HRTG GPE, LLC 4
4 · Kardigan, Inc. · Filed Jun 22, 2026
Research Summary
AI-generated summary of this filing
Kardigan (KARD) 10% Owner HRTG GPE Converts Preferred into Common
What Happened HRTG GPE, LLC (a reported 10% owner of Kardigan, ticker KARD) converted multiple derivative/convertible preferred securities into common stock on June 17, 2026. The filing lists four conversion entries totaling 13,792,034 common shares acquired and four derivative/dispensed entries totaling 8,658,987 shares removed, resulting in a net increase of 5,133,047 common shares beneficially owned. No cash price per share was reported (N/A) because the conversions were effected under the securities’ conversion terms.
Key Details
- Transaction date: 2026-06-17; Form 4 filed: 2026-06-22 (filed late relative to the two-business-day rule).
- Reported entries: +13,792,034 common shares acquired via conversion; −8,658,987 derivative/preferred interests disposed; net +5,133,047 common shares.
- Price/consideration: N/A — conversions occurred without additional consideration.
- Shares owned after transaction: not specified in the Form 4 (filing does not report total post-transaction beneficial ownership).
- Footnotes: F1 — Series A, B and B-1 preferred converted automatically into common on a 1.5928-to-1 basis when the issuer’s Form S-1 was declared effective. F2 — HRTG GPE is the general partner of HRTG PV, L.P. and HRTG CIF 2024, L.P.; Keith Johnson and Kevin Kelly are managing members.
- Transaction type: conversion of convertible preferred stock (derivative conversion), not an open-market buy or sale.
Context This was an automatic conversion of convertible preferred securities into common stock tied to the effectiveness of Kardigan’s registration statement (per footnote). Because HRTG is a 10% institutional owner (general partner entity), this reflects capital structure conversion rather than a manager/executive choosing to buy or sell stock. No sale proceeds or market trades were reported, and no per-share value was disclosed in the filing. The Form 4 was filed several days after the transaction date.
Insider Transaction Report
- Conversion
Common Stock
[F1][F2]2026-06-17+2,050,166→ 2,050,166 total(indirect: HRTG CIF 2024, L.P.) - Conversion
Common Stock
[F1][F2]2026-06-17+6,150,502→ 6,150,502 total(indirect: HRTG PV, L.P.) - Conversion
Common Stock
[F1][F2]2026-06-17+3,242,993→ 9,393,495 total(indirect: HRTG PV, L.P.) - Conversion
Common Stock
[F1][F2]2026-06-17+2,348,373→ 11,741,868 total(indirect: HRTG PV, L.P.) - Conversion
Series A Redeemable Convertible Preferred Stock
[F1][F2]2026-06-17−1,287,146→ 0 total(indirect: HRTG CIF 2024, L.P.)→ Common Stock (2,050,166 underlying) - Conversion
Series A Redeemable Convertible Preferred Stock
[F1][F2]2026-06-17−3,861,440→ 0 total(indirect: HRTG PV, L.P.)→ Common Stock (6,150,502 underlying) - Conversion
Series B Redeemable Convertible Preferred Stock
[F1][F2]2026-06-17−2,036,033→ 0 total(indirect: HRTG PV, L.P.)→ Common Stock (3,242,993 underlying) - Conversion
Series B-1 Redeemable Convertible Preferred Stock
[F1][F2]2026-06-17−1,474,368→ 0 total(indirect: HRTG PV, L.P.)→ Common Stock (2,348,373 underlying)
Footnotes (2)
- [F1]Each share of Series A Redeemable Convertible Preferred Stock, Series B Redeemable Convertible Preferred Stock and Series B-1 Redeemable Convertible Preferred Stock was convertible into shares of the Issuer's Common Stock on a 1.5928-to-1 basis with no expiration date. All shares of Series A Redeemable Convertible Preferred Stock, Series B Redeemable Convertible Preferred Stock and Series B-1 Redeemable Convertible Preferred Stock automatically converted on a 1.5928-to-1 basis into shares of Common Stock without the payment of additional consideration at the time the Issuer's registration statement on Form S-1 was declared effective by the Securities and Exchange Commission.
- [F2]HRTG GPE, LLC ("HRTG") is the general partner of each of HRTG PV, L.P. and HRTG CIF 2024, L.P. Keith Johnson and Kevin Kelly each serve as a Managing Member of HRTG.