Todd Aman | |
| Title: | Chief Legal & Administrative Officer | |
| Date: | February 17, 2026 | |
Exhibit 99.1
A Message from the CEO: FiscalNote’s Next Phase of Growth
The way people consume and act on information is changing fast. For any company that’s ready, this is opening up entirely new opportunities for how insight is created, shared, and used.
FiscalNote enters this next phase with a unique set of assets. We already work with thousands of policy professionals and organizations whose decisions shape real-world outcomes, supported by proprietary data, deep domain expertise, and a long track record of operating in high-stakes environments where accuracy and credibility matter. That foundation puts us in a strong position to expand into new markets and new modes of delivery well suited to the changing dynamics.
Our entry into prediction markets, which we announced last week, is a natural next use of our capabilities. Prediction markets are no longer a niche. Billions of dollars are already flowing through them every month, and as attention around political and policy outcomes intensifies, they are emerging as one of the most important new information markets to develop in years. With our assets and expertise, we can expand political prediction markets beyond headline events and also raise the bar for market quality, credibility, and trust. Market integrity is driven by transparency, strong governance, and responsible market design, something we’re uniquely positioned to do from day one.
At the same time, we’re also expanding how our insights are consumed beyond any single platform. We already deliver data and analysis to live customer workflows through APIs across multiple formats and integrations, and we’re extending those capabilities to support consumption by AI agents and additional experiences. As AI-driven workflows proliferate, the limiting factor is no longer generating answers; it’s ensuring that those answers are grounded in authoritative, well-governed data and expertise. That’s what will allow AI systems to be used responsibly in environments where decisions have real consequences. This positions us as the essential source of truth for organizations that rely on our proprietary mix of data and analysis to support mission-critical decisions, including those increasingly informed or executed through automated and AI-driven systems.
Through it all, PolicyNote remains an important part of our portfolio, providing a modern, AI-forward platform for customers who want a holistic experience alongside APIs, integrations, and other delivery models. We’ve made meaningful progress with the transition to the PolicyNote platform and are focused on materially improving efficiency in our operations, including by expanding our use of advancing AI capabilities, as we work to move beyond Adjusted EBITDA profitability toward consistent positive free cash flow.
We’re not standing still, and we’re not chasing trends. We’re building for what comes next.
Josh Resnik
CEO
FiscalNote will host a live discussion on Wednesday, February 18, 2026 at 11:00 am ET to discuss the opportunities in prediction markets and our approach in this area. Additional information and registration are available here: https://fiscalnote.com/events/political-prediction-markets