CitroTech Inc.|5Feb 17, 8:21 PM ET

Bolsen Wesley James 5

5 · CitroTech Inc. · Filed Feb 17, 2026

Form 5

Period: 2025-12-31

DirectorChief Executive Officer

Transactions

Other
Series C Convertible Preferred Stock
[F1]
2025-09-22+6,250→ 6,250 total
→ Common Stock (20,834 underlying)
Purchase
Series C Convertible Preferred Stock
[F1][F2]
2025-09-30+333→ 333 total
→ Common Stock (1,110 underlying)
Purchase
Warrants
[F4][F3]
2025-09-30+555→ 555 total
Exercise: $6.00Exp: 2030-09-30→ Common Stock (555 underlying)

Footnotes (4)

[F1]Each share of Series C Convertible Preferred Stock is convertible at any time and from time to time at the option of the holder into 3.3333 shares of common stock, par value $0.0001 per share, of the Issuer. The Series C Convertible Preferred Stock has no expiration date.
[F2]On September 30, 2025, the Reporting Person entered into a securities purchase agreement (the "Securities Purchase Agreement") with the Issuer, pursuant to which the Reporting Person purchased 333 shares of Series C Convertible Preferred Stock (the "Series C Shares") for an aggregate purchase price of $4,995 ($15.00 per Series C Share).
[F3]The Warrant is exercisable at any time by the Reporting Person prior to its expiration.
[F4]connection with the execution of the Securities Purchase Agreement, the Reporting Person also executed a common stock purchase warrant agreement (the "Warrant Agreement"), pursuant to which the Issuer issued a warrant to the Reporting Person. The Warrant Agreement entitles the Reporting Person to purchase from the Issuer up to 50% of the number of shares of Common Stock issuable upon full conversion of all the Series C Shares purchased by the Reporting Person, subject to the terms and conditions of the Warrant Agreement.

Signature

/s/ Wesley J. Bolsen|2026-02-17

Documents

1 file