11/18/2025 | Press release | Distributed by Public on 11/18/2025 14:28
|
FORM 4
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
|
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option | $1.42 | (7) | 10/26/2026 | Common Stock | 1,477 | 1,477 | I | Held by Spouse | |||||||
| Stock Option | $1.93 | (7) | 09/25/2028 | Common Stock | 640 | 640 | I | Held by Spouse | |||||||
| Stock Option | $2.2 | (7) | 09/11/2029 | Common Stock | 1,475 | 1,477 | I | Held by Spouse | |||||||
| Stock Option | $3.19 | (7) | 10/30/2030 | Common stock | 1,330 | 1,329 | I | Held by Spouse | |||||||
| Restricted Stock Unit | (4) | (5) | (6) | Common Stock | 8,334 | 8,334 | D | ||||||||
| Restricted Stock Unit | (4) | (8) | (6) | Common Stock | 834 | 834 | I | Held by Spouse | |||||||
| Restricted Stock Unit | (4) | (9) | (6) | Common Stock | 23,585 | 23,585 | D | ||||||||
| Warrant | $2.5 | 09/28/2024 | 09/28/2029 | Common Stock | 33,822 | 33,822 | D | ||||||||
| Stock Option | $3.05 | 11/17/2025 | A | 50,000 | (10) | 11/17/2035 | Common Stock | 50,000 | $ 0 | 50,000 | D | ||||
| Stock Option | $3.05 | 11/17/2025 | A | 330 | (11) | 11/17/2035 | Common Stock | 330 | $ 0 | 330 | I | Held by Spouse | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
|
Pratt Ryan Michael 5686 GREEN DALE COURT SUMMERFIELD, NC 27358 |
X | Chief Executive Officer | ||
| /s/ Iain MacSween, Attorney-in-Fact | 11/18/2025 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Shares held of record by the 2021 Irrevocable Trust for Patrick Joseph Pratt u/a dated June 7, 2021, for the benefit of Reporting Person's child. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities on this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the reported securities for purposes of Section 16 of the Exchange Act or for any other purpose. |
| (2) | Shares held of record by the 2021 Irrevocable Trust for Rachel Katherin Pratt u/a dated June 7, 2021, for the benefit of Reporting Person's child. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities on this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the reported securities for purposes of Section 16 of the Exchange Act or for any other purpose. |
| (3) | Shares held of record by the 2021 Irrevocable Trust for Nikolas Ryan Pratt u/a dated June 7, 2021, for the benefit of Reporting Person's child. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities on this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the reported securities for purposes of Section 16 of the Exchange Act or for any other purpose. |
| (4) | Each restricted stock unit represents a contingent right to receive one share of common stock upon vesting of the unit. |
| (5) | The restricted stock units vest on 1/1/2026, subject to the Reporting Person's continued service through the applicable vesting date. |
| (6) | No expiration date. |
| (7) | The options are fully vested and exercisable. |
| (8) | The restricted stock units vest on 8/21/2026, subject to the Reporting Person's continued service through the applicable vesting date. |
| (9) | The restricted stock units vest as follows: (i) 11,792 units on 1/1/2026; and (ii) 11,793 units on 1/1/2027, in each case subject to the Reporting Person's continued service through the applicable vesting date. |
| (10) | The options vest as follows: (i) 12,500 options on 5/21/2026; (ii) 1,041 options on 6/21/26, and monthly thereafter through 4/21/2029; and (iii) 1,065 options on 5/21/2029, in each case subject to the Reporting Person's continued service through the applicable vesting date. |
| (11) | The options vest as follows: (i) 82 options on 5/21/2026; (ii) 6 options on 6/21/26, and monthly thereafter through 4/21/29; and (iii) 38 options on 5/21/2029, in each case subject to the Reporting Person's continued service through the applicable vesting date. |