06/12/2026 | Press release | Distributed by Public on 06/12/2026 14:26
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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 | ||||||||
| Stock Options | $1.67 | 06/10/2026 | A(1) | 625,000 | 06/10/2026(1) | 06/10/2036 | Common Stock | 625,000 | $ 0 | 625,000 | D | ||||
| Stock Options | $1.67 | 06/10/2026 | A(2) | 625,000 | 06/10/2026(2) | 06/10/2036 | Common Stock | 625,000 | $ 0 | 625,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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BOTHWELL IAN T 3321 COLLEGE AVENUE SUITE 246 DAVIE, FL 33314 |
X | X | CEO & CFO | |
| /s/ Ian T. Bothwell | 06/12/2026 | |
| **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) | Represents the grant of stock options to purchase shares of the Issuer's common stock under its 2021 Equity Incentive Plan (the "2021 Plan"). The options vested in full as of the grant date, are exercisable on a "cashless basis" for a period of ten (10) years from the award date, and are subject to the other terms and conditions of the 2021 Plan. |
| (2) | Represents the grant of stock options to purchase shares of the Issuer's common stock under the 2021 Plan. The options vest upon the achievement of certain performance milestones, are exercisable on a "cashless basis" during the period commencing on the date they vest and ending ten (10) years from the award date, and are subject to the other terms and conditions of the 2021 Plan. The options are antidilutive for any future transaction that provides for the issuance of 10% or more of the Company's common stock outstanding on a fully diluted basis. |