Rakishev Kenges

SEC source: 0001213900-26-062389 · ownership.xml · derivative · entry 1

Oxus Capital PTE. LTD. · CIK 0001881259 · 10% owner

Rakishev Kenges · CIK 0001548375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Shares · Not disclosed shares

Expires 2026-07-01

F1 · derivative.exercise_price: On April 27, 2026, Oxus Capital PTE. LTD. ("Oxus Capital") entered into a Conversion Agreement (the "Conversion Agreement") with Palmetto Gourmet Foods, Inc., PGF Real Estate I, Inc., PGF Real Estate II, Inc. (together, the "Company"), Borealis Foods Inc., Borealis IP Inc., and Palmetto Gourmet Foods (Canada) Inc., as guarantors, Z Ventures Inc. and Zagros Alpine Capital. Pursuant to the Conversion Agreement, if the Company does not consummate one or more equity financings resulting in gross proceeds of at least $70,000,000 at a per share price of $9.00 on or before July 1, 2026 (the "Equity Raise Deadline"), the indebtedness owed to Oxus Capital by the Company in the aggregate amount of approximately $11.1 million will automatically convert into common shares of the Issuer at a conversion price equal to the Fair Market Value (as defined in the Conversion Agreement).

F1 · shares: On April 27, 2026, Oxus Capital PTE. LTD. ("Oxus Capital") entered into a Conversion Agreement (the "Conversion Agreement") with Palmetto Gourmet Foods, Inc., PGF Real Estate I, Inc., PGF Real Estate II, Inc. (together, the "Company"), Borealis Foods Inc., Borealis IP Inc., and Palmetto Gourmet Foods (Canada) Inc., as guarantors, Z Ventures Inc. and Zagros Alpine Capital. Pursuant to the Conversion Agreement, if the Company does not consummate one or more equity financings resulting in gross proceeds of at least $70,000,000 at a per share price of $9.00 on or before July 1, 2026 (the "Equity Raise Deadline"), the indebtedness owed to Oxus Capital by the Company in the aggregate amount of approximately $11.1 million will automatically convert into common shares of the Issuer at a conversion price equal to the Fair Market Value (as defined in the Conversion Agreement).

F2 · shares: The Common Shares issuable to Oxus Capital upon automatic conversion of the Indebtedness pursuant to the Conversion Agreement are not included in the beneficial ownership figures reported herein. As of the date of this Form 4, the actual number of shares issuable upon conversion cannot be determined because the conversion price is equal to the volume weighted average closing price of the Issuer's common shares on the Nasdaq Stock Market for the twenty (20) consecutive trading days ending on and including the trading day immediately preceding the Equity Raise Deadline, as reported by Bloomberg L.P., which price has not yet been determined. The Reporting Persons will file a Form 4 as required to reflect the final number of Conversion Shares that will be issued upon conversion following the definitive calculation of the conversion price.

F3 · price: The conversion right was acquired pursuant to the Conversion Agreement in connection with the pre-existing indebtedness owed by the Company to Oxus Capital. No separate consideration was paid by Oxus Capital for the conversion right, which was granted as part of the transactions contemplated by the Conversion Agreement.

F1 · derivative.exercise_date: On April 27, 2026, Oxus Capital PTE. LTD. ("Oxus Capital") entered into a Conversion Agreement (the "Conversion Agreement") with Palmetto Gourmet Foods, Inc., PGF Real Estate I, Inc., PGF Real Estate II, Inc. (together, the "Company"), Borealis Foods Inc., Borealis IP Inc., and Palmetto Gourmet Foods (Canada) Inc., as guarantors, Z Ventures Inc. and Zagros Alpine Capital. Pursuant to the Conversion Agreement, if the Company does not consummate one or more equity financings resulting in gross proceeds of at least $70,000,000 at a per share price of $9.00 on or before July 1, 2026 (the "Equity Raise Deadline"), the indebtedness owed to Oxus Capital by the Company in the aggregate amount of approximately $11.1 million will automatically convert into common shares of the Issuer at a conversion price equal to the Fair Market Value (as defined in the Conversion Agreement).

F1 · derivative.expiration_date: On April 27, 2026, Oxus Capital PTE. LTD. ("Oxus Capital") entered into a Conversion Agreement (the "Conversion Agreement") with Palmetto Gourmet Foods, Inc., PGF Real Estate I, Inc., PGF Real Estate II, Inc. (together, the "Company"), Borealis Foods Inc., Borealis IP Inc., and Palmetto Gourmet Foods (Canada) Inc., as guarantors, Z Ventures Inc. and Zagros Alpine Capital. Pursuant to the Conversion Agreement, if the Company does not consummate one or more equity financings resulting in gross proceeds of at least $70,000,000 at a per share price of $9.00 on or before July 1, 2026 (the "Equity Raise Deadline"), the indebtedness owed to Oxus Capital by the Company in the aggregate amount of approximately $11.1 million will automatically convert into common shares of the Issuer at a conversion price equal to the Fair Market Value (as defined in the Conversion Agreement).

F1 · derivative.underlying_shares: On April 27, 2026, Oxus Capital PTE. LTD. ("Oxus Capital") entered into a Conversion Agreement (the "Conversion Agreement") with Palmetto Gourmet Foods, Inc., PGF Real Estate I, Inc., PGF Real Estate II, Inc. (together, the "Company"), Borealis Foods Inc., Borealis IP Inc., and Palmetto Gourmet Foods (Canada) Inc., as guarantors, Z Ventures Inc. and Zagros Alpine Capital. Pursuant to the Conversion Agreement, if the Company does not consummate one or more equity financings resulting in gross proceeds of at least $70,000,000 at a per share price of $9.00 on or before July 1, 2026 (the "Equity Raise Deadline"), the indebtedness owed to Oxus Capital by the Company in the aggregate amount of approximately $11.1 million will automatically convert into common shares of the Issuer at a conversion price equal to the Fair Market Value (as defined in the Conversion Agreement).

F2 · derivative.underlying_shares: The Common Shares issuable to Oxus Capital upon automatic conversion of the Indebtedness pursuant to the Conversion Agreement are not included in the beneficial ownership figures reported herein. As of the date of this Form 4, the actual number of shares issuable upon conversion cannot be determined because the conversion price is equal to the volume weighted average closing price of the Issuer's common shares on the Nasdaq Stock Market for the twenty (20) consecutive trading days ending on and including the trading day immediately preceding the Equity Raise Deadline, as reported by Bloomberg L.P., which price has not yet been determined. The Reporting Persons will file a Form 4 as required to reflect the final number of Conversion Shares that will be issued upon conversion following the definitive calculation of the conversion price.

F1 · balance_after: On April 27, 2026, Oxus Capital PTE. LTD. ("Oxus Capital") entered into a Conversion Agreement (the "Conversion Agreement") with Palmetto Gourmet Foods, Inc., PGF Real Estate I, Inc., PGF Real Estate II, Inc. (together, the "Company"), Borealis Foods Inc., Borealis IP Inc., and Palmetto Gourmet Foods (Canada) Inc., as guarantors, Z Ventures Inc. and Zagros Alpine Capital. Pursuant to the Conversion Agreement, if the Company does not consummate one or more equity financings resulting in gross proceeds of at least $70,000,000 at a per share price of $9.00 on or before July 1, 2026 (the "Equity Raise Deadline"), the indebtedness owed to Oxus Capital by the Company in the aggregate amount of approximately $11.1 million will automatically convert into common shares of the Issuer at a conversion price equal to the Fair Market Value (as defined in the Conversion Agreement).

F2 · balance_after: The Common Shares issuable to Oxus Capital upon automatic conversion of the Indebtedness pursuant to the Conversion Agreement are not included in the beneficial ownership figures reported herein. As of the date of this Form 4, the actual number of shares issuable upon conversion cannot be determined because the conversion price is equal to the volume weighted average closing price of the Issuer's common shares on the Nasdaq Stock Market for the twenty (20) consecutive trading days ending on and including the trading day immediately preceding the Equity Raise Deadline, as reported by Bloomberg L.P., which price has not yet been determined. The Reporting Persons will file a Form 4 as required to reflect the final number of Conversion Shares that will be issued upon conversion following the definitive calculation of the conversion price.

F4 · ownership.direct: This Form 4 is being filed jointly by each of (i) Oxus Capital with respect to the securities directly held by Oxus Capital; and (ii) Kenges Rakishev, who is the controlling shareholder of Oxus Capital. Mr. Rakishev may be deemed to have beneficial ownership of the securities directly held by Oxus Capital. Mr. Rakishev disclaims any beneficial ownership of the shares held by Oxus Capital, except to the extent of his pecuniary interest therein.

SEC source: 0001213900-26-062396 · ownership.xml · nonDerivative · entry 1

Oxus Capital PTE. LTD. · CIK 0001881259 · 10% owner

Rakishev Kenges · CIK 0001548375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 5,302,477

F1 · kind: Represents securities transferred to Kanat Mynzhanov for no consideration from Oxus Capital PTE. LTD ("Oxus Capital") pursuant to an incentive agreement between Oxus Capital and Kanat Mynzhanov., dated as of September 22, 2023.

F1 · price: Represents securities transferred to Kanat Mynzhanov for no consideration from Oxus Capital PTE. LTD ("Oxus Capital") pursuant to an incentive agreement between Oxus Capital and Kanat Mynzhanov., dated as of September 22, 2023.

F2 · ownership.direct: This amendment is being filed to add Kenges Rakishev, who is a controlling shareholder of Oxus Capital, as a reporting person and to reflect his indirect beneficial ownership of the securities previously reported herein. This amendment does not report any new transaction or otherwise modify the transactions previously reported, except to reflect Mr. Rakishev as an additional reporting person. Mr. Rakishev disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.

SEC source: 0001213900-26-062394 · ownership.xml · derivative · entry 6

Oxus Capital PTE. LTD. · CIK 0001881259 · 10% owner

Rakishev Kenges · CIK 0001548375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Shares · 1,912,500 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_price: Upon the Closing, all Class B ordinary shares of Oxus were automatically converted into Class A common shares of the Issuer on a one-for-one basis.

F2 · price: Upon the Closing, all Class B ordinary shares of Oxus were automatically converted into Class A common shares of the Issuer on a one-for-one basis.

F2 · derivative.exercise_date: Upon the Closing, all Class B ordinary shares of Oxus were automatically converted into Class A common shares of the Issuer on a one-for-one basis.

F2 · derivative.expiration_date: Upon the Closing, all Class B ordinary shares of Oxus were automatically converted into Class A common shares of the Issuer on a one-for-one basis.

F6 · ownership.direct: This amendment is being filed to add Kenges Rakishev, who is a controlling shareholder of Oxus, as a reporting person and to reflect his indirect beneficial ownership of the securities previously reported herein. This amendment does not report any new transaction or otherwise modify the transactions previously reported, except to reflect Mr. Rakishev as an additional reporting person. Mr. Rakishev disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.

SEC source: 0001213900-26-062394 · ownership.xml · derivative · entry 5

Oxus Capital PTE. LTD. · CIK 0001881259 · 10% owner

Rakishev Kenges · CIK 0001548375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 1,912,500

Underlying: Class A Common Shares · 750,000 shares

Expires not disclosed

F1 · derivative.exercise_price: In connection with the business combination (the "Business Combination") by and among Oxus Acquisition Corp. ("Oxus"), Borealis Foods Inc. ("Borealis") and 1000397116 Ontario Inc. on February 7, 2024 (the "Closing"), immediately prior to the Closing, Oxus Capital PTE. LTD. ("Oxus Capital") forfeited 750,000 Class B ordinary shares of Oxus for no consideration pursuant the Sponsor Support Agreement, dated February 23, 2023, by and among Oxus Capital, Oxus and Borealis.

F1 · price: In connection with the business combination (the "Business Combination") by and among Oxus Acquisition Corp. ("Oxus"), Borealis Foods Inc. ("Borealis") and 1000397116 Ontario Inc. on February 7, 2024 (the "Closing"), immediately prior to the Closing, Oxus Capital PTE. LTD. ("Oxus Capital") forfeited 750,000 Class B ordinary shares of Oxus for no consideration pursuant the Sponsor Support Agreement, dated February 23, 2023, by and among Oxus Capital, Oxus and Borealis.

F1 · derivative.exercise_date: In connection with the business combination (the "Business Combination") by and among Oxus Acquisition Corp. ("Oxus"), Borealis Foods Inc. ("Borealis") and 1000397116 Ontario Inc. on February 7, 2024 (the "Closing"), immediately prior to the Closing, Oxus Capital PTE. LTD. ("Oxus Capital") forfeited 750,000 Class B ordinary shares of Oxus for no consideration pursuant the Sponsor Support Agreement, dated February 23, 2023, by and among Oxus Capital, Oxus and Borealis.

F1 · derivative.expiration_date: In connection with the business combination (the "Business Combination") by and among Oxus Acquisition Corp. ("Oxus"), Borealis Foods Inc. ("Borealis") and 1000397116 Ontario Inc. on February 7, 2024 (the "Closing"), immediately prior to the Closing, Oxus Capital PTE. LTD. ("Oxus Capital") forfeited 750,000 Class B ordinary shares of Oxus for no consideration pursuant the Sponsor Support Agreement, dated February 23, 2023, by and among Oxus Capital, Oxus and Borealis.

F6 · ownership.direct: This amendment is being filed to add Kenges Rakishev, who is a controlling shareholder of Oxus, as a reporting person and to reflect his indirect beneficial ownership of the securities previously reported herein. This amendment does not report any new transaction or otherwise modify the transactions previously reported, except to reflect Mr. Rakishev as an additional reporting person. Mr. Rakishev disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.

SEC source: 0001213900-26-062394 · ownership.xml · nonDerivative · entry 4

Oxus Capital PTE. LTD. · CIK 0001881259 · 10% owner

Rakishev Kenges · CIK 0001548375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 5,352,477

F5 · kind: Represents securities transferred from Oxus Capital to Askar Mametov upon consummation of the Business Combination, pursuant to an incentive agreement, dated as of September 22, 2023, by and between Askar Mametov and Oxus Capital.

F5 · price: Represents securities transferred from Oxus Capital to Askar Mametov upon consummation of the Business Combination, pursuant to an incentive agreement, dated as of September 22, 2023, by and between Askar Mametov and Oxus Capital.

F6 · ownership.direct: This amendment is being filed to add Kenges Rakishev, who is a controlling shareholder of Oxus, as a reporting person and to reflect his indirect beneficial ownership of the securities previously reported herein. This amendment does not report any new transaction or otherwise modify the transactions previously reported, except to reflect Mr. Rakishev as an additional reporting person. Mr. Rakishev disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.

SEC source: 0001213900-26-062394 · ownership.xml · nonDerivative · entry 3

Oxus Capital PTE. LTD. · CIK 0001881259 · 10% owner

Rakishev Kenges · CIK 0001548375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 5,402,477

F4 · kind: Represents securities transferred from Oxus Capital to Kanat Mynzhanov upon consummation of the Business Combination, pursuant to an incentive agreement, dated as of September 22, 2023, by and between Kanat Mynzhanov and Oxus Capital. Kanat Mynzhanov owns a membership interest in Oxus Capital, which directly owns shares of the Issuer's Class A Common Shares.

F4 · price: Represents securities transferred from Oxus Capital to Kanat Mynzhanov upon consummation of the Business Combination, pursuant to an incentive agreement, dated as of September 22, 2023, by and between Kanat Mynzhanov and Oxus Capital. Kanat Mynzhanov owns a membership interest in Oxus Capital, which directly owns shares of the Issuer's Class A Common Shares.

F6 · ownership.direct: This amendment is being filed to add Kenges Rakishev, who is a controlling shareholder of Oxus, as a reporting person and to reflect his indirect beneficial ownership of the securities previously reported herein. This amendment does not report any new transaction or otherwise modify the transactions previously reported, except to reflect Mr. Rakishev as an additional reporting person. Mr. Rakishev disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.

SEC source: 0001213900-26-062394 · ownership.xml · nonDerivative · entry 2

Oxus Capital PTE. LTD. · CIK 0001881259 · 10% owner

Rakishev Kenges · CIK 0001548375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 5,602,477

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · kind: At the Closing, the convertible notes issued by Borealis to Oxus Capital pursuant to the Note Purchase Agreement between Borealis and Oxus Capital dated as of October 21, 2022 and the Note Purchase Agreement between Borealis and Oxus Capital dated as of November 14, 2022, automatically converted into 2,189,977 Class A common shares of the Issuer.

F3 · price: At the Closing, the convertible notes issued by Borealis to Oxus Capital pursuant to the Note Purchase Agreement between Borealis and Oxus Capital dated as of October 21, 2022 and the Note Purchase Agreement between Borealis and Oxus Capital dated as of November 14, 2022, automatically converted into 2,189,977 Class A common shares of the Issuer.

F6 · ownership.direct: This amendment is being filed to add Kenges Rakishev, who is a controlling shareholder of Oxus, as a reporting person and to reflect his indirect beneficial ownership of the securities previously reported herein. This amendment does not report any new transaction or otherwise modify the transactions previously reported, except to reflect Mr. Rakishev as an additional reporting person. Mr. Rakishev disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.

SEC source: 0001213900-26-062394 · ownership.xml · nonDerivative · entry 1

Oxus Capital PTE. LTD. · CIK 0001881259 · 10% owner

Rakishev Kenges · CIK 0001548375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,412,500

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · kind: Upon the Closing, all Class B ordinary shares of Oxus were automatically converted into Class A common shares of the Issuer on a one-for-one basis.

F2 · price: Upon the Closing, all Class B ordinary shares of Oxus were automatically converted into Class A common shares of the Issuer on a one-for-one basis.

F6 · ownership.direct: This amendment is being filed to add Kenges Rakishev, who is a controlling shareholder of Oxus, as a reporting person and to reflect his indirect beneficial ownership of the securities previously reported herein. This amendment does not report any new transaction or otherwise modify the transactions previously reported, except to reflect Mr. Rakishev as an additional reporting person. Mr. Rakishev disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.

SEC source: 0001213900-18-014078 · ownership.xml · nonDerivative · entry 1

Rakishev Kenges · CIK 0001548375 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 198,676

SEC source: 0001213900-18-009418 · ownership.xml · nonDerivative · entry 1

Rakishev Kenges · CIK 0001548375 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 197,975

SEC source: 0001213900-18-000558 · f4123117rakishev_netelement.xml · nonDerivative · entry 1

Rakishev Kenges · CIK 0001548375 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 196,885

F1 · balance_after: The number of Shares (as hereinafter defined) has been adjusted to reflect a 10-1 reverse stock split on October 5, 2017. "Shares" are shares of common stock of the Issuer, par value $0.0001 per share.

SEC source: 0001213900-17-008511 · f4080717rakishev_netelement.xml · nonDerivative · entry 1

Rakishev Kenges · CIK 0001548375 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,961,961

F1 · balance_after: Mr. Rakishev disclaims beneficial ownership of these Shares except to the extent of his pecuniary interest therein.

SEC source: 0001213900-17-008484 · f4080717rakishev_netelement.xml · nonDerivative · entry 1

Rakishev Kenges · CIK 0001548375 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,961,961

F1 · balance_after: Mr. Rakishev disclaims beneficial ownership of these Shares except to the extent of his pecuniary interest therein.