12/23/2025 | Press release | Distributed by Public on 12/23/2025 20:30
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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 | $0.0005 | (4) | (5) | Common Stock | 11,366 | 11,366 | D | ||||||||
| Warrants | $2.2 | (6) | (7) | Common Stock | 11,366 | 11,366 | D | ||||||||
| Pre-Funded Warrants | $0.0005 | (4) | (5) | Common Stock | 67,059 | 67,059 | I | By Global Value Investment Corporation(3) | |||||||
| Warrants | $2.2 | (6) | (7) | Common Stock | 67,059 | 67,059(8) | I | By Global Value Investment Corporation(3) | |||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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GEYGAN JAMES 300 VESEY SREET 9TH FLOOR NEW YORK, NY 10282 |
X | X | ||
| James P. Geygan | 12/23/2025 | |
| **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 June 18, 2025, the Reporting Person received a grant of 39,682 restricted stock units ("RSUs") under the Issuer's 2022 Omnibus Equity Incentive Plan. The RSUs vest in three equal annual installments beginning on the first anniversary of the grant date, subject to accelerated vesting in certain circumstances. |
| (2) | As of June 23, 2025, certain separately managed accounts terminated their relationship with, and are no longer advised by, Global Value Investment Corporation. The positions held in such accounts are therefore no longer included herein. |
| (3) | These securities are held in one or more accounts managed indirectly by Global Value Investment Corporation or its subsidiary or its affiliated persons/entities (collectively, "GVIC"). The reporting person is the CEO and President of GVIC. These securities may be deemed to be beneficially owned by GVIC because it serves as the investment manager and/or investment advisor to separately managed accounts, investment partnerships, and/or individuals, and by the reporting person because he exercises significant managerial control over GVIC. The reporting person disclaims beneficial ownership in the securities except to the extent of his pecuniary interest, if any, and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| (4) | The Pre-Funded Warrants will be exercisable after stockholder approval of the offering of the Pre-Funded Warrants. |
| (5) | The Pre-Funded Warrants will terminate when exercised in full. |
| (6) | The Warrants will be exercisable after stockholder approval of the offering of the Warrants. |
| (7) | The Warrants will expire three years from the date of issuance. |
| (8) | On June 23, 2025, the Reporting Person filed a Form 4 that erroneously reported the quantity of securities beneficially owned following reported transaction(s) as 11,366, instead of 67,059. The Reporting Person is amending the Form 4 to report the correct quantity. |