MILLER DOUGLAS S 4

What Happened

Douglas S. Miller, a director of ChronoScale Corporation (CHRN), was granted 200,000 restricted shares on May 14, 2026 (transaction code A — award/grant). The shares were reported at $0.00 per share (no cash paid), so the filing lists $0 total purchase price. The award vests in two equal tranches: 100,000 shares on the one-year anniversary of the grant and 100,000 shares on the two-year anniversary, subject to the Reporting Person’s continuous service and potential adjustment or accelerated vesting under certain conditions.

Key Details

• Transaction date: May 14, 2026 (reported on Form 4 filed May 18, 2026). Filing appears timely (filed within the 2 business‑day window).
• Security: 200,000 restricted common shares; price reported $0.00 (grant).
• Vesting: 100,000 shares vest on 1-year anniversary; 100,000 on 2-year anniversary (see footnote).
• Shares owned after transaction: not specified in the filing.
• Footnote: Vesting subject to continuous service and may be adjusted or accelerated under certain conditions.
• No 10b5-1 plan, tax‑withholding sale, or cash exercise noted.

Context

This was an equity compensation grant (restricted stock), not a market purchase or sale. Restricted shares typically cannot be sold until they vest; their economic value depends on ChronoScale’s future share price and any vesting conditions. Such grants are common for directors as part of compensation and do not, by themselves, indicate buying or selling intent in the market.