4//SEC Filing
Bengochea Jose Antonio 4
Accession 0001213900-25-097495
CIK 0001901203other
Filed
Oct 7, 8:00 PM ET
Accepted
Oct 8, 5:20 PM ET
Size
11.6 KB
Accession
0001213900-25-097495
Insider Transaction Report
Form 4
Transactions
- Award
Common Stock
2025-09-30+1,932,000→ 1,932,000 total(indirect: By LLC) - Award
Warrants
2025-09-30$0.08/sh+2,533,500$202,680→ 2,533,500 total(indirect: By LLC)Exercise: $11.50From: 2025-10-30Exp: 2030-09-30→ Common Stock (2,533,500 underlying) - Award
Common Stock
2025-09-30$10.10/sh+500,000$5,050,000→ 580,000 total
Footnotes (6)
- [F1]Pursuant to the Business Combination Agreement (as amended), dated September 27, 2024, by and among Iron Horse Acquisition Corp., a Delaware corporation (the "Company") and Rosey Sea Holdings Limited, a company incorporated and existing under the laws of the British Virgin Islands ("Rosey Sea"), the parties effected a business combination transaction ("Business Combination") on September 30, 2025. In connection with the Business Combination, the Company changed its name to "CN Healthy Food Tech Group Corp." (the "New CFI"). In connection with the consummation of the Business Combination and the name change, Jose A. Bengochea's 580,000 shares of common stock, par value $0.0001, of the Company, converted into 580,000 shares of common stock, par value $0.0001, of New CFI, on a one-for-one basis, in connection with the closing of the Business Combination.
- [F2]This number includes, (i) 47,500 shares held by the sponsor on behalf of Mr. Bengochea for his service as a director and officer of the Company, (ii) 701,500 shares held by Bengochea SPAC Sponsors I LLC (the "sponsor") of which 364,000 shares are held for individuals on the basis of funds paid to Bengochea Capital LLC, a limited liability company controlled solely by Mr. Bengochea and invested in the sponsor and 337,500 shares are held on behalf of Bengochea Capital LLC,; (iii) 450,000 shares, in the aggregate, held by the sponsor on behalf of the current and former directors and officers of the Company as a group (other than Mr. Bengochea), whether such shares are attributable to a director or officer on the basis of his or her service as such or on the basis of funds invested by a director or officer in Bengochea Capital LLC, and (iv) 651,000 shares held by the sponsor on behalf of a fund that invested in Bengochea Capital LLC.
- [F3]Includes 500,000 shares of common stock of the Issuer that Mr. Bengochea received as a consideration of his providing certain post-closing services to the Issuer, pursuant to a Consulting Agreement by and between himself and the Issuer.
- [F4]Based on the closing price of the common stock of $10.10 on the Nasdaq Stock Market LLC on September 26, 2025.
- [F5]In connection with the consummation of the Business Combination and the name change, Mr. Bengochea's 1,932,000 private warrants of the Company, converted into 1,932,000 private warrants of New CFI, on a one-for-one basis, in connection with the closing of the Business Combination.
- [F6]Based on the closing price of the public warrant of $0.075 on the Nasdaq Stock Market LLC on September 26, 2025.
Documents
Issuer
CN Healthy Food Tech Group Corp.
CIK 0001901203
Entity typeother
Related Parties
1- filerCIK 0002005952
Filing Metadata
- Form type
- 4
- Filed
- Oct 7, 8:00 PM ET
- Accepted
- Oct 8, 5:20 PM ET
- Size
- 11.6 KB