Gilcher Daniel 4

What Happened

• Daniel Gilcher, Chief Financial Officer of SPECTRAL CAPITAL Corp (FCCN), was reported on Form 4 as acquiring 1,041,000 shares on May 22, 2026. The shares were issued at $0.00 as "Earn‑Out Shares"—additional consideration in connection with the issuer's acquisition of Telvantis Voice Services, Inc. (no cash was paid by Gilcher or the recipient entity).

Key Details

• Transaction date: 2026-05-22; Form 4 filed: 2026-05-26 (filed within the required reporting window).
• Transaction type: Other acquisition (Code J) — issuance of earn‑out shares at $0.00.
• Shares reported as held of record by OTUS LLC (a Florida LLC of which Gilcher is the sole owner and control person); Gilcher disclaims beneficial ownership of OTUS holdings except to the extent of his pecuniary interest.
• Additional prior holding: 400,000 shares held by Adama GmbH (also owned/controlled by Gilcher) were issued as consideration for a prior acquisition and were previously reported.
• Restrictions: The 1,041,000 shares are subject to transfer restrictions, a lock‑up and trickle‑out arrangement, a beneficial‑ownership limitation, and a standstill under a Lock‑Up and Trickle‑Out Agreement dated May 22, 2026.

Context

• This was not an open‑market purchase but an issuance of shares as acquisition consideration (earn‑out) tied to an M&A deal; such issuances reflect deal terms rather than a direct cash investment by the insider. Because the shares are subject to lock‑up and other restrictions, they are unlikely to be immediately tradable.