Multicoin Capital Master Fund, LP

SEC source: 0001104659-25-091243 · tm2526460-2_4aseq1.xml · derivative · entry 3

Multicoin Capital Management, LLC · CIK 0002017172 · 10% owner · Director by deputization

Multicoin Capital Master Fund, LP · CIK 0002086559 · 10% owner · Director by deputization

Samani Pyahm · CIK 0001868197 · Director · 10% owner

Jain Tushar · CIK 0001868193 · 10% owner · Director by deputization

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 4,458,796

Underlying: Common Stock · 4,458,796 shares

Expires not disclosed

F7 · kind: In connection with the PIPE, MCMF LP entered into a Lead Investor Agreement (the "Lead Investor Agreement") with the Issuer and another investor in the PIPE, pursuant to which the Issuer agreed to issue MCMF LP an aggregate number of warrants to purchase 4,458,796 of shares of the Common Stock (the "Lead Investor Warrants") equal to 5% of the securities issued in the PIPE. Also, in connection with the PIPE, the Issuer and the PIPE Investors entered into a Registration Rights Agreement, dated September 6, 2025 (the "Registration Rights Agreement").

F8 · kind: (Cont'd from 7) The Lead Investor Warrants carry an exercise price of one penny ($0.01) per share and shall be exercisable as follows: (1) one-third (1/3) of the Lead Investor Warrants shall be exercisable on and after the first date on which the closing trading price of the Issuer's Common Stock on its principal stock exchange is equal to or greater than 150% of the cash Per Share Purchase Price (as defined in the Securities Purchase Agreement) for 20 out of 30 trading days following the effectiveness of the resale registration statement filed pursuant to the Registration Rights Agreement (the "Resale Registration Statement"); (2) one-third (1/3) of the Lead Investor Warrants shall be exercisable on and after the first date on which the closing trading price of the Issuer's Common Stock on its principal stock exchange is equal to or greater than 200% of the cash Per Share Purchase Price for 20 out of 30 trading days following the effectiveness of the Resale Registration Statement;

F9 · kind: (Cont'd from 8) and (3) one-third (1/3) of the Lead Investor Warrants shall be exercisable on and after the first date on which the closing trading price of the Issuer's Common Stock on its principal stock exchange is equal to or greater than 250% of the cash Per Share Purchase Price for 20 out of 30 trading days following the effectiveness of the Resale Registration Statement. The Lead Investor Warrants include an exercise limitation that prohibits the holder from exercising the Lead Investor Warrants in an amount in excess of the specified ownership threshold of 9.99% of the issued and outstanding shares of Common Stock (the "Blocker").

F7 · shares: In connection with the PIPE, MCMF LP entered into a Lead Investor Agreement (the "Lead Investor Agreement") with the Issuer and another investor in the PIPE, pursuant to which the Issuer agreed to issue MCMF LP an aggregate number of warrants to purchase 4,458,796 of shares of the Common Stock (the "Lead Investor Warrants") equal to 5% of the securities issued in the PIPE. Also, in connection with the PIPE, the Issuer and the PIPE Investors entered into a Registration Rights Agreement, dated September 6, 2025 (the "Registration Rights Agreement").

F8 · shares: (Cont'd from 7) The Lead Investor Warrants carry an exercise price of one penny ($0.01) per share and shall be exercisable as follows: (1) one-third (1/3) of the Lead Investor Warrants shall be exercisable on and after the first date on which the closing trading price of the Issuer's Common Stock on its principal stock exchange is equal to or greater than 150% of the cash Per Share Purchase Price (as defined in the Securities Purchase Agreement) for 20 out of 30 trading days following the effectiveness of the resale registration statement filed pursuant to the Registration Rights Agreement (the "Resale Registration Statement"); (2) one-third (1/3) of the Lead Investor Warrants shall be exercisable on and after the first date on which the closing trading price of the Issuer's Common Stock on its principal stock exchange is equal to or greater than 200% of the cash Per Share Purchase Price for 20 out of 30 trading days following the effectiveness of the Resale Registration Statement;

F9 · shares: (Cont'd from 8) and (3) one-third (1/3) of the Lead Investor Warrants shall be exercisable on and after the first date on which the closing trading price of the Issuer's Common Stock on its principal stock exchange is equal to or greater than 250% of the cash Per Share Purchase Price for 20 out of 30 trading days following the effectiveness of the Resale Registration Statement. The Lead Investor Warrants include an exercise limitation that prohibits the holder from exercising the Lead Investor Warrants in an amount in excess of the specified ownership threshold of 9.99% of the issued and outstanding shares of Common Stock (the "Blocker").

F7 · derivative.exercise_date: In connection with the PIPE, MCMF LP entered into a Lead Investor Agreement (the "Lead Investor Agreement") with the Issuer and another investor in the PIPE, pursuant to which the Issuer agreed to issue MCMF LP an aggregate number of warrants to purchase 4,458,796 of shares of the Common Stock (the "Lead Investor Warrants") equal to 5% of the securities issued in the PIPE. Also, in connection with the PIPE, the Issuer and the PIPE Investors entered into a Registration Rights Agreement, dated September 6, 2025 (the "Registration Rights Agreement").

F8 · derivative.exercise_date: (Cont'd from 7) The Lead Investor Warrants carry an exercise price of one penny ($0.01) per share and shall be exercisable as follows: (1) one-third (1/3) of the Lead Investor Warrants shall be exercisable on and after the first date on which the closing trading price of the Issuer's Common Stock on its principal stock exchange is equal to or greater than 150% of the cash Per Share Purchase Price (as defined in the Securities Purchase Agreement) for 20 out of 30 trading days following the effectiveness of the resale registration statement filed pursuant to the Registration Rights Agreement (the "Resale Registration Statement"); (2) one-third (1/3) of the Lead Investor Warrants shall be exercisable on and after the first date on which the closing trading price of the Issuer's Common Stock on its principal stock exchange is equal to or greater than 200% of the cash Per Share Purchase Price for 20 out of 30 trading days following the effectiveness of the Resale Registration Statement;

F9 · derivative.exercise_date: (Cont'd from 8) and (3) one-third (1/3) of the Lead Investor Warrants shall be exercisable on and after the first date on which the closing trading price of the Issuer's Common Stock on its principal stock exchange is equal to or greater than 250% of the cash Per Share Purchase Price for 20 out of 30 trading days following the effectiveness of the Resale Registration Statement. The Lead Investor Warrants include an exercise limitation that prohibits the holder from exercising the Lead Investor Warrants in an amount in excess of the specified ownership threshold of 9.99% of the issued and outstanding shares of Common Stock (the "Blocker").

F10 · derivative.exercise_date: As a result of the Blocker, as of the date hereof, any attempted exercise of the Lead Investor Warrants beneficially owned by Reporting Persons will not be effected by the Company. Upon 61 days' prior notice to the Issuer, each holder of Lead Investors Warrant may increase or decrease the Blocker, provided that the Blocker in no event exceeds 19.99% of the issued and outstanding shares of Common Stock.

F11 · derivative.expiration_date: The Lead Investor Warrants do not expire.

F3 · ownership.nature: In addition to Multicoin Capital Management, LLC, a Texas limited liability company ("MCM LLC") this Form 4 is being filed jointly by Multicoin Capital Master Fund, LP, a Cayman Islands limited partnership ("MCMF LP"), Pyahm Samani, a citizen of the United States of America ("Mr. Samani"), and Tushar Jain, a citizen of the United States of America ("Mr. Jain") (collectively, the "Reporting Persons").

F4 · ownership.nature: MCM LLC, as the investment adviser to MCMF LP, may be deemed to be the beneficial owner of the MCM Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. By virtue of Mr. Samani's and Mr. Jain's positions as ultimately controlling MCM LLC and MCMF LP, Mr. Samani and Mr. Jain may be deemed to be the beneficial owners of the MCM Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the MCM Securities, except to the extent of any pecuniary interest therein.

F5 · ownership.nature: Pursuant to the Lead Investor Agreement (as defined below), Mr. Samani was appointed as a Multicoin designee to the board of directors of the Issuer, and as a result, each of the other Reporting Persons may be deemed directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934.

SEC source: 0001104659-25-091243 · tm2526460-2_4aseq1.xml · nonDerivative · entry 2

Multicoin Capital Management, LLC · CIK 0002017172 · 10% owner · Director by deputization

Multicoin Capital Master Fund, LP · CIK 0002086559 · 10% owner · Director by deputization

Samani Pyahm · CIK 0001868197 · Director · 10% owner

Jain Tushar · CIK 0001868193 · 10% owner · Director by deputization

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 1,351,352

F1 · kind: On September 6, 2025, the Issuer entered into a Securities Purchase Agreement with certain investors (the "PIPE Investors") in a private investment in public equity investment (the "PIPE"), pursuant to which the PIPE Investors agreed to purchase shares of the Issuer's common stock, par value $0.01 per share ("Common Stock") for $18.50 per share.

F6 · shares: Mr. Samani acquired 1,351,352 shares of Common Stock on September 10, 2025, for an aggregate purchase price of $25,000,000 (the "Samani Securities"). Mr. Samani is the sole beneficial owner and has sole voting power of the Samani Securities. Each of Mr. Jain, MCM LLC, and MCMF LP do not have any pecuniary interest in, and disclaim any beneficial ownership of, the Samani Securities.

F3 · ownership.nature: In addition to Multicoin Capital Management, LLC, a Texas limited liability company ("MCM LLC") this Form 4 is being filed jointly by Multicoin Capital Master Fund, LP, a Cayman Islands limited partnership ("MCMF LP"), Pyahm Samani, a citizen of the United States of America ("Mr. Samani"), and Tushar Jain, a citizen of the United States of America ("Mr. Jain") (collectively, the "Reporting Persons").

F4 · ownership.nature: MCM LLC, as the investment adviser to MCMF LP, may be deemed to be the beneficial owner of the MCM Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. By virtue of Mr. Samani's and Mr. Jain's positions as ultimately controlling MCM LLC and MCMF LP, Mr. Samani and Mr. Jain may be deemed to be the beneficial owners of the MCM Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the MCM Securities, except to the extent of any pecuniary interest therein.

F5 · ownership.nature: Pursuant to the Lead Investor Agreement (as defined below), Mr. Samani was appointed as a Multicoin designee to the board of directors of the Issuer, and as a result, each of the other Reporting Persons may be deemed directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934.

SEC source: 0001104659-25-091243 · tm2526460-2_4aseq1.xml · nonDerivative · entry 1

Multicoin Capital Management, LLC · CIK 0002017172 · 10% owner · Director by deputization

Multicoin Capital Master Fund, LP · CIK 0002086559 · 10% owner · Director by deputization

Samani Pyahm · CIK 0001868197 · Director · 10% owner

Jain Tushar · CIK 0001868193 · 10% owner · Director by deputization

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 7,947,843

F1 · kind: On September 6, 2025, the Issuer entered into a Securities Purchase Agreement with certain investors (the "PIPE Investors") in a private investment in public equity investment (the "PIPE"), pursuant to which the PIPE Investors agreed to purchase shares of the Issuer's common stock, par value $0.01 per share ("Common Stock") for $18.50 per share.

F2 · shares: MCMF LP (defined below) acquired 7,947,843 shares of Common Stock on September 10, 2025, for an aggregate purchase price of $114,040,000 (the "MCM Securities").

F3 · ownership.nature: In addition to Multicoin Capital Management, LLC, a Texas limited liability company ("MCM LLC") this Form 4 is being filed jointly by Multicoin Capital Master Fund, LP, a Cayman Islands limited partnership ("MCMF LP"), Pyahm Samani, a citizen of the United States of America ("Mr. Samani"), and Tushar Jain, a citizen of the United States of America ("Mr. Jain") (collectively, the "Reporting Persons").

F4 · ownership.nature: MCM LLC, as the investment adviser to MCMF LP, may be deemed to be the beneficial owner of the MCM Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. By virtue of Mr. Samani's and Mr. Jain's positions as ultimately controlling MCM LLC and MCMF LP, Mr. Samani and Mr. Jain may be deemed to be the beneficial owners of the MCM Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the MCM Securities, except to the extent of any pecuniary interest therein.

F5 · ownership.nature: Pursuant to the Lead Investor Agreement (as defined below), Mr. Samani was appointed as a Multicoin designee to the board of directors of the Issuer, and as a result, each of the other Reporting Persons may be deemed directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934.

SEC source: 0001104659-26-041000 · tm2611419-1_4aseq1.xml · nonDerivative · entry 1

Multicoin Capital Management, LLC · CIK 0002017172 · 10% owner

Multicoin Capital Master Fund, LP · CIK 0002086559 · 10% owner

Jain Tushar · CIK 0001868193 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 1,783,519

F1 · kind: On March 18, 2026, Multicoin Capital Master Fund, LP, a Cayman Islands limited partnership ("MCMF LP") entered into a Securities Repurchase Agreement (the "Repurchase Agreement") with the Issuer, pursuant to which the Issuer repurchased 6,164,324 shares of the Issuer's common stock, par value $0.01 per share ("Common Stock") from MCMF LP (the "Repurchased Shares") for an aggregate purchase price of $27,369,598.56.

F1 · shares: On March 18, 2026, Multicoin Capital Master Fund, LP, a Cayman Islands limited partnership ("MCMF LP") entered into a Securities Repurchase Agreement (the "Repurchase Agreement") with the Issuer, pursuant to which the Issuer repurchased 6,164,324 shares of the Issuer's common stock, par value $0.01 per share ("Common Stock") from MCMF LP (the "Repurchased Shares") for an aggregate purchase price of $27,369,598.56.

F2 · balance_after: As a result of the Repurchase Agreement, the Reporting Persons (as defined below) may be deemed to be the beneficial owners of 1,783,519 shares of Common Stock (the "MCM Securities").

F3 · ownership.nature: In addition to Multicoin Capital Management, LLC, a Texas limited liability company ("MCM LLC") this Form 4 is being filed jointly by MCMF LP and Tushar Jain, a citizen of the United States of America ("Mr. Jain") (collectively, the "Reporting Persons").

F4 · ownership.nature: MCM LLC, as the investment adviser to MCMF LP, may be deemed to be the beneficial owner of the MCM Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. By virtue of Mr. Jain's position as ultimately controlling MCM LLC and MCMF LP, Mr. Jain may be deemed to be the beneficial owner of the MCM Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the MCM Securties, except to the extent of any pecuniary interest therein.