Sphere 3D Corp. (NASDAQ: ANY) CEO discloses 362,810 share equivalents from Cathedra deal

Rhea-AI Filing Summary

Sphere 3D Corp. Chief Executive Officer and director Joel M. Block filed an initial ownership report showing 362,810 common share equivalents following the closing of the arrangement with Cathedra Bitcoin, Inc. on June 1, 2026.

This consists of 184,737 common shares of Sphere 3D and 178,073 restricted share units (RSUs) received in exchange for Cathedra subordinate voting shares and RSUs under the March 5, 2026 arrangement agreement. Each RSU represents a contingent right to receive one common share and will vest in three equal annual installments on September 25, 2026, September 25, 2027 and September 25, 2028, with provisions for full acceleration upon specified Vesting Events.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Block Joel M

Role Chief Executive Officer

Type	Security	Shares	Price	Value
holding	Common Shares	--	--	--

Holdings After Transaction: Common Shares — 362,810 shares (Direct, null)

Footnotes (1)

1. Represents 184,737 common shares of the Issuer and 178,073 restricted share units ("RSUs") to acquire common shares of the Issuer received by the reporting person in exchange for subordinate voting shares and RSUs of Cathedra Bitcoin, Inc. ("Cathedra") pursuant to the terms of the Arrangement Agreement, dated March 5, 2026, between the Issuer and Cathedra, in connection with the closing of the Arrangement between the Issuer and Cathedra on June 1, 2026. The RSUs will vest in three equal annual installments on September 25, 2026, September 25, 2027 and September 25, 2028, subject to full acceleration upon the occurrence of a Vesting Event. A "Vesting Event" means: (i) a Change in Control Vesting Event (as defined in the reporting person's RSU Award Agreement), (ii) a material alteration of the capital structure of the Issuer, which, in the opinion of the Issuer, is of such a nature that it is not practical or feasible to make adjustments to the Sphere 3D Corp. 2025 Performance Incentive Plan or the awards granted thereunder, (iii) a dissolution, liquidation or wind-up of the Issuer or (iv) if the reporting person is no longer an employee or director of the Issuer (other than a voluntary resignation as a director). Each RSU represents a contingent right to receive one common share of the Issuer.

Key Figures

Total common share equivalents: 362,810 shares/RSUs Common shares held: 184,737 shares Restricted share units: 178,073 RSUs +2 more

5 metrics

Total common share equivalents 362,810 shares/RSUs Reported following the Cathedra arrangement closing on June 1, 2026

Common shares held 184,737 shares Sphere 3D common shares received in exchange for Cathedra shares

Restricted share units 178,073 RSUs RSUs to acquire Sphere 3D common shares received under arrangement

RSU vesting schedule 3 equal annual installments Vesting on Sept 25, 2026, 2027 and 2028

Vesting acceleration trigger Vesting Event conditions Includes Change in Control Vesting Event and other specified corporate events

Key Terms

restricted share units ("RSUs"), Vesting Event, Change in Control Vesting Event, Sphere 3D Corp. 2025 Performance Incentive Plan

4 terms

restricted share units ("RSUs") financial

"Represents 184,737 common shares of the Issuer and 178,073 restricted share units ("RSUs") to acquire common shares"

Vesting Event financial

"subject to full acceleration upon the occurrence of a Vesting Event"

Change in Control Vesting Event financial

"A "Vesting Event" means: (i) a Change in Control Vesting Event (as defined in the reporting person's RSU Award Agreement)"

Sphere 3D Corp. 2025 Performance Incentive Plan financial

"it is not practical or feasible to make adjustments to the Sphere 3D Corp. 2025 Performance Incentive Plan or the awards granted thereunder"

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Understanding Insider Trading Forms →

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Block Joel M

(Last) (First) (Middle)

243 TRESSER BLVD., 17TH FLOOR

(Street)

STAMFORD CONNECTICUT 06901

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
06/01/2026

3. Issuer Name and Ticker or Trading Symbol
Sphere 3D Corp. [ ANY ]

3a. Foreign Trading Symbol

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

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

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

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Shares	362,810(1)(2)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents 184,737 common shares of the Issuer and 178,073 restricted share units ("RSUs") to acquire common shares of the Issuer received by the reporting person in exchange for subordinate voting shares and RSUs of Cathedra Bitcoin, Inc. ("Cathedra") pursuant to the terms of the Arrangement Agreement, dated March 5, 2026, between the Issuer and Cathedra, in connection with the closing of the Arrangement between the Issuer and Cathedra on June 1, 2026.

2. The RSUs will vest in three equal annual installments on September 25, 2026, September 25, 2027 and September 25, 2028, subject to full acceleration upon the occurrence of a Vesting Event. A "Vesting Event" means: (i) a Change in Control Vesting Event (as defined in the reporting person's RSU Award Agreement), (ii) a material alteration of the capital structure of the Issuer, which, in the opinion of the Issuer, is of such a nature that it is not practical or feasible to make adjustments to the Sphere 3D Corp. 2025 Performance Incentive Plan or the awards granted thereunder, (iii) a dissolution, liquidation or wind-up of the Issuer or (iv) if the reporting person is no longer an employee or director of the Issuer (other than a voluntary resignation as a director). Each RSU represents a contingent right to receive one common share of the Issuer.

	/s/ Joel M Block	06/01/2026
	** 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 5 (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 3: SEC 1473 (03-26)

FAQ

What does Joel M. Block report owning in Sphere 3D Corp. (ANY) on this Form 3?

Joel M. Block reports beneficial ownership of 362,810 common share equivalents, made up of 184,737 common shares and 178,073 restricted share units (RSUs). These positions reflect securities received in connection with Sphere 3D’s business combination with Cathedra Bitcoin, Inc. completed on June 1, 2026.

How did Sphere 3D Corp. (ANY) CEO Joel M. Block receive these shares and RSUs?

Block received 184,737 common shares and 178,073 RSUs of Sphere 3D in exchange for his subordinate voting shares and RSUs of Cathedra Bitcoin, Inc. This exchange occurred under the March 5, 2026 arrangement agreement when the arrangement closed on June 1, 2026.

When do Joel M. Block’s RSUs in Sphere 3D Corp. (ANY) vest?

The 178,073 RSUs vest in three equal annual installments on September 25, 2026, September 25, 2027 and September 25, 2028. Vesting is also subject to possible full acceleration if certain defined Vesting Events occur under the RSU Award Agreement and plan terms.

What is a Vesting Event for Joel M. Block’s Sphere 3D (ANY) RSUs?

A Vesting Event includes a Change in Control Vesting Event, certain material capital structure changes, dissolution, liquidation or wind-up of Sphere 3D, or Block no longer serving as employee or director, other than a voluntary resignation as a director, as defined in his RSU Award Agreement.

How many common shares does Joel M. Block directly hold in Sphere 3D Corp. (ANY)?

Block directly holds 184,737 common shares of Sphere 3D Corp. as part of his reported position. He also holds 178,073 RSUs, each representing a contingent right to receive one additional common share upon vesting, subject to the plan and award terms.