Sanborn Scott 4

What Happened

• Sanborn Scott, CEO and Director of Happen, Inc. (HAPN), disposed of 28,750 shares on June 24, 2026. The weighted-average price was $19.17 per share, generating proceeds of approximately $551,212. The trades were executed under a Rule 10b5-1 trading plan and represent a sale (diversification/liquidity) rather than a purchase.

Key Details

• Transaction date: 2026-06-24 (filed 2026-06-26).
• Trade type/code: Sale (S) — open market/private sale executed under a Rule 10b5-1 plan.
• Price range and average: trades executed at $18.90–$19.75; weighted-average price reported $19.17.
• Proceeds: ~$551,212 for 28,750 shares.
• Shares owned after the transaction: Not reported in the provided filing excerpt.
• Notable footnotes: (F1) Sale effected pursuant to a 10b5-1 plan to diversify assets; the maximum shares that can be sold under the plan (inclusive of this transaction) were disclosed as representing 9.4% of Scott’s equity interest in Happen as of the issuer’s 2026-03-31 Form 10-Q. (F2) Multiple trades executed on the trade date; the reporting person can provide full per-trade details upon request.
• Timeliness: Filing was made two days after the trade (appears timely).

Context

• This was a scheduled sale under a 10b5-1 plan, which typically reflects pre-set diversification or liquidity goals rather than contemporaneous trading decisions by the insider. Sales provide less direct bullish signal than purchases; investors often treat routine 10b5-1 sales as non‑indicative of near‑term management outlook.