|4Feb 3, 9:51 PM ET

Cohen Scot 4

4 · WRAP TECHNOLOGIES, INC. · Filed Feb 3, 2026

Research Summary

AI-generated summary of this filing

Updated

WRAP Technologies 10% Owner Scot Cohen Buys Stock & Receives Awards

What Happened

  • Scot Cohen, reported as a 10% owner (managing member of V4 Global LLC), acquired 475,000 shares of WRAP Technologies common stock at $2.00 per share on Feb 2, 2026, for $950,000 in a private placement.
  • The filing also reports several additional acquisitions (awards/derivative instruments) totaling 2,578,449 shares/warrants/options received at $0.00 reported consideration (aggregate across Feb 1–3, 2026), bringing the total newly reported interest to 3,053,449 instruments. Footnotes indicate these include shares issued as preferred-stock dividends, warrants purchased in the same private placement, and stock option awards with vesting conditions.

Key Details

  • Transaction dates/prices: Feb 1–3, 2026. Paid purchase: 475,000 shares @ $2.00 (total $950,000). Other reported acquisitions recorded at $0.00 (see footnotes for nature).
  • Total instruments acquired in this filing: 3,053,449 (475,000 paid + 2,578,449 awards/derivatives).
  • Ownership: Reported securities are directly owned by V4 Global LLC and may be deemed beneficially owned by Cohen as managing member (see F2); Cohen disclaims beneficial ownership except to extent of pecuniary interest. The filing does not state Cohen’s total shares owned after the transactions.
  • Notable footnotes: F1 = private placement purchase; F3 = shares issued as dividend on Series A convertible preferred; F4 = PIPE warrants purchased in the placement (exercise price adjustable if future issuances occur below $2.30); F5 = stock options vesting schedule (25% immediate, remainder over 3 years, possible acceleration on market-cap milestones).
  • Timeliness: Filing dated Feb 3, 2026 covering transactions through Feb 3 appears timely; no late filing flag indicated.

Context

  • This filing combines a cash purchase (the $950K private placement) — a direct purchase that many investors view as a concrete insider buy — with several awards/derivative acquisitions (warrants, dividend shares, and option grants).
  • The option awards (per F5) vest over time (25% immediate, remaining vesting ratably over three years) and may accelerate on certain milestones; warrants have an adjustable exercise price per F4.
  • As a 10% owner via an LLC, Cohen’s transactions reflect significant investor-level participation rather than routine employee open-market trades.

Insider Transaction Report

Form 4
Period: 2026-02-01
Cohen Scot
DirectorExecutive Chairman and CEO10% Owner
Transactions
  • Award

    Common Stock

    [F1][F2]
    2026-02-02$2.00/sh+475,000$950,0001,874,186 total(indirect: By LLC)
  • Award

    Common Stock

    [F3][F2]
    2026-02-03+60,3451,934,531 total(indirect: By LLC)
  • Award

    Common Stock

    [F3]
    2026-02-03+43,1046,532,165 total
  • Award

    Warrants

    [F4]
    2026-02-02+475,000475,000 total(indirect: By IRA)
    Exercise: $2.30From: 2026-02-03Exp: 2031-02-03Common Stock (475,000 underlying)
  • Award

    Stock Options (Right to Buy

    [F5]
    2026-02-01+2,000,0002,000,000 total
    Exercise: $2.18Exp: 2036-02-01Common Stock (2,000,000 underlying)
Footnotes (5)
  • [F1]Reflects shares of the Issuer's common stock, par value $0.0001 per share (the "Common Stock"), purchased by the Reporting Person from the Issuer in a private placement pursuant to that certain Securities Purchase Agreement, dated as of February 2, 2026, by and among the Issuer and the investors signatory thereto (the "Purchase Agreement").
  • [F2]The reported securities are directly owned by V4 Global LLC ("V4") and may be deemed to be beneficially owned by the Reporting Person as managing member of V4. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
  • [F3]Represents shares of Common Stock issued as a payment of dividends on the Issuer's Series A Convertible Preferred Stock, par value $0.0001 per share.
  • [F4]The warrants (the "PIPE Warrants") were purchased by the Reporting Person from the Issuer in a private placement pursuant to the Purchase Agreement. The exercise price of the PIPE Warrants is subject to adjustment in the event of any issuances of Common Stock of the Issuer or securities convertible, exercisable or exchangeable for Common Stock, at a price below $2.30.
  • [F5]25% of the stock options vested on the date of grant and the remainder will vest ratably in three annual tranches thereafter; provided that any unvested stock options are subject to accelerated vesting upon the achievement of certain market capitalization milestones, provided further that, in each case, the Reporting Person is employed or providing services to the Issuer on the applicable vesting date.
Signature
/s/ Scot Cohen|2026-02-03

Documents

1 file
  • 4
    ownership.xmlPrimary