08/13/2026 | Press release | Distributed by Public on 08/13/2026 14:31
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FORM 3
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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 |
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| 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. | |||
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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) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Common Stock Warrants (Right to Buy) | 10/30/2025 | 10/30/2028 | Common Stock | 1,300,000 | $1 | I | By Benchmark Assets, LLC(2) |
| Series A Preferred Stock, $0.0001 par value | 07/31/2026 | (3) | Common Stock | 3,000,000 | (3) | I | By Schedule 13D Group Member(4) |
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Mitchell Calvin Steven 4424 IHLES ROAD LAKE CHARLES, LA 70605 |
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| /s/ Calvin Steven Mitchell | 08/13/2026 | |
| **Signature of Reporting Person | Date |
| * | 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) | Includes 50,000 shares of common stock held of record by the reporting person's spouse. |
| (2) | The reporting person is the sole member and manager of Benchmark Assets, LLC ("Benchmark"). |
| (3) | The 3,000 shares of Series A Preferred Stock are not subject to expiration and are convertible into shares of common stock based on the stated value of $1,000 per preferred share at a conversion rate of $1.00 per share. |
| (4) | The Series A Preferred Stock is held by the Mitchell Family Trust II (the "Trust"), an irrevocable trust of which the reporting person is the grantor and which is a member of a group under Regulation 13D with the reporting person and Benchmark. The reporting person has no pecuniary interest in the shares owned by the Trust and disclaims beneficial ownership of the shares held by the Trust pursuant to Exchange Act Rule 13d-4. |