KGPLA Holdings lists BNBX warrants, preferred stake
KGPLA Holdings LLC, a more than 10% owner of BNB PLUS CORP., reports existing derivative positions rather than new trades.
Rhea-AI Filing Summary
KGPLA Holdings LLC, a more than 10% owner of BNB PLUS CORP., reports existing derivative positions rather than new trades. The firm holds Series F Warrants and Series B-1 Convertible Preferred Stock, each initially tied to 2,380,953 shares of common stock.
The Series F Warrants have an exercise price of $0.76 per share and expire on May 28, 2029. The Series B-1 Convertible Preferred Stock has no expiration date and is convertible solely at KGPLA’s option, with a 19.99% beneficial ownership limitation and an initial one-for-one conversion ratio, subject to customary anti-dilution adjustments.
Positive
- None.
Negative
- None.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
KGPLA Holdings LLC
Role
10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Series B-1 Convertible Preferred Stock | -- | -- | -- |
| holding | Series F Warrants | -- | -- | -- |
Holdings After Transaction:
Series B-1 Convertible Preferred Stock — 2,380,953 contracts (Direct);
Series F Warrants — 2,380,953 contracts (Direct)
Footnotes (2)
- F1. The Series B-1 Convertible Preferred Stock has no expiration date.
- F2. The Series B-1 Convertible Preferred Stock is convertible solely at the option of the holder, subject to any applicable beneficial ownership limitations. The Reporting Person's ability to convert the Series B-1 Preferred Stock into Issuer Common Stock is subject to a 19.99% beneficial ownership limitation. Upon conversion, the Reporting Person is to receive a number of shares of Issuer Common Stock determined by dividing the liquidation preference of the converted preferred shares by the applicable conversion price, initially resulting in a one-for-one conversion ratio, subject to customary anti-dilution adjustments.
Key Figures
Underlying shares - Series F Warrants: 2,380,953 shares
Exercise price - Series F Warrants: $0.76 per share
Expiration - Series F Warrants: May 28, 2029
+2 more
5 metrics
Underlying shares - Series F Warrants
2,380,953 shares
Initial underlying common shares for Series F Warrants
Exercise price - Series F Warrants
$0.76 per share
Exercise price of Series F Warrants
Expiration - Series F Warrants
May 28, 2029
Warrant expiration date
Underlying shares - Series B-1 Preferred
2,380,953 shares
Initial underlying common shares for Series B-1 Convertible Preferred Stock
Beneficial ownership cap
19.99%
Limit on KGPLA’s conversion of Series B-1 into common stock
Key Terms
Series F Warrants, Series B-1 Convertible Preferred Stock, beneficial ownership limitation, liquidation preference, +1 more
5 terms
Series F Warrants financial
"The firm holds Series F Warrants and Series B-1 Convertible Preferred Stock"
Series F warrants are a specific tranche of warrants issued by a company that give the holder the right to buy a set number of common shares at a predetermined price before the warrants expire; the “Series F” label distinguishes this issuance from other warrant tranches. They matter to investors because if holders exercise them the company’s share count increases, which can change ownership percentages and affect per-share value—similar to more people entering a venue and reducing each person’s share of the seats.
Series B-1 Convertible Preferred Stock financial
"The Series B-1 Convertible Preferred Stock has no expiration date"
Series B‑1 convertible preferred stock is a specific class of ownership that sits between debt and regular shares: it gives holders priority for dividends and payouts and can be converted into common shares under set conditions. Investors care because it changes who gets paid first, how much their share of the company might be diluted when converted, and can affect voting power and upside — think of it as a VIP ticket that can be exchanged for ordinary admission later, altering value and control.
beneficial ownership limitation financial
"ability to convert the Series B-1 Preferred Stock is subject to a 19.99% beneficial ownership limitation"
A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.
liquidation preference financial
"number of shares is determined by dividing the liquidation preference by the conversion price"
A liquidation preference is a rule that determines who gets paid first and how much they receive when a company is sold, goes bankrupt, or distributes its assets. It gives certain investors a priority claim—often returning their original investment plus any agreed multiple—before other owners receive money, which shapes how much common shareholders and founders ultimately get; think of it as a front-of-the-line pass that affects payout order and investor returns.
anti-dilution adjustments financial
"initially resulting in a one-for-one conversion ratio, subject to customary anti-dilution adjustments"
Anti-dilution adjustments are changes made to the ownership stakes or value of an investment to protect investors from having their shares become less valuable if the company issues new shares at a lower price. Imagine buying a piece of a pie, and then the pie is cut into more slices without increasing in size—these adjustments help ensure your slice still retains its worth. They matter to investors because they help preserve the value of their investment when the company’s share price drops.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What does KGPLA Holdings LLC report owning in BNB PLUS CORP. (BNBX)?
KGPLA Holdings LLC reports holding Series F Warrants and Series B-1 Convertible Preferred Stock in BNB PLUS CORP., each initially linked to 2,380,953 underlying common shares, reflecting a sizable derivative-based ownership position rather than direct common stock holdings.
What are the key terms of the Series F Warrants reported by KGPLA for BNBX?
KGPLA’s Series F Warrants carry an exercise price of $0.76 per share and expire on May 28, 2029. They are initially exercisable into 2,380,953 BNB PLUS CORP. common shares, providing long-dated equity exposure through a warrant structure.
What are the main features of the Series B-1 Convertible Preferred Stock in BNBX?
The Series B-1 Convertible Preferred Stock has no expiration date and is convertible solely at KGPLA’s option. It initially converts one-for-one into common stock, based on liquidation preference and conversion price, with customary anti-dilution adjustments applying.
What is the 19.99% beneficial ownership limitation disclosed for BNBX?
KGPLA’s ability to convert the Series B-1 Convertible Preferred Stock into BNB PLUS CORP. common stock is capped by a 19.99% beneficial ownership limitation. This restriction prevents conversions that would push KGPLA’s beneficial ownership above 19.99% of the issuer’s common stock.
AI-generated analysis. How Rhea-AI works. Not financial advice.
