Filed Jun 4, 2026Period of report Jun 2, 20260001099910-26-000206
Transaction
Security
Shares
Price
ValueValue (shares × price)
Held after
Ownership
SaleJun 2, 2026
Common StockF1F2F3
Kaufman Daniel Louis10% owner
Kaufman Kapital LLC10% owner
4
Filed May 14, 2026Period of report May 12, 20260001099910-26-000180
Transaction
Security
Shares
Price
ValueValue (shares × price)
Held after
Ownership
SaleMay 12, 2026
Common StockF1F2F3
Kaufman Daniel Louis10% owner
Kaufman Kapital LLC10% owner
4
Filed May 7, 2026Period of report May 5, 20260001099910-26-000171
Transaction
Security
Shares
Price
ValueValue (shares × price)
Held after
Ownership
SaleMay 5, 2026
Common StockF1F2F3
P and S transaction codes only. Grants, gifts, option exercises, tax withholding, and Form 144 notices are not counted as purchases or sales. A row whose filed price fails a plausibility check, or that is not common stock, is listed but left out of the values; a trade reported by several filers is counted once.
1,189,676
$3.06
$3.64M
500,000
IndirectBy Kaufman Kapital LLC
Filing footnotes · 6
F1The shares reported on this line were sold in a single privately negotiated block transaction at a price of $3.06 per share to an institutional buyer.
F2Represents 500,000 shares of Common Stock held directly by Kaufman Kapital LLC, consisting solely of shares acquired upon exercise of the $1.50 Warrant on May 7, 2026. These shares have not yet been registered for resale.
F3Daniel L. Kaufman is the sole member and manager of Kaufman Kapital LLC and has sole voting and dispositive power over all securities held by Kaufman Kapital LLC.
F4On May 7, 2026, the Convertible Note was amended to (i) extend the maturity date from December 31, 2026 to December 31, 2027, (ii) reduce the interest rate from 12% to 8% per annum (effective from May 7, 2026; interest accrued prior to that date was calculated at 12%), and (iii) provide that the Company may not prepay more than $2,400,000 of principal prior to September 30, 2027 without the holder's consent. On May 14, 2026, a 9.99% beneficial ownership limitation was added pursuant to which the holder may not convert any portion of the Convertible Note to the extent that, after giving effect to such conversion, the holder would beneficially own in excess of 9.99% of the outstanding shares of Common Stock. The conversion price ($0.7582 per share) and all conversion mechanics remain unchanged.
F5Maturity date as amended on May 7, 2026. Prior maturity date was December 31, 2026. The Convertible Note became exercisable/convertible on October 14, 2024, the date of shareholder approval.
F6Represents the maximum number of shares of Common Stock that would be issuable upon conversion of all outstanding principal ($2,900,000) and accrued and unpaid interest (approximately $680,000) under the Convertible Note at the conversion price of $0.7582 per share, without giving effect to the 9.99% beneficial ownership limitation. Pursuant to the beneficial ownership limitation added on May 14, 2026, the holder may not convert any portion of the Convertible Note to the extent that, after giving effect to such conversion, the holder would beneficially own in excess of 9.99% of the outstanding shares of Common Stock. Accordingly, only the portion of the Convertible Note, if any, that may be converted without exceeding the 9.99% limitation is treated as beneficially owned for Section 16 purposes.
F1The sales reported on this line were effected in multiple open-market transactions at prices ranging from $3.25 to $3.45 per share, with a weighted average sale price of $3.26 per share. Full information regarding the number of shares sold at each separate price within this range will be provided upon request to the SEC staff, the Issuer, or a security holder of the Issuer.
F2Represents shares of Common Stock held directly by Kaufman Kapital LLC. Does not include shares issuable upon conversion or exercise of derivative securities, which are reported in Table II of separate Form 4 filings.
F3Daniel L. Kaufman is the sole member and manager of Kaufman Kapital LLC and has sole voting and dispositive power over all securities held by Kaufman Kapital LLC.
F1The sales reported on this line were effected in multiple open-market transactions at prices ranging from $3.25 to $3.55 per share, with a weighted average sale price of $3.2880 per share. Full information regarding the number of shares sold at each separate price within this range will be provided upon request to the SEC staff, the Issuer, or a security holder of the Issuer.
F2Represents shares of Common Stock held directly by Kaufman Kapital LLC. Does not include shares issuable upon conversion or exercise of derivative securities, which are reported in Table II of separate Form 4 filings.
F3Daniel L. Kaufman is the sole member and manager of Kaufman Kapital LLC and has sole voting and dispositive power over all securities held by Kaufman Kapital LLC.