01/29/2026 | Press release | Distributed by Public on 01/29/2026 19:38
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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 | ||||||||
| 12% Convertible Note | $0.7582 | 01/28/2026 | M(1) | 659,457 | 10/14/2024 | 12/31/2026 | Common Stock | 659,457 | (1) | 0 (1) | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Kaufman Daniel Louis 2158 CALLE PARK BLVD SAN JUAN, PR 00913 |
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Kaufman Kapital LLC 2158 CALLE PARK BLVD, SAN JUAN, PR 00913 |
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| /s/ Daniel L. Kaufman | 01/29/2026 | |
| **Signature of Reporting Person | Date | |
| Kaufman Kapital LLC, By: /s/ Daniel L Kaufman | 01/29/2026 | |
| **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) | This form 4 is being filed to report the conversion of $500,000 of principal outstanding under that certain 12% Senior Secured Convertible Promissory Note (the "Note") issued to Kaufman Kapital, LLC on July 24, 2024, the issuance of which was reported in a Form 3 filed by the reporting persons on August 8, 2024. After giving effect to the conversion, $2,900,000 plus accrued interest remains outstanding under the Note. |