10/06/2026 | Press release | Distributed by Public on 10/06/2026 14:10
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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 | ||||||||
| Warrants(1) | $25 | 10/05/2026 | A | 5,000,000 | (1) | 07/24/2031 | Common Stock | 5,000,000 | (1) | 5,000,000 | I | By 8 Consulting LLC(2) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Evans Allan Thomas 5728 MAJOR BLVD STE #250 ORLANDO, FL 32312 |
X | Chief Executive Officer | ||
| /s/ Allan Evans | 10/06/2026 | |
| **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) | (1)?The warrants reported herein were granted in exchange for the Reporting Person's agreement to work for the Issuer without cash compensation after December 31, 2026, subject to shareholder approval. The grant was exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-3 promulgated thereunder, having been approved by the Compensation Committee of the Issuer's Board of Directors. The warrants shall vest in equal increments of 1,000,000 warrants, subject to the Issuer's common stock meeting the following price targets: $25, $40, $60, $80 and $100, which price targets shall be measured using an average closing price over a 20-consecutive trading day period, subject to any adjustments and the Reporting Person's continued employment with the Issuer or a subsidiary through the applicable vesting dates. |
| (2) | The Reporting Person is the sole owner and holds voting and dispositive control of 8 Consulting LLC. |