CDT Equity Inc.

03/30/2026 | Press release | Distributed by Public on 03/30/2026 19:23

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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
OMB APPROVAL
OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Taylor Mark Andrew
2. Issuer Name and Ticker or Trading Symbol
CDT Equity Inc. [CDT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
418 SPEARGRASS FLAT ROAD
3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026
(Street)
QUEENSTOWN 00000
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/19/2026(1) J 46,902(1)(2) D $ 0 (1) 279,656(2) I By Prospect Finance Limited(2)
Common Stock 03/17/2026(3) J 51,420,358(2)(3) A $ 0 (3) 51,700,014(2) I By Prospect Capital Securities Limited and Prospect Finance Limited(2)
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)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Pre-Funded Warrants $ 0 (1) 02/19/2026(1) J 9,968,931(1) 03/17/2026(3) (3) Common Stock 9,968,931 $ 0 (1) 14,609,501 I By Prospect Finance Limited(2)
Pre-Funded Warrants $ 0 (3) 03/17/2026(3) J 51,161,318(1)(3) 03/17/2026(1) (3) Common Stock 51,161,318 $ 0 (3) 0 I By Prospect Capital Securities Limited and Prospect Finance Limited(2)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Taylor Mark Andrew
418 SPEARGRASS FLAT ROAD
QUEENSTOWN 00000
X
Prospect Capital Securities Ltd
LEVEL 4 16 VIADUCT HARBOUR AVENUE
AUCKLAND 00000
X
Prospect Finance Ltd
LEVEL 4 16 VIADUCT HARBOUR AVENUE
AUCKLAND 00000
X

Signatures

/s/ Mark Taylor 03/30/2026
**Signature of Reporting Person Date
Prospect Capital Securities Ltd, by /s/ Mark Taylor 03/30/2026
**Signature of Reporting Person Date
Prospect Finance Ltd, by /s/ Mark Taylor, Director 03/30/2026
**Signature of Reporting Person Date

Explanation of Responses:

* 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 February 19, 2026, Prospect Finance Limited, a New Zealand company ("Prospect Finance"), transferred (i) 46,902 shares of common stock, par value $0.0001 per share (the "Common Stock"), of CDT Equity Inc. (the "Issuer"), and (ii) pre-funded warrants (the "Pre-Funded Warrants") to purchase 9,968,931 shares of Common Stock, to a third party, each for no consideration.
(2) Mark Taylor is the sole director and sole shareholder of each of Prospect Capital Securities Limited, a New Zealand company ("Prospect Capital"), and Prospect Finance. By virtue of these relationships, Mr. Taylor may be deemed to beneficially own the securities held of record by each of Prospect Capital and Prospect Finance. Mr. Taylor disclaims any such beneficial ownership except to the extent of his pecuniary interest therein.
(3) On March 17, 2026, following the certification of the results of the Issuer's special meeting of stockholders wherein the stockholders approved the issuance of Common Stock upon the exercise of the Pre-Funded Warrants, the Pre-Funded Warrants became exercisable and Prospect Capital and Prospect Finance each exercised all of their Pre-Funded Warrants pursuant to the "cashless" exercise provision thereof and received 36,544,028 and 14,876,330 shares of Common Stock, respectively. The Pre-Funded Warrants have no expiration date and are exercisable until exercised in full.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
CDT Equity Inc. published this content on March 30, 2026, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT) on March 31, 2026 at 01:24 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]