06/17/2026 | Press release | Distributed by Public on 06/17/2026 18:25
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FORM 4
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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 |
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| 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) | ||
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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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Pre-Funded Warrants (Right to Buy) | $0.0024 | 06/15/2026 | X | 11,332,020 | 01/01/2026 | (1) | Common Stock | 11,332,020 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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R01 Fund LP 1111 LINCOLN ROAD, SUITE 500 MIAMI BEACH, FL 33139 |
X | |||
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Kazley Michael John 1111 LINCOLN ROAD, SUITE 500 MIAMI BEACH, FL 33139 |
X | X | Chief Executive Officer | |
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R01 Capital LLC 1111 LINCOLN ROAD, SUITE 500 MIAMI BEACH, FL 33139 |
X | |||
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R01 Capital Manager LLC 1111 LINCOLN ROAD, SUITE 500 MIAMI BEACH, FL 33139 |
X | |||
| /s/ Michael Kazley - R01 Fund LP - Principal | 06/17/2026 | |
| **Signature of Reporting Person | Date | |
| /s/ Michael Kazley | 06/17/2026 | |
| **Signature of Reporting Person | Date | |
| /s/ Michael Kazley - R01 Capital LLC - Managing Member | 06/17/2026 | |
| **Signature of Reporting Person | Date | |
| /s/ Michael Kazley - R01 Capital Manager LLC - Managing Member | 06/17/2026 | |
| **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) | On June 16, 2026, the Reporting Persons exercised a pre-funded warrant to purchase 11,332,020 shares of common stock for $0.002385 per share. The Reporting Persons paid the exercise price on a cashless basis, resulting in the withholding of 24,720 of the warrant shares to pay the exercise price and issuing to the Reporting Persons the remaining 11,307,300 shares. |
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Remarks: Exhibit 99.1 - Joint Filing Agreement (incorporated by reference to Exhibit 99.1 for Form 4 filed with the Securities and Exchange Commission on October 20, 2025). |
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