12/12/2025 | Press release | Distributed by Public on 12/12/2025 10:55
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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 | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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NG CLIVE 3019 WILSHIRE BOULEVARD, SUITE 216 SANTA MONICA, CA 90402 |
X | X | ||
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Digital Knight Finance S.a r.l. 14, RUE MATHIAS HARDT LUXEMBOURG, N4 L-1717 |
X | |||
| /s/ Digital Knight Finance S.a.r.l., By: Miguel Munoz, Director | 12/12/2025 | |
| **Signature of Reporting Person | Date | |
| /s/ Clive Ng | 12/12/2025 | |
| **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) | On August 13, 2024, Clive Ng filed a Form 4 reporting that he ceased to have any direct or indirect interests in DKF. However, effective as of November 7, 2025, Clive Ng subsequently re-acquired his direct or indirect interests in DKF and is again the beneficial owner of the shares held by DKF. The shares were returned to the reporting person for no cash consideration pursuant to a settlement agreement providing for the satisfaction of obligations through in-kind transfers. The transaction reflects a return of previously pledged shares and does not represent a purchase or sale at a determinable price. |
| (2) | The 148,688,707 shares of common stock are held directly by Direct Knight Finance S.a.r.l ("DKF"). Clive Ng is a director and 10% stockholder as a result of his indirect ownership in DKF. Mr. Ng is the 100% owner of C Digital Libraries Inc., a Delaware corporation, which in turn, is the beneficial owner of DKF. |