12/19/2025 | Press release | Distributed by Public on 12/19/2025 15:45
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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 | ||||||||
| Restricted Stock Units | (3) | (4) | (4) | Common Stock | (4) | 7,823 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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MOW RAYMOND 4309 CANDLEBERRY AVE SEAL BEACH, CA 90740 |
Chief Financial Officer | |||
| /s/ Riley Doggett, as Attorney-in-fact | 12/19/2025 | |
| **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) | The Reporting Person held contractual rights with respect to 55,000 shares of common stock held by Progression Asset Management Corporation ("PAMC"), a California corporation, and an entity wholly owned by Jonathan Bates. The shares were distributed by PAMC, to Raymond Mow Enterprises LLC, an entity wholly owned by the Reporting Person. The Reporting Person may be deemed to have indirect beneficial ownership of such 55,000 shares. The Reporting Person disclaims beneficial ownership of shares held by Raymond Mow Enterprises LLC except to the extent of his pecuniary interest therein. |
| (2) | Shares are owned by The Mow Family Trust, a trust established for the Reporting Person's family. |
| (3) | RSUs convert into common stock on a one-for-one basis. |
| (4) | RSUs vest in accordance with the terms of that certain Executive Employment Agreement by and between the Company and the Reporting Person, effective as of September 1, 2025 (the "Employment Agreement"). The vesting schedule provides for four equal installments of 25% each on November 30, 2025, February 28, 2026, May 31, 2026, and August 31, 2026. |