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CYABRA, INC.·4

Mar 31, 9:22 PM ET

Brahmy Dan 4

4 · CYABRA, INC. · Filed Mar 31, 2026

Research Summary

AI-generated summary of this filing

Updated

Cyabra (CYAB) CEO Brahmy Dan Receives 711,548 Shares/RSUs

What Happened

  • Brahmy Dan, Chief Executive Officer of Cyabra, Inc. (CYAB), was issued a total of 711,548 shares/awards on March 27, 2026. This consists of 535,402 shares received in connection with the Issuer's business combination, 134,000 restricted stock units (RSUs) granted under the 2026 Omnibus Equity Incentive Plan (fully vested on grant), and 42,146 derivative shares (options/other equity awards) reported as acquired. The 134,000 RSUs show a $0.00 per‑share grant price (i.e., no cash paid). The other items are the result of merger conversions and equity-plan grants.

Key Details

  • Transaction date: March 27, 2026. Filing date: March 31, 2026 (timely filed within the required period).
  • Breakout: 535,402 shares (merger conversion), 134,000 RSUs @ $0.00 (fully vested on grant), 42,146 derivative awards (converted/granted options/derivatives; fully vested upon grant per filing).
  • Footnotes of note:
    • Conversion from pre-merger Cyabra ordinary shares pursuant to the Merger Agreement (business combination with Trailblazer Merger Corporation I).
    • 148,324 pre‑merger Cyabra ordinary shares held by the reporting person converted into 535,402 Issuer shares.
    • Some shares are held in trust by IBI Trust Management for the reporting person.
    • RSUs and options were fully vested upon grant; certain pre‑merger options were cancelled and replaced with Issuer options on the same terms.
  • Shares owned after the reported transactions: not disclosed in the filing.

Context

  • These are awards/grants and merger conversion transactions (code A) — not open‑market purchases or sales. They do not reflect a cash purchase or sale by the insider.
  • The 134,000 RSUs were fully vested on grant, meaning the CEO received vested equity immediately; the derivative awards/options were also reported as fully vested on grant. That does not necessarily mean immediate sale; any transferability or sale could be subject to plan rules, lock‑ups, or tax withholding.
  • Because these were merger-related conversions and plan grants rather than purchases/sales, they should be interpreted as corporate‑action and compensation events rather than direct insider sentiment about the stock price.

Insider Transaction Report

Form 4
Period: 2026-03-27
CYABRA, INC.CYAB
Brahmy Dan
DirectorChief Executive Officer
Transactions
  • Award

    Common Stock

    [F1][F2][F3]
    2026-03-27+535,402→ 535,402 total(indirect: See footnote)
  • Award

    Common Stock

    [F4][F3]
    2026-03-27+134,000→ 669,402 total(indirect: See footnote)
  • Award

    Stock Option (Right to Buy)

    [F1][F6][F5]
    2026-03-27+42,146→ 42,146 total
    Exercise: $0.00Exp: 2033-11-13→ Common Stock (42,146 underlying)
Footnotes (6)
  • [F1]Received in connection with the Issuer's business combination with Trailblazer Merger Corporation I ("Trailblazer"), in accordance with the terms of the Merger Agreement, dated July 22, 2024, as amended (the "Merger Agreement"), by and among Trailblazer, Trailblazer Merger Sub, Ltd. ("Merger Sub"), Trailblazer Holdings, Inc. ("Holdings"), and Cyabra Strategy Ltd. ("Cyabra"), pursuant to which (a) Trailblazer merged with and into Holdings, with Holdings as the surviving entity of the merger (the "Parent Merger"), and (b) Merger Sub merged with and into Cyabra, with Cyabra as the surviving entity of the merger (together with the Parent Merger and all other transactions contemplated by the Merger Agreement, the "Business Combination"), following which Merger Sub ceased to exist and Cyabra became a wholly owned subsidiary of Holdings. After giving effect to the Business Combination, Holdings changed its name to the Issuer.
  • [F2]Pursuant to the Merger Agreement, 148,324 ordinary shares of Cyabra held by the Reporting Person that were outstanding immediately prior to the effective time of the Business Combination (the "Effective Time") were, as of the Effective Time, converted into 535,402 shares of the Issuer.
  • [F3]Held by IBI Trust Management in trust for the Reporting Person.
  • [F4]On March 27, 2026, the Reporting Person was granted 134,000 restricted stock units of the Issuer pursuant to the Cyabra, Inc. 2026 Omnibus Equity Incentive Plan (the "2026 Plan") which were fully vested upon grant.
  • [F5]The options were fully vested upon grant.
  • [F6]Pursuant to the Merger Agreement, each option to purchase ordinary shares of Cyabra held by the Reporting Person that was outstanding immediately prior to the Effective Time for an aggregate of 11,676 ordinary shares was, as of the Effective Time, cancelled in consideration for the issuance of an option to purchase shares of the Issuer reported herein pursuant to the 2026 Plan, subject to the same terms and conditions as were applicable to the corresponding Cyabra option immediately prior to the Effective Time.
Signature
/s/ Dan Brahmy|2026-03-31

Documents

1 file
  • 4
    ownership.xmlPrimary