Thompson Chauncey Lennis 4

What Happened

• Thompson Chauncey Lennis (reported as a 10% owner) received a grant of 6,000,000 derivative securities (warrants) on 2026-04-23. The grant is reported as Transaction Code A (award/grant); no per-share price or total dollar value for the warrants is disclosed in the Form 4.
• This was a grant of warrants (not an open-market purchase or sale). Warrants are rights to buy common stock at a future exercise price if and when exercised, so this does not immediately change common-share holdings.

Key Details

• Transaction date: 2026-04-23 (reported on Form 4 filed 2026-04-23).
• Transaction type/code: A = grant of derivative securities (warrants); price: N/A; derivative security (not immediate shares).
• Shares owned after transaction: not specified in the filing.
• Footnotes:
  • F1: The securities are held by SFO IDF LLC, of which the reporting person is manager; he can direct voting/disposition and may be deemed beneficial owner but disclaims beneficial ownership except for pecuniary interest.
  • F2: The warrants were granted to SFO IDF as consideration for a loan made by SFO IDF under a promissory note to CalEthos.
• Filing timeliness: The report lists the transaction and was filed the same day (no late filing flag indicated).

Context

• For retail investors: warrants are derivative instruments that only convert to common stock if exercised under their terms (exercise price and expiration typically set in the warrant agreement); those terms were not disclosed in this Form 4. Exercise would create new shares and could dilute existing holders.
• As a reported 10% owner and manager of an entity (SFO IDF), this is institutional/finance-related activity (a loan-for-warrants arrangement) rather than a routine insider buy/sell signal by an executive.