05/04/2026 | Press release | Distributed by Public on 05/04/2026 16:26
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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 | ||||
| Pre-funded Warrant | (3) | (3) | Common Stock, $0.01 par value | 1,372,652 | $0.01 | I | See footnote(1) |
| Pre-funded Warrant | (3) | (3) | Common Stock, $0.01 par value | 20,841,782 | $0.01 | I | See footnote(2) |
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Domicilium Real Estate Fund III LP 535 S. KIMBALL AVE, SUITE 140 SOUTHLAKE, TX 76092 |
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| Domicilium Real Estate Fund III LP, By: Domicilium Real Estate Fund III GP LLC, its General Partner, By: /s/ Daniel Simon, Managing Member | 05/04/2026 | |
| **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) | The securities are owned directly by Domicilium Real Estate Fund III LP (the "Fund") and may be deemed to be indirectly beneficially owned by (i) Domicilium Capital Partners LLC, ("Domicilium") the investment adviser to the Fund, (ii) Domicilium Real Estate Fund III GP LLC (the "General Partner"), the general partner of the Fund, and (ii) Daniel Simon, the managing member of Domicilium and the General Partner. |
| (2) | The securities are owned by various entities and may be deemed to be indirectly beneficially owned by (i) Domicilium, the investment adviser to such entities and (ii) Daniel Simon, the managing member of Domicilium. |
| (3) | The pre-funded warrants to purchase shares of the Issuer's common stock (the "Pre-Funded Warrants") have no expiration date and are exercisable at any time after the date of issuance. A holder of Pre-Funded Warrants may not exercise the Pre-Funded Warrant if the holder, together with its affiliates, would beneficially own more than 4.99% of the number of shares of common stock outstanding immediately after giving effect to such exercise. |
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Remarks: Domicilium Capital Partners LLC, Domicilium Real Estate Fund III GP LLC and Daniel Simon will be reported as a Reporting Person on a subsequent Form 3 once CIK codes are received. |
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