DEWALT DAVID G 4

What Happened
David G. DeWalt, reported as a 10% owner, converted a large set of derivative securities (series A–E preferreds, warrants and related instruments) into common stock on May 8, 2026. The Form 4 shows acquisitions totaling about 8,553,522 common shares via conversions/exercises and dispositions/withholdings totaling about 8,559,385 shares (primarily $0 transactions related to automatic conversion or cashless/net exercises). No cash proceeds are shown for these conversions (many were automatic 1-for-1 conversions at no additional consideration or cashless net exercises where shares were withheld to cover exercise price).

Key Details

• Transaction date: 2026-05-08; Form filed: 2026-05-12.
• Approximate shares acquired by conversion/exercise: 8,553,522 common shares.
• Approximate shares disposed/withheld (mostly $0, derivative-related): 8,559,385 shares — net difference equals ~5,863 shares withheld to satisfy exercise/withholding.
• Prices shown: $0.00 for many conversions (automatic conversions on IPO) and warrants had nominal/previous exercise prices per footnotes (e.g., $0.01 and $11.1747 for certain warrants; cashless net exercise resulted in withholding of shares to pay exercise).
• Footnotes: F1 = multiple preferred series automatically converted 1:1 at IPO for no additional consideration. F3–F5 = certain warrants were net exercised and a small number of shares were withheld to pay exercise prices. F2 & F6 = many shares are held of record by NightDragon Growth I & II funds; DeWalt is managing member and may be deemed to control those holdings. F7 = warrants held by NightDragon I.
• Shares owned after the transactions are not explicitly reported in the data provided here (check the full Form 4 for the filer’s post-transaction beneficial ownership).
• No indication in the provided summary that this was a cash purchase — these were conversions/exercises and net settlements/withholdings.

Context
This filing reports conversions and exercises (derivative transactions) tied to the company’s IPO mechanics and warrant exercises rather than open‑market buying or selling. Several warrants were cashless/net-exercised (issuer withheld shares to cover exercise price), which is a routine administrative outcome and not an independent sale in the open market. Because DeWalt is reported as a 10% owner through NightDragon funds (institutional vehicles he manages), these moves reflect fund-level conversion/exercise activity rather than typical executive buy/sell signals investors often watch.