06/05/2026 | Press release | Distributed by Public on 06/05/2026 17:35
|
FORM 3
|
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 |
|
|
||||||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||
| 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. | |||
|
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) |
||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
|
Gibson Samuel C/O HADRON ENERGY, INC. 3 TWIN DOLPHIN DRIVE, STE 260 REDWOOD CITY, CA 94065 |
X | X | Chief Executive Officer | |
|
Gibson Family Holdings LLC C/O HADRON ENERGY, INC. 3 TWIN DOLPHIN DRIVE, STE 260 REDWOOD CITY, CA 94065 |
X | |||
| /s/ Samuel Gibson, individually | 06/05/2026 | |
| **Signature of Reporting Person | Date | |
| /s/ Samuel Gibson, Manager of Gibson Family Holdings LLC | 06/05/2026 | |
| **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) | Received by the reporting person in exchange for 458,949.43 shares of Hadron Energy, Inc. ("Hadron") held by reporting person in connection with the merger of Hadron into a subsidiary of GigCapital7 Corp. (the "Company") (the "Merger") pursuant to the exchange ratio set forth in the business combination agreement between Hadron and the Company. The acquisition of these shares is an exempt transaction under Rule 16b-3, promulgated by the U.S. Securities and Exchange pursuant to the Securities and Exchange Act of 1934, as amended. |
| (2) | Received by the reporting person in exchange for 405,000 shares of Hadron held by reporting person in connection with the Merger pursuant to the exchange ratio set forth in the business combination agreement between Hadron and the Company. The acquisition of these shares is an exempt transaction under Rule 16b-3, promulgated by the U.S. Securities and Exchange pursuant to the Securities and Exchange Act of 1934, as amended. These shares are beneficially owned by reporting person, who has the voting and dispositive power over such shares. The shares held by Gibson Family Holdings LLC are beneficially owned by Mr. Gibson, the Company's Chief Executive Officer. Mr. Gibson is also the Manager of Gibson Family Holdings LLC, who has sole voting and dispositive power of the shares held by Gibson Family Holdings LLC. |
| (3) | Received by the reporting person in exchange for 8,550 shares of Hadron held by reporting person in connection with the Merger pursuant to the exchange ratio set forth in the business combination agreement between Hadron and the Company. The acquisition of these shares is an exempt transaction under Rule 16b-3, promulgated by the U.S. Securities and Exchange pursuant to the Securities and Exchange Act of 1934, as amended. These shares are beneficially owned by reporting person, who has the voting and dispositive power over such shares. The shares held by the SG 2026 Irrevocable Exempt Trust are beneficially owned by Mr. Gibson, the Company's Chief Executive Officer. Mr. Gibson has a pecuniary interest in the SG 2026 Irrevocable Exempt Trust, who has sole voting and dispositive power of the shares held by the SG 2026 Irrevocable Exempt Trust. |