Kardigan Inc.

06/17/2026 | Press release | Distributed by Public on 06/17/2026 19:09

Initial Statement of Beneficial Ownership (Form 3)

FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF 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
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden hours per response... 0.5
(Print or Type Responses)
1. Name and Address of Reporting Person *
HRTG GPE, LLC
2. Date of Event Requiring Statement (Month/Day/Year)
06/17/2026
3. Issuer Name and Ticker or Trading Symbol
Kardigan, Inc. [KARD]
(Last) (First) (Middle)
5237 HHR RANCH RD, SUITE 2,
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)
WILSON, WY 83014
6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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.
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Redeemable Convertible Preferred Stock (1) (1) Common Stock 2,050,166 (1) I HRTG CIF 2024, L.P.(2)
Series A Redeemable Convertible Preferred Stock (1) (1) Common Stock 6,150,502 (1) I HRTG PV, L.P.(2)
Series B Redeemable Convertible Preferred Stock (1) (1) Common Stock 3,242,993 (1) I HRTG PV, L.P.(2)
Series B-1 Redeemable Convertible Preferred Stock (1) (1) Common Stock 2,348,373 (1) I HRTG PV, L.P.(2)
Warrant (right to buy) (3) 09/04/2035 Common Stock 876,040 $13.42 I HRTG PV, L.P.(2)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HRTG GPE, LLC
5237 HHR RANCH RD, SUITE 2
WILSON, WY 83014
X
HRTG PV, L.P.
C/O HRTG GPE, LLC
5237 HHR RANCH RD, SUITE 2
WILSON, WY 83014
X
Kelly Kevin Anthony
C/O HRTG GPE, LLC
5237 HHR RANCH RD, SUITE 2
WILSON, WY 83014
X
Johnson Keith Bryon
C/O HRTG GPE, LLC
5237 HHR RANCH RD, SUITE 2
WILSON, WY 83014
X

Signatures

HRTG GPE, LLC, By: /s/ Kevin Anthony Kelly, Managing Member of HRTG GPE, LLC 06/17/2026
**Signature of Reporting Person Date
HRTG PV, L.P., By: HRTG GPE, LLC, its General Partner, By: /s/ Kevin Anthony Kelly, Managing Member of HRTG GPE, LLC 06/17/2026
**Signature of Reporting Person Date
By: /s/ Kevin Anthony Kelly 06/17/2026
**Signature of Reporting Person Date
By: /s/ Keith Bryon Johnson 06/17/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Each share of Series A Redeemable Convertible Preferred Stock, Series B Redeemable Convertible Preferred Stock and Series B-1 Redeemable Convertible Preferred Stock was convertible into shares of the Issuer's Common Stock on a 1.5928-to-1 basis with no expiration date. All shares of Series A Redeemable Convertible Preferred Stock, Series B Redeemable Convertible Preferred Stock and Series B-1 Redeemable Convertible Preferred Stock automatically converted on a 1.5928-to-1 basis into shares of Common Stock without the payment of additional consideration at the time the Issuer's registration statement on Form S-1 was declared effective by the Securities and Exchange Commission.
(2) HRTG GPE, LLC ("HRTG") is the general partner of each of HRTG PV, L.P. and HRTG CIF 2024, L.P. Keith Johnson and Kevin Kelly each serve as a Managing Member of HRTG.
(3) Warrant shall be exercisable, in whole or in part, upon the first date the Company achieves a valuation of $5,000,000,000.

Remarks:
HRTG CIF 2024, L.P. is intended and deemed to be included as a Reporting Person on this Form 3, but EDGAR filing codes for HRTG CIF 2024, L.P. were not available at the time of this filing. When such EDGAR filing codes are received from the Securities and Exchange Commission, this Form 3 will be amended to reflect HRTG CIF 2024, L.P. as a Reporting Person.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Kardigan Inc. published this content on June 17, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on June 18, 2026 at 01:09 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]