Fusemachines Inc.·4/A

Jul 2, 8:30 AM ET

Gocher Timothy Edward 4/A

4/A · Fusemachines Inc. · Filed Jul 2, 2026

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Fusemachines (FUSE) Director Timothy Gocher Receives 19,740-Share Option Grant

What Happened

  • Timothy E. Gocher, a director of Fusemachines Inc. (FUSE), was granted a derivative award on October 22, 2025 representing options to purchase up to 19,740 shares of New Fusemachines common stock. The grant is reported as a derivative/award (Form 4 code A); no exercise price or cash value is provided in the filing. This is an amended filing (filed July 2, 2026) correcting previously reported beneficial ownership—not a new transaction.

Key Details

  • Transaction date: October 22, 2025 (reported via AMENDMENT filed July 2, 2026). The original Form 4 was filed January 8, 2026 and has been corrected by this amendment.
  • Transaction type: Award/grant of derivative securities (options) covering 19,740 shares (Form 4 code A). Price: N/A for the reported grant.
  • Shares/options after transaction: Represents options to purchase up to 19,740 shares (per footnote F4). The filing does not attribute Dolma Impact Fund’s 2,677,293 shares to Mr. Gocher (see note below).
  • Notable footnotes:
    • F1: The amendment corrects beneficial ownership—Dolma Impact Fund directly holds 2,677,293 shares and, per its policies, Mr. Gocher does not participate in matters relating to those shares, so they are not attributed to him.
    • F2/F3: References the prior business combination conversion ratio (0.6580) that adjusted legacy Old Fusemachines securities into New Fusemachines shares/options.
  • Timeliness: The original report (covering the Oct 22, 2025 transaction) was filed on January 8, 2026 and this corrected amendment was filed July 2, 2026—both dates are well after the typical two-business-day Form 4 reporting window.

Context

  • This filing reports a derivative award (options) rather than a buy or sell of shares—no immediate cash sale occurred. Such option grants give the holder the right to buy shares later at specified terms; the filing does not show exercise, sale, or cashless disposition.
  • The amendment primarily corrects beneficial ownership attribution (removing Dolma Impact Fund’s shares from Mr. Gocher’s ownership). That correction affects reported holdings but does not change the fact or size of the 19,740-share option grant.

Insider Transaction Report

Form 4/AAmended
Period: 2025-10-22
Transactions
  • Award

    Options to purchase common stock

    [F1][F2][F3][F4]
    2025-10-22+19,74019,740 total
    Exercise: $0.70From: 2025-10-22Exp: 2033-02-08Common stock (19,740 underlying)
Footnotes (4)
  • [F1]The purpose of this amendment is to correct the beneficial ownership of securities disclosed in the report filed by the Reporting Person with the Securities and Exchange Commission on January 8, 2026 (the "Original Report"). Dolma Impact Fund ("Dolma") directly holds 2,677,293 shares of the Registrant's common stock (the "Dolma Shares"). The Original Report erroneously attributed beneficial ownership of the Dolma Shares to the Reporting Person. Pursuant to an arrangement put into place on October 22, 2025, Dolma's investment committee holds voting and dispositive authority over the Dolma Shares. Pursuant to Dolma's policies and procedures, Mr. Gocher does not participate in any matters with respect to the Dolma Shares.
  • [F2]Pursuant to the merger agreement dated January 22, 2024 and amended on August 27, 2024 between CSLM Acquisition Corp., a Cayman Islands exempted company ("CSLM"), CSLM Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of CSLM ("Merger Sub"), Fusemachines Inc., a Delaware company ("Old Fusemachines"), and CSLM Holdings, Inc. ("New Fusemachines") (as amended, the "Business Combination Agreement"), each issued and outstanding share of Old Fusemachines common stock was converted into shares of New Fusemachines common stock at a conversion ratio of 0.6580 (the "Conversion Ratio").
  • [F3]Pursuant to the Business Combination Agreement, each issued and outstanding option to purchase shares of Old Fusemachines common stock was converted into an option to purchase shares of New Fusemachines common stock, with the number of shares underlying the option and the exercise price of the option, each adjusted in accordance with the Conversion Ratio.
  • [F4]Represents options to purchase up to an aggregate of 19,740 shares of New Fusemachines common stock.
Signature
/s/ Timothy Edward Gocher|2026-07-02

Documents

1 file
  • 4
    ownership.xml

    4/A