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Sphere 3D CEO to buy 166K shares plus warrants

Sphere 3D Corp. (ANY) reported that Chief Executive Officer and director Joel M. Block agreed on September 8, 2026 to acquire 166,666 Common Shares and 166,666 Warrants of the company in a private placement exempt from Section 16(b) under Rule 16b-3(d)(1).

(High)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Sphere 3D Corp. (ANY) reported that Chief Executive Officer and director Joel M. Block agreed on September 8, 2026 to acquire 166,666 Common Shares and 166,666 Warrants of the company in a private placement exempt from Section 16(b) under Rule 16b-3(d)(1). The private placement is expected to close on September 11, 2026, at a price of $3.00 per Common Share and accompanying Warrant, with each Warrant exercisable at $3.50 per Common Share until September 11, 2031.

After this award, Block holds 1,029,476 Common Shares directly, which the company states includes unvested restricted stock units.

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Insider Block Joel M
Role Chief Executive Officer
Type Security Shares Price Value
Grant/Award Warrants F1, F2 166,666 -- --
Grant/Award Common Shares F1, F2, F3 166,666 $3.00 $500K
Holdings After Transaction: Warrants — 166,666 contracts (Direct); Common Shares — 1,029,476 shares (Direct)
Footnotes (3)
  1. F1. On September 8, 2026, the reporting person entered into a securities purchase agreement with Sphere 3D Corp. (the "Company") pursuant to which the reporting person agreed to purchase the Common Shares and Warrants in a private placement, which transaction is exempt from Section 16(b) in accordance with Rule 16b-3(d)(1) promulgated under the Securities Exchange Act of 1934, as amended. The private placement is expected to close on September 11, 2026.
  2. F2. The reporting person paid $3.00 per Common Share and accompanying Warrant to purchase one Common Share.
  3. F3. Includes unvested restricted stock units.
Common Shares acquired 166,666 shares Common Shares agreed to be purchased by CEO Joel M. Block on September 8, 2026 in the private placement
Warrants acquired 166,666 warrants Warrants to purchase Common Shares agreed to be acquired by the CEO on September 8, 2026
Purchase price per Common Share and accompanying Warrant $3.00 Price paid by the CEO for each Common Share and accompanying Warrant in the private placement
Warrant exercise price $3.50 per share Exercise price for each Common Share underlying the warrants acquired by the CEO
CEO holdings after transaction 1,029,476 shares Total Common Shares directly held by Joel M. Block after the reported acquisition, including unvested RSUs
Warrant expiration date September 11, 2031 Expiration date of the warrants acquired in the private placement
securities purchase agreement financial
"the reporting person entered into a securities purchase agreement with Sphere 3D Corp."
A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.
private placement financial
"agreed to purchase the Common Shares and Warrants in a private placement"
A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.
Rule 16b-3(d)(1) regulatory
"exempt from Section 16(b) in accordance with Rule 16b-3(d)(1)"
restricted stock units financial
"Includes unvested restricted stock units."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

FAQ

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

What did Sphere 3D Corp. (ANY) disclose about CEO Joel Block’s recent share transactions?

Sphere 3D disclosed that CEO Joel M. Block agreed on September 8, 2026 to acquire 166,666 Common Shares and 166,666 Warrants in a private placement expected to close on September 11, 2026.

At what price is the Sphere 3D (ANY) CEO acquiring the new shares and warrants?

Joel M. Block agreed to pay $3.00 for each Common Share and accompanying Warrant. Each Warrant entitles the holder to purchase one Common Share.

What are the terms of the warrants acquired by the Sphere 3D (ANY) CEO?

The warrants allow Joel M. Block to buy up to 166,666 Common Shares at an exercise price of $3.50 per share, exercisable starting September 11, 2026 and expiring on September 11, 2031.

How many Sphere 3D (ANY) shares does CEO Joel Block hold after this Form 4 transaction?

After the reported acquisition, Joel M. Block directly holds 1,029,476 Common Shares of Sphere 3D Corp., and the company notes this total includes unvested restricted stock units.

Was the Sphere 3D (ANY) CEO’s private placement transaction under a Rule 10b5-1 plan?

The Form 4 indicates the Rule 10b5-1 checkbox is not marked as affirmative, and the footnotes describe the transaction as a securities purchase agreement private placement, rather than as part of a Rule 10b5-1 trading plan.

How is the Sphere 3D (ANY) CEO’s private placement treated under Section 16(b)?

The company states the private placement is exempt from Section 16(b) in accordance with Rule 16b-3(d)(1) under the Securities Exchange Act of 1934.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Block Joel M

(Last)(First)(Middle)
C/O SPHERE 3D CORP.
243 TRESSER BLVD., 17TH FLOOR

(Street)
STAMFORD CONNECTICUT 06901

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Sphere 3D Corp. [ ANY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/08/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Shares09/08/2026A(1)166,666A$3(2)1,029,476(3)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Warrants$3.509/08/2026A(1)166,66609/11/202609/11/2031Common Shares166,666(2)166,666D
Explanation of Responses:
1. On September 8, 2026, the reporting person entered into a securities purchase agreement with Sphere 3D Corp. (the "Company") pursuant to which the reporting person agreed to purchase the Common Shares and Warrants in a private placement, which transaction is exempt from Section 16(b) in accordance with Rule 16b-3(d)(1) promulgated under the Securities Exchange Act of 1934, as amended. The private placement is expected to close on September 11, 2026.
2. The reporting person paid $3.00 per Common Share and accompanying Warrant to purchase one Common Share.
3. Includes unvested restricted stock units.
/s/ Joel Block09/10/2026
** Signature of Reporting PersonDate
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)

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