Athena Gold: Brie Inc. buys 17,000 common shares

Athena Gold's CEO and director disclaimed beneficial ownership and pecuniary interest in shares held by Brie Inc.

Rhea-AI Filing Summary

Athena Gold Corp. CEO and director Koby Solomon Kushner is a control person of Brie Inc., which purchased 17,000 common shares on September 29, 2026, at CDN $0.2950 per share, equal to $0.2079 US per share at the stated exchange rate. Brie Inc.'s reported position after the purchase was 191,772 shares. Kushner disclaimed any pecuniary interest or beneficial ownership for Section 16 purposes, and no Rule 10b5-1 plan is reported.

Insider Trade Summary

Net Buyer: 17,000 shares

Net Buy 1 txn

Insider Kushner Koby Solomon

Role CEO

Bought 17,000 shs ($4K)

Type	Security	Shares	Price	Value
Purchase	COMMON STOCK F1, F2	17,000	$0.2079	$4K

Holdings After Transaction: COMMON STOCK — 191,772 shares (Indirect, Shares are held by Brie Inc., of which Reporting Person is a control person.)

Footnotes (2)

1. F1. Purchase price of CDN $0.2950 per share equals $0.2079, based on Bank of Canada exchange rate of $1 CDN = $0.7048 US on September 29, 2026.
2. F2. Reporting Person disclaims any pecuniary interest or beneficial ownership for purposes of Section 16 under the Exchange Act.

Key Figures

Shares purchased: 17,000 shares Purchase price: CDN $0.2950 per share US equivalent price: $0.2079 US per share +2 more

5 metrics

Shares purchased 17,000 shares September 29, 2026

Purchase price CDN $0.2950 per share September 29, 2026

US equivalent price $0.2079 US per share September 29, 2026

Shares following transaction 191,772 shares Reported position held by Brie Inc. after the purchase

Exchange rate $1 CDN = $0.7048 US Bank of Canada rate on September 29, 2026

Key Terms

pecuniary interest, beneficial ownership, Section 16, control person

4 terms

pecuniary interest regulatory

"disclaims any pecuniary interest"

beneficial ownership regulatory

"disclaims any pecuniary interest or beneficial ownership"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Section 16 regulatory

"for purposes of Section 16 under the Exchange Act"

Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

control person regulatory

"Reporting Person is a control person"

A control person is an individual or entity that can significantly influence a company’s decisions and direction through ownership, voting power, or contractual rights—think of them as the captain who can steer the ship. Investors care because a control person’s choices affect corporate strategy, board appointments, and transactions that can raise or lower a stock’s value, and they often carry additional legal responsibilities and disclosure requirements to protect other shareholders.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many AHNRF shares did Brie Inc. purchase, and at what price?

Brie Inc. purchased 17,000 Athena Gold common shares on September 29, 2026, at CDN $0.2950 per share, equal to $0.2079 US per share at the stated exchange rate; no Rule 10b5-1 plan is reported. Brie Inc.'s reported position afterward was 191,772 shares.

Who held the AHNRF shares reported in the transaction?

The shares were held by Brie Inc., of which Koby Solomon Kushner, Athena Gold's CEO and a director, is a control person. Kushner disclaimed any pecuniary interest or beneficial ownership for purposes of Section 16 under the Exchange Act.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/23/2026 - 05:09 PM EDT Accepted by SEC EDGAR 10/23/2026 - 05:09 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kushner Koby Solomon

(Last) (First) (Middle)

C/O ATHENA GOLD CORPORATION

SUITE 301, 15 TORONTO ST.

(Street)

TORONTO M5C 2E3

(City) (State) (Zip)

ONTARIO, CANADA

(Country)

2. Issuer Name and Ticker or Trading Symbol
ATHENA GOLD CORP [ AHNRF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
COMMON STOCK	09/29/2026		P		17,000	A	$0.2079(1)	191,772	I	Shares are held by Brie Inc., of which Reporting Person is a control person.(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Purchase price of CDN $0.2950 per share equals $0.2079, based on Bank of Canada exchange rate of $1 CDN = $0.7048 US on September 29, 2026.

2. Reporting Person disclaims any pecuniary interest or beneficial ownership for purposes of Section 16 under the Exchange Act.

	/s/ Koby Kushner	10/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)