[Form 4] Antero Midstream Corporation Insider Trading Activity

Rhea-AI Filing Summary

Global Interactive Technologies, Inc. (Nasdaq: GITS) filed an amended Form 8-K (8-K/A) to expand and clarify its June 25, 2025 current report. The amendment adds Item 3.02 disclosure regarding an earlier private placement and provides additional detail on regulatory compliance.

• Private placement: Between April 20 and July 31, 2023 the company (then Hanryu Holdings) issued 462,847 common shares to 124 Korean investors at KRW 1,279 (≈ US$10.00) per share, raising KRW 5.92 billion (≈ US$4.63 million).
• Securities Act exemption: The shares were sold offshore to non-U.S. persons under Section 4(a)(2) and Regulation S; no U.S. directed selling efforts occurred.
• Regulatory context: The filing notes the company has appealed sanctions imposed by Korea’s Securities and Futures Commission related to the placement; the appeal is pending.
• Reason for amendment: (i) include the unregistered-sales item, (ii) state the exemption basis, and (iii) update the KRW-to-USD conversion. All other information from the original 8-K remains unchanged.

The capital raise represents modest dilution and a small cash infusion. The key investor takeaway is the clarification of legal exemptions while an SFC enforcement action remains unresolved.

Positive

• Clarifies that the 462,847-share Korean private placement is exempt under Section 4(a)(2) and Regulation S, reducing U.S. regulatory uncertainty.
• Provides specific KRW-to-USD conversion and deal metrics, enhancing transparency.
• Raises approximately US$4.6 million in equity capital, modestly strengthening liquidity.

Negative

• Company is appealing sanctions by Korea’s SFC, highlighting unresolved regulatory risk.
• Issuance of 462,847 new shares creates incremental dilution for existing shareholders.

Insights

Financial Analyst

TL;DR: Small 2023 private placement clarified; limited financial impact, moderate regulatory overhang.

The US$4.6 million raise equals roughly 460 k shares; unless the float is unusually tight, dilution is minimal. Clarifying the Section 4(a)(2)/Reg S exemption removes uncertainty over potential SEC registration issues, a marginal positive. However, the South Korean SFC sanctions—and the company’s ongoing appeal—add regulatory risk that could restrict future capital-market access or impose fines. Overall, the amendment is housekeeping: informative but not materially value-moving.

Securities Lawyer

TL;DR: Amendment cures prior omission; exemption claim appears facially sound, but Korean SFC action still material.

Filing Item 3.02 after the fact realigns the company with SEC disclosure rules, reducing exposure to U.S. compliance penalties. The reliance on both Section 4(a)(2) and Reg S fits an offshore, non-public Korean offering. That said, the SFC’s sanctions—now under administrative appeal—could signal deficiencies in Korean securities compliance, posing cross-border reputational and monetary risk. Investors should monitor the appeal outcome; at present, the update is procedurally important yet strategically neutral.

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^*

DEA PETER A

(Last) (First) (Middle)

1615 WYNKOOP STREET

(Street)

DENVER CO 80202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Antero Midstream Corp [ AM ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/10/2025

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

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

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

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, par value $0.01 per share	07/10/2025		A		2,042	A	$0.00	61,291	D

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:

	/s/ Yvette K. Schultz, as attorney-in-fact for Peter A. Dea	07/14/2025
	** 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.

FAQ

Why did Global Interactive Technologies (GITS) file an 8-K/A on July 14 2025?

To add Item 3.02 on unregistered equity sales, confirm the Section 4(a)(2)/Reg S exemption, and update currency conversions; all other 8-K content is unchanged.

How much capital did GITS raise in the Korean private placement?

The company raised KRW 5.92 billion, approximately US$4.63 million, by selling 462,847 shares.

What was the share price in the Korean offering?

Each share was sold at KRW 1,279, equivalent to roughly US$10.00 per share.

Is the Korean share issuance registered with the SEC?

No. GITS claims exemptions under Section 4(a)(2) and Regulation S, citing offshore sales to non-U.S. investors.

What regulatory issues does GITS face related to the offering?

Korea’s Securities and Futures Commission imposed sanctions; the company has filed an administrative appeal, outcome pending.

Will the 462,847 new shares dilute existing shareholders?

Yes, the issuance increases the total share count; exact dilution depends on current shares outstanding, which the filing does not disclose.

Does the amendment affect the company’s financial statements?

No financial statements are altered; the 8-K/A is limited to disclosure corrections and clarifications.