Born Inc.

05/11/2026 | Press release | Distributed by Public on 05/11/2026 14:02

Changes in Control, Management Change/Compensation (Form 8-K)

Item 5.01 Change in Control of Registrant

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

On April 24, 2026 MEDO Healthcare LLC, an Iowa limited liability company, purchased 10 million shares of the Registrant's Series A-1 Preferred Stock from Custodian Ventures LLC, the personal holding company of David Lazar, who was sole director and officer of the Registrant on and prior to April 24, 2026. MEDO Healthcare paid to Custodian Ventures for the shares $175,000 in cash. The funds used to purchase the shares were contributed to MEDO Healthcare by members of that company from their personal assets.

Security Ownership

Each share of Series A-1 Preferred Stock has the voting power of 250 common shares. Therefore, the 10 million shares of Series A-1 Preferred Stock have the voting power of 2.5 billion common shares. As there are 450 million shares of common stock outstanding, the Series A-1 Preferred Stock purchased by MEDO Healthcare LLC have 84.7% of the voting power in the Registrant.

The following table sets forth information known to us with respect to the beneficial ownership of each class of our voting stock as of the date of this Report by the following:

each shareholder known by us to own beneficially more than 5% of either class of our voting stock,
John Leo, our Chief Executive Officer and sole director, and
all directors and executive officers as a group.

There are 450 million shares of our common stock issued and outstanding and 10 million shares of our Series A-1 Preferred Stock issued and outstanding on the date of this Report. Each share of Series A Preferred Stock is convertible by its holder into 250 shares of common stock and carries voting rights equal to those carried by 250 shares of common stock. Bryn Inc. does not have any other class of stock outstanding. Except as otherwise indicated, we believe that the beneficial owners of the common stock listed below have sole voting power and investment power with respect to their shares, subject to community property laws where applicable. Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission.

Common Stock Series A Preferred
Name of Beneficial Owner Amount and Nature of Beneficial Ownership(1) Percentage of Class Amount and Nature of Beneficial Ownership(1) Percentage of Class Total Voting Power
John Leo -- -- 2,743,650 (2) 27.4 % 23.2 %
All officers and directors as a group (2 persons) -- -- 2,743,650 (2) 27.4 % 23.2 %
MEDO Healthcare LLC(3) -- -- 10,000,000 100 % 84.7 %
Jean Christophe Chopin 284,154,791 (4) 63.1 % -- -- 9.6 %
Cosmos Sicav PLC - Open Capital Fund(5) 57,182,483 12.7 % -- -- 1.9 %
David Lazar(6) 30,015,577 6.6 % -- -- 1.0 %
(1) Ownership is of record and beneficial unless otherwise noted.
(2) Shares owned beneficially by John Leo are owned of record by MEDO Healthcare LLC, an entity in which John Leo owns a 27.4% membership interest. Among those shares are 1,743,650 owned beneficially by Primary Capital LLC, a Delaware limited liability company of which John Leo holds a 100% ownership interest. The address of John Leo is c/o MEDO Healthcare LLC, 2332 Galiano St., 2d Floor #5138, Coral Gables, FL 33143
Born Inc. published this content on May 11, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on May 11, 2026 at 20:02 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]